Terms of Service
Ayla Technologies, Inc.
Updated: June 10th, 2021
PLEASE READ THESE TERMS OF SERVICE CAREFULLY. THIS IS A LEGAL AGREEMENT BETWEEN AYLA AND YOU, WHICH GOVERNS YOUR USE OF THE SERVICES. YOUR USE OF THE SERVICES CONSTITUTES YOUR ACCEPTANCE OF AND AGREEMENT TO ALL OF THE TERMS AND CONDITIONS IN THESE TERMS OF SERVICE AND YOUR REPRESENTATION THAT YOU ARE AN INDIVIDUAL WHO CAN FORM LEGALLY BINDING CONTRACTS UNDER APPLICABLE LAW. WITHOUT LIMITING THE FOREGOING, THE SERVICES ARE NOT AVAILABLE TO CHILDREN (PERSONS UNDER THE AGE OF 18) OR USERS WHO HAVE HAD THEIR USER ACCOUNT TEMPORARILY OR PERMANENTLY DEACTIVATED. BY BECOMING A USER, YOU REPRESENT AND WARRANT THAT YOU ARE AT LEAST 18 YEARS OLD AND THAT YOU HAVE THE RIGHT, AUTHORITY AND CAPACITY TO ENTER INTO AND ABIDE BY THE TERMS AND CONDITIONS OF THIS AGREEMENT. IF YOU OBJECT TO ANYTHING IN THESE TERMS OF SERVICE, YOU ARE NOT PERMITTED TO USE THE SERVICES.
The Ayla Platform is protected by intellectual property laws, including without limitation copyright laws and trademark laws, and international treaties. Unauthorized reproduction or distribution of the Services or the Ayla Platform, or any portion of them, may result in severe civil and criminal penalties, and will be prosecuted to the maximum extent possible under the law. The Services are licensed, not sold.
The Ayla Services
Ayla is a platform that provides a marketplace for clients (“Clients” or “you“) seeking wellness services (“Wellness Services“) by connecting Clients with providers and/or wellness Practitioners (collectively, “Practitioners“, “Creators”, “Professionals”) providing Wellness Services. The Practitioners and Clients are both users of the Services provided by Ayla and are hereinafter referred to collectively as “Users.” Wellness Services may include bookings, subscriptions, and other interactions between our platform, the client and the wellness practitioner
Ayla solely provides a platform for Practitioners and Clients to connect and serves only as a medium to facilitate the provision of Wellness Services. Ayla does not provide or contract for Wellness Services, and Practitioners and Clients contract independently for the provision of Wellness Services. Each Client is solely responsible for selecting the Professional, the Wellness Services to be provided and the location at which Wellness Services will be performed, whether on the premises of a Professional or at a site designated by the Client. Any decision by a Client to receive Wellness Services or by a Professional to provide Wellness Services is a decision made in such person’s sole discretion.
Ayla does not have control over the quality, suitability, reliability, timing, durability, legality, failure to provide, or any other aspect whatsoever of any Wellness Services provided by Practitioners nor of the integrity, responsibility or any of the actions or omissions whatsoever of any Practitioners or Clients. Ayla makes no representations or warranties whatsoever with respect to Wellness Services offered or provided by Practitioners or requested by Clients through use of the Services, whether in public, private, or offline interactions, or about the accreditation, registration or licensing of any Professional. You understand that Ayla does not routinely screen its Users, inquire into the background of its Users or attempt to verify information provided by any User. Ayla does not verify or confirm that any User is who they claim to be or is accurately representing themselves and does not verify or confirm any representations with respect to Wellness Services or Practitioners’ identity on the Ayla Platform. Ayla does not assume any responsibility for the accuracy or reliability of this information or any information provided on or through the Ayla Platform.
Although the Services are intended to provide each Practitioner’s availability in real-time, it is possible that a scheduling conflict may occur that requires the Professional to reschedule your reservation. Creation of a reservation using the Services is not a guarantee that the Professional will honor the reservation as scheduled.
Ayla cannot guarantee availability of the Services to any User.
As a Client, you agree that any amounts charged for Wellness Services (“Charges“) are mandatory and due and payable immediately upon completion of such services. Charges include applicable fees for Wellness Services, plus any tips to the Professional that you elect to pay, and applicable taxes and other applicable fees. Wellness Service fees are set by Practitioners and are set forth on the applicable Practitioner’s Ayla page. In the event that you cancel Wellness Services less than one (1) hour before such services are to be performed, make repeated and frequent cancellations, show up to receive Wellness Services more than ten (10) minutes after such services are scheduled to begin or fail to show up for your Wellness Services you agree to pay a “Cancellation Fee,” if applicable. Each Practitioner’s Cancellation Fee, if any, is set forth on such Practitioner’s Ayla page. We may also assess a “Disruption Fee” against you if we suspect that you have intentionally cancelled Wellness Services to disrupt the Services or the provision of Wellness Services.
In connection with using the Ayla Platform to receive Wellness Services you are required to enter credit card or other payment information. By entering your payment information when requested, you authorize Ayla and payment processors to charge and process assessed Charges, Cancellation Fees or Disruption Fees. While Ayla takes what we believe to be reasonable efforts to ensure secure transmission of your information to third parties who assess and process payments, Ayla is not responsible for any fees or charges assessed by third parties or any errors in the processing of payments by third parties, including any errors that result from third-party negligence, improper transmission of payment information, your mistaken submission of payment information, or your submission of erroneous payment information.
Ayla facilitates the payment transaction per these Terms of Service between you and each Professional, but is not responsible for mediating any resulting disputes. Ayla has no obligation to provide refunds or credits, but may grant them in extenuating circumstances, as a result of specific refund guarantee promotions, or to correct any errors made by Ayla, in each case in Ayla’s sole discretion.
Payment Processing Services
Part of the functionality of the Services allows Clients to pay and Practitioners to accept payments for Wellness Services, including card-based payments initiated with cards bearing the trademarks of various credit or debit card companies (collectively, the “Networks“). Ayla is not a bank and does not offer banking services as defined by the United States Department of Treasury. Ayla facilitates the processing of payments Practitioners receive from Clients. This means that we collect, analyze and relay information generated in connection with these payments.
You authorize us to process payments in accordance with the Services, using the payment information you have supplied.
Credit Card Authorization
Upon addition of a new payment method, Ayla may seek authorization of your selected payment method for verification purposes to ensure that the cost of Wellness Services will be covered and protect against unauthorized behavior. The authorization is not a charge. However, it may reduce your available credit by the authorization amount until your applicable Network’s next processing cycle. Should the amount of our authorization exceed the total funds on deposit in your account, you may be subject to overdraft or non-sufficient funds charges by the institution issuing your debit or credit card. We cannot be held responsible for these charges and are unable to assist you in recovering them from your issuing institution.
Once you register for the Services, you shall receive a unique user identification and password in connection with your Account (collectively referred to herein as “Account IDs“). You must use your true and accurate name when signing up for an Account. You are required to select an appropriate and non-offensive Account ID. We reserve the right to remove or reclaim any Account ID if we believe, in our sole discretion, the Account ID is inappropriate, offensive or confusing or potentially violates the rights of a third party (such as when a trademark owner provides notice that an Account ID is similar to the trademark and the Account ID does not closely relate to the User’s actual name or trademark rights).
You agree to maintain your Account solely for your own use. You agree that you will not allow another person to use your Account IDs to access or use the Services under any circumstances. You are solely and entirely responsible for maintaining the confidentiality of your Account IDs and for any charges, damages, liabilities or losses incurred or suffered as a result of your failure to do so. We are not liable for any harm caused by or related to the theft of your Account IDs, your disclosure of your Account IDs, or your authorization to allow another person to access or use the Services using your Account IDs. Furthermore, you are solely and entirely responsible for any and all activities that occur under your Account, including any charges incurred relating to the Services. You agree to immediately notify us of any unauthorized use of your Account or any other breach of security known to you. You acknowledge that the complete privacy of your data and messages transmitted while using the Services cannot be guaranteed.
Linking Your Account
As part of the functionality of the Services, you may link your Account with online accounts you may have with third party service providers (each such account, a “Third Party Account“) by either: (i) providing your Third Party Account login information through the Services; or (ii) allowing Ayla to access your Third Party Account, as is permitted under the applicable terms and conditions that govern your use of such Third Party Account. You represent that you are entitled to disclose your Third Party Account login information to Ayla and/or grant Ayla access to your Third Party Account (including, but not limited to, for use for purposes described herein), without breach by you of any of the terms and conditions that govern your use of the applicable Third Party Account and without obligating Ayla to pay any fees or making Ayla subject to any usage limitations imposed by such third party service providers. By granting Ayla access to any Third Party Accounts, you understand that Ayla may access, make available and store (if applicable) any content that you have provided to and stored in your Third Party Account, including without limitation any friend lists, mutual friends lists, following/followed lists and liked lists (the “SNS Content“), so that it is available on and through the Ayla Platform to other Users. Unless otherwise specified in these Terms of Service, all SNS Content, if any, shall be considered to be your information. Depending on the Third Party Accounts you choose and subject to the privacy settings that you have set in such Third Party Accounts, personally identifiable information that you post to your Third Party Accounts may be available on and through your Account on the Ayla Platform. Please note that if a Third Party Account or associated service becomes unavailable or Ayla’s access to such Third Party Account is terminated by the third party service provider, then SNS Content may no longer be available on and through the Ayla Platform. At your request made via e-mail to [email protected], Ayla will deactivate the connection between the Ayla Services and any of your Third Party Accounts and delete any applicable information stored on Ayla’s servers that was obtained through such Third Party Account, except the username and profile picture that become associated with your Account. PLEASE NOTE THAT YOUR RELATIONSHIP WITH THE THIRD PARTY SERVICE PROVIDERS ASSOCIATED WITH YOUR THIRD PARTY ACCOUNTS IS GOVERNED SOLELY BY YOUR AGREEMENT(S) WITH SUCH THIRD PARTY SERVICE PROVIDERS. Ayla makes no effort to review any SNS Content for any purpose, including but not limited to, for accuracy, legality or non-infringement, and Ayla is not responsible for any SNS Content.
The Services may contain links to third party websites that are not owned or controlled by Ayla. Ayla has no control over, and assumes no responsibility for, the content, privacy policies, or practices of any third party websites. In addition, Ayla will not and cannot censor or edit the content of any third-party site. By using the Services, you expressly relieve Ayla from any and all liability arising from your use of any third-party website.
You acknowledge and agree that the Services may access your e-mail address book associated with a Third Party Account and your contacts list stored on your mobile device or tablet computer solely for the purposes of identifying and informing you of those contacts who have also registered to use the Services.
Termination of Accounts
Right to Terminate
Ayla reserves the right, in its sole discretion, to terminate your Account if you violate these Terms of Service or for any reason or no reason at any time. We may also suspend your access to your Account (including the funds in your Account), the Ayla Platform and the Services if you (i) have violated the terms of this Agreement, any other agreement you have with Ayla, or Ayla’s policies or (ii) provide any false, incomplete, inaccurate, or misleading information or otherwise engage in dishonest, fraudulent or illegal conduct.
If your Account is terminated or suspended for any reason or no reason, you agree: (a) to continue to be bound by this Agreement, (b) to immediately stop using the Services, (c) that the license provided under this Agreement shall end, (d) that we reserve the right (but have no obligation) to delete all of your information and account data stored on our servers, and (e) that Ayla shall not be liable to you or any third party for termination or suspension of access to the Services or for deletion of your information or account data.
We will not be liable to you for compensation, reimbursement, or damages in connection with your use of the Services, or in connection with any termination or suspension of the Services. Any termination of this Agreement does not relieve you of any obligations to pay any Charges, Cancellations fees or other fees or costs accrued prior to the termination and any other amounts owed by you to us or any of the Practitioners as provided in this Agreement.
Ayla is not liable for any losses relating to chargebacks, fraudulent charges, or other actions by any User that are deceptive, fraudulent or otherwise invalid (“Fraudulent Actions“). By using the Services, you hereby release Ayla from any liability arising from Fraudulent Actions. You will also use best efforts to promptly notify Ayla of any Fraudulent Actions, which may affect the Services. Ayla reserves the right, in its sole discretion, to terminate the account of any User that engages in, or enables any other User to engage in, Fraudulent Actions.
Practitioner’s Loyalty Programs
Practitioners may offer loyalty programs to Clients. If a Professional offers such a loyalty program, the Professional (and not Ayla) is responsible for ensuring that its program and any associated rewards are compliant with applicable federal and state laws, including laws governing prepaid Wellness Services and special offers such as rebates and coupons and for any disputes or related issues. The Practitioners shall be responsible for making available to Clients any terms and conditions applicable to such Practitioner’s loyalty program.
By signing up for the Services or referring your friends to the Services or by engaging in other activities via the Services, you may be able to receive “Rewards.” Rewards are points awarded to a Client by Ayla that may be applied as credits toward future purchases of Wellness Services or other products made by Clients via the Ayla Platform. Rewards have no cash value and may only be redeemed via the Ayla Platform. Ayla may, at any time or for any reason, change or modify the amount of Rewards awarded for activities relating to the Services and the amount of Rewards required for redemption for eligible Wellness Services or products. In addition, the scope, variety, and type of Wellness Services and products that you may obtain by redeeming Rewards may change at any time.
Rewards can be accrued solely by a Client and a Client may not earn Rewards by permitting another individual to use his/her Account. Rewards accrued in multiple Accounts may not be combined into one Account. You may not earn Rewards by creating multiple Accounts. By acquiring Rewards, you agree and acknowledge that Ayla is granting you a limited, revocable license to a digital item, and that Rewards are not your personal property. You may not obtain any cash or money in exchange for Rewards from any third-party. Except as explicitly provided herein, Rewards are nontransferable. Clients are responsible for keeping track of the Rewards in their Accounts.
Rewards may only be redeemed via the Ayla Platform and you may only redeem Rewards after the Rewards are reflected in your Account. Subject to applicable law, all Rewards expire six (6) months from the date following the last credit or debit of Rewards to your account. If for some reason you believe that there is a discrepancy regarding your balance of Rewards, please contact us at [email protected] We may require to you to submit additional information in order to make a determination regarding your Rewards balance. All decisions regarding your Rewards balance will be final and at Ayla’s sole discretion. You are responsible for any tax consequences, if any, that may result from your redemption or use of Rewards.
Without limiting any other terms of these Term of Service and subject to applicable law, all Rewards shall be forfeited if your Account is terminated or suspended for any reason, in Ayla’s sole discretion, or if Ayla discontinues providing the Services.
Service Use and Limitations and Changes to the Services.
We may change, modify, suspend, or discontinue all or any part of the Services at any time, with or without reason. You acknowledge that the operation of the Services may from time to time encounter technical or other problems and may not necessarily continue uninterrupted or without technical or other errors and Ayla shall not be responsible to you or others for any such interruptions, errors or problems or an outright discontinuance of the Services. Ayla has no obligation to maintain or update the Services or to continue producing or releasing new versions of the Services.
We will make reasonable efforts to keep the Services operational twenty (24) hours a day/ seven (7) days a week, except for: (i) planned downtime (of which we will endeavor to provide at least 8 hours prior notice); or (ii) any unavailability caused by circumstances beyond our control, including but not limited to, acts of God, acts of government, flood, fire, earthquakes, civil unrest, acts of terror, strikes or other labor problems or Internet service provider failures or delays.
As a User of the Services, you agree to follow all applicable rules and laws and take full responsibility for any promotion you offer via the Services.
When you publish content or information through the Service, it means that everyone, including people outside of the Ayla community, will have access to that information and we may not have control over what they do with it.
We always appreciate your feedback or other suggestions about Ayla, but you understand that we may use them without any obligation to compensate you for them (just as you have no obligation to offer them).
We do our best to keep Ayla safe and spam free, but can’t guarantee it. With respect to your use of the Ayla Platform and receipt of Wellness Services, you agree not to:
- impersonate any person or entity;
- stalk, threaten, or otherwise harass any person;
- carry any weapons;
- violate any law, statute, ordinance or regulation;
- interfere with or disrupt the Services or the Ayla Platform or the servers or networks connected to the Ayla Platform;
- post or transmit information or interact on the Ayla Platform in a manner which is false, inaccurate, misleading (directly or by omission or failure to update information), defamatory, libelous, abusive, obscene, profane, offensive, sexually oriented, threatening, harassing, or illegal;
- use the Ayla Platform in any way that infringes any third party’s rights, including but not limited to: intellectual property rights, copyright, patent, trademark, trade secret or other proprietary rights or rights of publicity or privacy;
- post, e-mail or otherwise transmit any malicious code, files or programs designed to interrupt, damage, destroy or limit the functionality of any computer software or hardware or telecommunications equipment or surreptitiously intercept or expropriate any system, data or personal information;
- forge headers or otherwise manipulate identifiers in order to disguise the origin of any information transmitted through the Ayla Platform;
- “frame” or “mirror” any part of the Ayla Platform, without our prior written authorization or use meta tags or code or other devices containing any reference to us in order to direct any person to any other web site for any purpose; or
- modify, adapt, translate, reverse engineer, decipher, decompile or otherwise disassemble any portion of the Ayla Platform or any software used on or for the Ayla Platform;
- rent, lease, lend, sell, redistribute, license or sublicense the Ayla Platform;
- use any robot, spider, site search/retrieval application, or other manual or automatic device or process to retrieve, index, scrape, “data mine”, or in any way reproduce or circumvent the navigational structure or presentation of the Ayla Platform or its contents;
- link directly or indirectly to any other web sites;
- transfer or sell your Account or Account ID to any other party; or
- cause or facilitate any third-party to engage in the restricted activities above.
To make sure we are able to provide the Services you agree to:
- keep your Registration Data and contact information accurate and up-to-date.
- keep your payment information accurate and up-to-date.
- keep your Account IDs and Account information confidential and to not share your login information or Account IDs, let anyone else access your Account, or do anything else that might jeopardize the security of your Account.
Mobile App Users
For users who signup through the Apple App Store or the Google Play Store By downloading or using the app these terms will automatically apply to you – you should make sure therefore that you read them carefully before using the app. You’re not allowed to copy, or modify the app, any part of the app, or our trademarks in any way. You’re not allowed to attempt to extract the source code of the app, and you also shouldn’t try to translate the app into other languages, or make derivative versions. The app itself, and all the trade marks, copyright, database rights and other intellectual property rights related to it, still belong to Ayla Technologies, Inc.
Ayla Technologies, Inc is committed to ensuring that the app is as useful and efficient as possible. For that reason, we reserve the right to make changes to the app or to charge for its services, at any time and for any reason. We will never charge you for the app or its services without making it very clear to you exactly what you’re paying for.
The Ayla.fm app stores and processes personal data that you have provided to us, in order to provide our Service. It’s your responsibility to keep your phone and access to the app secure. We therefore recommend that you do not jailbreak or root your phone, which is the process of removing software restrictions and limitations imposed by the official operating system of your device. It could make your phone vulnerable to malware/viruses/malicious programs, compromise your phone’s security features and it could mean that the Ayla.fm app won’t work properly or at all.
The app does use third party services that declare their own Terms and Conditions.
Link to Terms and Conditions of third party service providers used by the app
You should be aware that there are certain things that Ayla Technologies, Inc will not take responsibility for. Certain functions of the app will require the app to have an active internet connection. The connection can be Wi-Fi, or provided by your mobile network provider, but Ayla Technologies, Inc cannot take responsibility for the app not working at full functionality if you don’t have access to Wi-Fi, and you don’t have any of your data allowance left.
If you’re using the app outside of an area with Wi-Fi, you should remember that your terms of the agreement with your mobile network provider will still apply. As a result, you may be charged by your mobile provider for the cost of data for the duration of the connection while accessing the app, or other third party charges. In using the app, you’re accepting responsibility for any such charges, including roaming data charges if you use the app outside of your home territory (i.e. region or country) without turning off data roaming. If you are not the bill payer for the device on which you’re using the app, please be aware that we assume that you have received permission from the bill payer for using the app.
Along the same lines, Ayla Technologies, Inc cannot always take responsibility for the way you use the app i.e. You need to make sure that your device stays charged – if it runs out of battery and you can’t turn it on to avail the Service, Ayla Technologies, Inc cannot accept responsibility.
With respect to Ayla Technologies, Inc’s responsibility for your use of the app, when you’re using the app, it’s important to bear in mind that although we endeavor to ensure that it is updated and correct at all times, we do rely on third parties to provide information to us so that we can make it available to you. Ayla Technologies, Inc accepts no liability for any loss, direct or indirect, you experience as a result of relying wholly on this functionality of the app.
At some point, we may wish to update the app. The app is currently available on Android & iOS – the requirements for both systems(and for any additional systems we decide to extend the availability of the app to) may change, and you’ll need to download the updates if you want to keep using the app. Ayla Technologies, Inc does not promise that it will always update the app so that it is relevant to you and/or works with the Android & iOS version that you have installed on your device. However, you promise to always accept updates to the application when offered to you, We may also wish to stop providing the app, and may terminate use of it at any time without giving notice of termination to you. Unless we tell you otherwise, upon any termination, (a) the rights and licenses granted to you in these terms will end; (b) you must stop using the app, and (if needed) delete it from your device. This agreement is binding between Ayla and users who come through the Apple App Store or Google Play Store and supersedes any policies of those stores once you the user has engaged with Ayla’s services across all our digital and physical establishments.
Subscription Terms, Fees and Payments; Automatic Renewal and Cancellation.
Ayla offers month-to-month, semi-annual (3 month, 6 month) and annual (12 month) subscriptions on ayla.fm and the various Ayla properties which include the Ayla iOS and Android mobile application for the Ayla Membership. The length of the subscription period is selected by you during the enrollment process. The frequency of print subscriptions may change at any time without notice.
1. All Subscriptions are Automatically Renewing.
When you initially subscribe to the Ayla Membership, your credit or debit card will be charged immediately for the initial term of the subscription at the then-current fee for the applicable subscription period. When you initially subscribe to a free trial of the Ayla Membership, you will be not charged for the initial term of the free trial. Unless you notify Ayla of your decision to terminate your subscription or, as applicable, your free trial, your subscription will automatically renew at the end of each subscription term or free trial (if applicable) at the then-current fee.
You will be charged in advance for the renewal term of the subscription service (or initial term, in the case of a renewal following the expiration of an applicable free trial) on your applicable billing date (the “Billing Date”), which will your be the corresponding monthly, semi-annual or annual anniversary of the activation date of subscription. If, however, the activation date of your subscription (or, as applicable, your free trial) is on the 29th, 30th or 31st day of a month, and your Billing Date does not exist in a particular month because there are fewer than thirty-one (31) days in the month payment is due, your Billing Date for that particular renewal (or initial term, in the case of a renewal following the expiration of an applicable free trial) will be on the last day of the month in which your Billing Date would otherwise be. Each charge on the applicable Billing Date applies to the subscription period immediately following the Billing Date (e.g., a charge for a monthly subscription applies to the month immediately following the Billing Date). You understand that any applicable sales or use taxes will be payable by you, and may be included in each periodic statement.
Ayla may, in its sole discretion, suspend access to your account or deactivate your account without notice to you if Ayla is unable to process your payment or if payment is past due, regardless of the amount. You agree to pay any outstanding balance in full within thirty (30) days of cancellation or termination of your subscription. You may update any of your billing information (including a change to your desired billing payment method) through your account settings on Ayla.fm.
BY COMPLETING THE ENROLLMENT PROCESS, YOU UNDERSTAND AND AGREE THAT UNLESS AND UNTIL YOU CANCEL YOUR SUBSCRIPTION TO THE AYLA MEMBERSHIP:
- YOUR SUBSCRIPTION TO THE AYLA MEMBERSHIP WILL AUTOMATICALLY RENEW AT THE END OF THE SUBSCRIPTION PERIOD AND CONTINUE FOR ANOTHER SUBSCRIPTION PERIOD;
- YOU WILL AUTOMATICALLY BE BILLED AT THE START OF EACH NEW SUBSCRIPTION PERIOD; AND
- THAT PERIODIC CHARGES FOR EACH NEW SUBSCRIPTION PERIOD WILL BE AUTOMATICALLY BILLED TO YOUR DESIGNATED BILLING PAYMENT METHOD.
2. Opting Out Of Renewal.
YOU MAY TERMINATE ENROLLMENT IN AUTOMATIC RENEWAL AT ANY TIME BY CONTACTING AYLA ONLINE, EMAILING [email protected] YOUR SUBSCRIPTION TO THE AYLA MEMBERSHIP SHALL BE DEEMED TERMINATED ON THE LAST DAY OF THE THEN IN EFFECT SUBSCRIPTION PERIOD, UNLESS PROVIDED WITHIN TEN DAYS OF AN AUTORENEWAL. YOU AGREE THAT EXCEPT AS PROVIDED HEREIN, THE SUBSCRIPTION FEE IS NON-REFUNDABLE ONCE PAID.
YOU ACKNOWLEDGE AND AGREE THAT YOU, AND NOT AYLA, ARE RESPONSIBLE FOR PAYING ANY AMOUNTS BILLED TO YOUR CREDIT OR DEBIT CARD BY A THIRD PARTY WHICH WERE NOT AUTHORIZED BY YOU.
3. Billing Discrepancies.
Unless you notify Ayla of any discrepancies within sixty (60) days after they first appear on your payment statement, they will be deemed accepted by you and you release Ayla from all liabilities and claims of loss resulting from any such error or discrepancy.
4. Fees Subject to Change.
Ayla may change the fees and charges then in effect by giving you notice in advance or by posting the changed fees online www.ayla.fm. It is your responsibility to check the current fees. All fees and charges incurred in connection with your user name(s) and password(s) will be billed to the credit or debit card you designate during the registration process. If you want to designate a different credit or debit card or there is a change in your credit or debit card validity or expiration date, you must contact Customer Service at [email protected] or www.ayla.fm/contact or update your information through your account settings on Ayla.fm.
5. Cancellations and Refunds.
You may cancel a free trial at any time during the free trial period and incur no charge. After the free trial is complete, you will be charged at the rate and schedule selected when you enrolled in the trial. Monthly subscriptions are not eligible for a refund, but can be cancelled to prevent additional future charges. For all initial purchases of subscriptions longer than one month, you may cancel prior to renewal to prevent future renewal charges; or cancel during the first fourteen (14) days after purchase or renewal to remain eligible for a full refund on the subscription payment. If your subscription begins with a free trial and converts into an annual subscription, the fourteen day refund period begins once the free trial ends. If the cancellation occurs after the first fourteen days or if the charge was for a monthly subscription, you will not receive a refund. For all renewals of subscriptions longer than one month, you may cancel within fourteen days of the renewal date and receive a full refund; cancellations made after this period are not eligible for a refund. Monthly subscriptions (both initial subscriptions and renewals) may be cancelled at any time but you will not receive a refund. If you cancel your subscription but are not eligible for a refund, you will retain access to the Websites until your subscription expires. Cancellations may be made by filing a customer support ticket at www.Ayla.fm/contact, or by emailing [email protected] Your cancellation must be received by end of business (5:00 p.m. Eastern Time) on the appropriate day as described above, or earlier. All refunds will be given to the original credit or debit card on which the purchase was made. Please allow a reasonable time for the refund to reach you or be charged back to your account.
6. Apple App Store Subscription Terms
The following terms relate solely to purchasing a subscription to Ayla via the Ayla IOS App through the Apple App Store. The Ayla app is free to download. Upgrading to a subscription allows users to access a membership to access content from the Ayla app.
If you choose to purchase a subscription to Ayla, your payment will be charged to your iTunes/iCloud account at confirmation of purchase. Your subscription will automatically renew each month or year 24-hours before the end of the current period unless auto-renew is turned off. Auto-renew may be turned off at any time from your iTunes/iCloud account settings. Prices for subscriptions are in U.S. dollars, and may vary in countries other than the U.S. and are subject to change without notice. Any unused portion of a free trial period, if offered, will be forfeited when you purchase a subscription. No cancellation of the current subscription is allowed during the active subscription period.
All refund requests and cancellation requests for subscriptions created in the Ayla IOS App and processed by the Apple App Store must be submitted to Apple via your iTunes/iCloud account or by filling out a request form found here https://support.apple.com/en-us/HT204084
- HIPAA Notice
You should not share any protected health information with service providers via the Service. The Service is not intended to be used for communication of protected health information and it is not intended to be compliant with the Health Insurance Portability and Accountability Act (HIPAA). The term “protected health information” means any information that relates to the past, present or future physical or mental health or condition of an individual; the provision of health care to an individual; or the past, present or future payment for the provision of health care to an individual. If you do share any protected health information, you do so at your own risk.
- Proprietary Rights
The Services contain content and technology of Ayla that is protected by copyright, trademark, patent, trade secret and other laws. Ayla owns intellectual property rights to any protectable part of the Services, including but not limited to the design, artwork, logos, functionality, and documentation (collectively, the “Ayla Property. You may not copy, modify, or reverse engineer any part of the Services or the Ayla Property.
In order to operate the Services, Ayla needs to make certain use of your publicly posted content. Therefore, by posting, uploading or submitting to Ayla, or making available for inclusion in publicly accessible areas of Ayla, any text, images, photos, graphics, audio or video, including any content protected by intellectual property rights (collectively, “Content“, you represent that you have full authorization to do so. You also hereby grant Ayla a non-exclusive, transferable, sub-licensable, royalty-free, worldwide license to use, distribute, reproduce, modify, adapt, publicly perform, publicly display and make derivative works of such Content in connection with the Services and any services or products affiliated with the Services, regardless of the form of media used or of whether such services or products now exist or are developed in the future. This license exists only for as long as you elect to continue to include such Content on Ayla and will terminate at the time such Content is removed from the Services by you or by Ayla.
You agree not to post any images containing written text or text overlays. Images may not have symbols or text-images anywhere in the photo, including but not limited to shapes, logos, or emoticons, etc. Ayla reserves the right to remove or change any images without notice.
When you delete Content, it is deleted in a manner similar to emptying the recycle bin on a computer. However, you understand that removed Content may persist in backup copies for a reasonable period of time (but will not be available to others).
Any Content posted by a User belongs to the person that posted such Content. You may use any Content posted by you in any way without restriction. You may only use Content posted by others in the ways described in these Terms of Service.
Ayla reserves the right to remove any Content from the Ayla Platform, at its sole discretion.
Ayla respects the intellectual property of others. Ayla may, at its discretion, disable and/or terminate the Accounts of Users who Ayla, in its determination, believes have repeatedly infringed others’ rights. If you believe that your work has been copied in a way that constitutes copyright infringement, or your intellectual property rights have been otherwise violated, please provide the following information to Ayla’s copyright agent via email to [email protected]:
- an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other intellectual property interest;
- a description of the copyrighted work or other intellectual property that you claim has been infringed;
- description of where the material that you claim is infringing is located on the site, including a url link;
- your address, telephone number, and email address;
- a statement by you that you have a good faith belief that the disputed use is not authorized or consented to by the copyright owner, its agent, or the law; and
- a statement by you, made under penalty of perjury, that the above information in your notice is completely accurate and that you are the copyright or intellectual property owner or are authorized to act on the copyright or intellectual property owner’s behalf.
YOU EXPRESSLY UNDERSTAND AND AGREE THAT:
YOUR USE OF THE SERVICES IS AT YOUR SOLE RISK. YOU ARE FULLY AND SOLELY RESPONSIBLE FOR YOUR INTERACTIONS WITH OTHER USERS AND YOU AGREE THAT IT IS SOLELY YOUR RESPONSIBILITY TO TAKE REASONABLE PRECAUTIONS IN ALL ACTIONS AND INTERACTIONS WITH OTHER PRACTITIONERS AND CLIENTS AND IN THE PROVISION OR RECEIPT OF WELLNESS SERVICES. Ayla IS NOT RESPONSIBLE FOR THE CONDUCT, WHETHER ONLINE OR OFFLINE, OF ANY USER OF THE SERVICES. AYLA IS UNDER NO OBLIGATION TO, AND DOES NOT ROUTINELY, SCREEN ITS USERS, INQUIRE INTO THE BACKGROUND OF ITS USERS OR ATTEMPT TO VERIFY INFORMATION PROVIDED BY ANY USER. WE RESERVE THE RIGHT, BUT HAVE NO OBLIGATION, TO MONITOR DISPUTES BETWEEN YOU AND OTHER USERS. PLEASE CAREFULLY SELECT THE TYPE OF INFORMATION THAT YOU POST ON THE SERVICES OR THROUGH THE SERVICES OR RELEASE TO OTHERS. WE DISCLAIM ALL LIABILITY, REGARDLESS OF THE FORM OF ACTION, FOR THE ACTS OR OMISSIONS OF ANY USER OR OTHER PARTIES.
LOCATION DATA PROVIDED BY THE Ayla PLATFORM IS FOR BASIC LOCATION PURPOSES ONLY AND IS NOT INTENDED TO BE RELIED UPON IN SITUATIONS WHERE PRECISE LOCATION INFORMATION IS NEEDED OR WHERE ERRONEOUS, INACCURATE OR INCOMPLETE LOCATION DATA MAY LEAD TO DEATH, PERSONAL INJURY, PROPERTY OR ENVIRONMENTAL DAMAGE. NEITHER Ayla, NOR ANY OF ITS CONTENT PROVIDERS, GUARANTEES THE AVAILABILITY, ACCURACY, COMPLETENESS, RELIABILITY, OR TIMELINESS OF LOCATION DATA DISPLAYED BY THE Ayla PLATFORM. ANY OF YOUR INFORMATION, INCLUDING GEOLOCATIONAL DATA, YOU UPLOAD, PROVIDE, OR POST ON THE AYLA PLATFORM MAY BE ACCESSIBLE TO AYLA AND CERTAIN USERS OF THE AYLA PLATFORM.
IT IS POSSIBLE FOR OTHERS TO OBTAIN PERSONAL INFORMATION ABOUT YOU DUE TO YOUR USE OF THE SERVICES OR Wellness SERVICES AND USE SUCH INFORMATION TO HARASS OR INJURE YOU. WE ARE NOT RESPONSIBLE FOR THE USE OF ANY PERSONAL INFORMATION THAT YOU DISCLOSE ON THE Ayla PLATFORMM OR THROUGH THE SERVICES OR Wellness SERVICES. YOU UNDERSTAND THAT IN USING THE SERVICES, SENSITIVE INFORMATION WILL TRAVEL THROUGH THIRD-PARTY INFRASTRUCTURE THAT IS NOT UNDER Ayla’S CONTROL (SUCH AS THIRD PARTY SERVERS). Ayla MAKES NO WARRANTY WITH RESPECT TO THE SECURITY OF SUCH THIRD-PARTY INFRASTRUCTURE.
THE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. Ayla AND ITS SUBSIDIARIES, AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT.
AYLA MAKES NO WARRANTY THAT (I) THE SERVICES WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS, (II) THAT YOUR ACCESS TO OR USE OF THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR FREE, (III) THAT ANY DEFECTS IN THE SERVICES WILL BE CORRECTED, OR (IV) THAT THE SERVICES OR ANY SERVER THROUGH WHICH YOU ACCESS THE SERVICES IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.
AYLA MAKES NO REPRESENTATIONS OR WARRANTIES ABOUT THE QUALITY, SUITABILITY, RELIABILITY, TIMING, DURABILITY, LEGALITY, OR ANY OTHER ASPECT OF Wellness SERVICES OFFERED OR PROVIDED BY PRACTITIONERS OR REQUESTED BY CLIENTS THROUGH USE OF THE SERVICES WHETHER IN PUBLIC, PRIVATE, OR OFFLINE INTERACTIONS OR ABOUT THE ACCREDITATION, REGISTRATION OR LICENSE OF ANY PROFESSIONAL.
ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICES IS ACCESSED AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM, MOBILE DEVICE, TABLETS OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL.
NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM Ayla OR THROUGH OR FROM THE SERVICES SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS OF SERVICE.
Limitation of Liability and Release
TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT SHALL Ayla OR ITS AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS BE LIABLE FOR ANY DAMAGES WHATSOEVER, WHETHER DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR BODILY INJURY OR EMOTIONAL DISTRESS AND DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF Ayla HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM: (I) THE USE OR THE INABILITY TO USE THE SERVICES; (II) Wellness SERVICES FACILITATED BY THE SERVICES OR ANY INTERACTIONS BETWEEN USERS, INCLUDING WITHOUT LIMITATION ANY LIABILITIES ARISING IN CONNECTION WITH THE CONDUCT, ACT OR OMISSION OF ANY USER (INCLUDING WITHOUT LIMITATION STALKING, HARASSMENT THAT IS SEXUAL OR OTHERWISE, ACTS OF PHYSICAL VIOLENCE, AND DESTRUCTION OF PERSONAL PROPERTY) OR ANY DISPUTE WITH ANY USER; (III) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SERVICE; (IV) ANY UNAUTHORIZED ACCESS TO OR ALTERATION OF THE SERVICES OR YOUR DATA OR TRANSMISSIONS; OR (V) ANY OTHER MATTER RELATING TO THE SERVICES.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.
Ayla EXPRESSLY DISCLAIMS ANY LIABILITY THAT MAY ARISE BETWEEN USERS RELATED TO OR ARISING FROM USE OF THE SERVICES. BECAUSE AYLA IS NOT INVOLVED IN THE ACTUAL INTERACTIONS BETWEEN PRACTITIONERS AND CLIENTS OR IN THE PROVISION OF ANY Wellness SERVICES, YOU HEREBY RELEASE AND FOREVER DISCHARGE Ayla AND ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS AND LICENSORS FROM ANY AND ALL CLAIMS, DEMANDS, DAMAGES (ACTUAL OR CONSEQUENTIAL) OF EVERY KIND AND NATURE, WHETHER KNOWN OR UNKNOWN, CONTINGENT OR LIQUIDATED, ARISING FROM OR RELATED TO ANY DISPUTE OR INTERACTIONS WITH ANY OTHER USER, WHETHER ONLINE OR IN PERSON, WHETHER RELATED TO THE PROVISION OF Wellness SERVICES OR OTHERWISE.
You agree to defend, indemnify and hold harmless Ayla and its affiliates, officers, directors, employees, agents, partners and licensors from and against any and all claims, damages, obligations, losses, liabilities, costs, debt and expenses (including but not limited to attorney’s fees) arising from or relating to: (i) your use of and access to the Services; (ii) Wellness Services facilitated by the Services or any interaction between you and another User; (iii) your violation of any term of these Terms of Service; (iv) your violation of any rights of a third party, including without limitation any copyright, intellectual property, trade secret or privacy right; or (v) any third-party claims or damages relating to death, personal injury or emotional distress arising from or related to use of the Services or the Wellness Services. This defense and indemnification obligations will survive the termination of this Agreement and your use of the Services.
Choice of Law, Mandatory Arbitration and Venue
a. Governing Law / Jurisdiction
The Agreements (and any non-contractual disputes/claims arising out of or in connection with them whether arising in tort or contract, under or related to the Ayla for Artists Terms) are subject to the laws of the State of New York, United States of America, without regard to choice or conflicts of law principles.
Further, you and Ayla agree to the jurisdiction of the state or federal courts located in New York County, New York to resolve any dispute, claim, or controversy that relates to or arises in connection with the Agreements (and any non-contractual disputes/claims relating to or arising out of or in connection with them) and is not subject to mandatory arbitration under Section 23(b) (Arbitration).
b.1. Dispute resolution and arbitration
You and Ayla agree that any dispute, claim, or controversy between you and Ayla arising in connection with or relating in any way to these Agreements or to your relationship with Ayla as a user of the Service (whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory, and whether the claims arise during or after the termination of the Agreements) will be determined by mandatory binding individual (not class) arbitration. You and Ayla further agree that the arbitrator shall have the exclusive power to rule on his or her own jurisdiction, including any objections with respect to the existence, scope or validity of the arbitration agreement or to the arbitrability of any claim or counterclaim. Arbitration is more informal than a lawsuit in court. THERE IS NO JUDGE OR JURY IN ARBITRATION, AND COURT REVIEW OF AN ARBITRATION AWARD IS LIMITED. There may be more limited discovery than in court. The arbitrator must follow this agreement and can award the same damages and relief as a court (including attorneys’ fees), except that the arbitrator may not award any relief, including declaratory or injunctive relief, benefiting anyone but the parties to the arbitration. This arbitration provision will survive termination of the Agreements.
Notwithstanding Section 23(b)(1) above, you and Ayla both agree that nothing in this Section 23(b) will be deemed to waive, preclude, or otherwise limit either of our rights, at any time, to: (1) bring an individual action in a U.S. small claims court; (2) pursue enforcement actions through applicable U.S. federal, state, or local agencies where such actions are available; or, (3) bring an individual action seeking only temporary or preliminary injunctive relief in a court of law, pending a final ruling from the arbitrator.
b.3. No Class or Representative Proceedings: Class Action Waiver
YOU AND AYLA AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE ACTION. Unless both you and Ayla agree, no arbitrator or judge may consolidate more than one person’s claims or otherwise preside over any form of a representative or class proceeding.
b.4. Arbitration rules
Either you or we may start arbitration proceedings. Any arbitration between you and Ayla will take place under the Commercial Arbitration Rules and Mediation Procedures of the American Arbitration Association (“AAA”) then in force (“AAA Rules”), as modified by this Arbitration Agreement. You and Ayla agree that the Federal Arbitration Act applies and governs the interpretation and enforcement of this provision (despite the choice of law provision above). The AAA Rules, as well as instructions on how to file an arbitration proceeding with the AAA, appear at adr.org, or you may call the AAA at 1-800-778-7879. Ayla can also help put you in touch with the AAA.
Any arbitration hearings will take place in New York, New York County, New York , or at a location mutually agreed upon by the parties, provided that if the claim is for $10,000 or less, you may choose whether the arbitration will be conducted: (1) solely on the basis of documents submitted to the arbitrator; (2) through a non-appearance based telephonic hearing; or, (3) by an in-person hearing as established by the AAA Rules in the county (or parish) of your billing address.
Your arbitration fees and your share of arbitrator compensation will be limited to those fees set forth in the relevant AAA rules. Regardless of the manner in which the arbitration is conducted, the arbitrator shall issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the decision and award, if any, are based. The arbitrator may make rulings and resolve disputes as to the payment and reimbursement of fees or expenses at any time during the proceeding and upon request from either party made within 14 days of the arbitrator’s ruling on the merits.
b.5. Time for filing
Any arbitration must be commenced by filing a demand for arbitration within ONE (1) YEAR after the date the party asserting the claim first knows or reasonably should know of the act, omission, or default giving rise to the claim; there will be no right to any remedy for any claim not asserted within that time period. If applicable law prohibits a one-year limitation period for asserting claims, any claim must be asserted within the shortest time period permitted by applicable law.
b.6. Notice; Process
A party who intends to seek arbitration must first send a written notice of the dispute to the other, by certified mail, or Federal Express, UPS, or Express Mail (signature required), or in the event that we do not have a physical address on file for you, by electronic mail (“Notice”). Ayla’s address for Notice is: Ayla, Attn: 8821 183rd St, New York, New York 11423, USA. The Notice must: (1) describe the nature and basis of the claim or dispute; and, (2) set forth the specific relief sought (“Demand”). We agree to use good faith efforts to resolve the claim directly, but if we do not reach an agreement to do so within 30 days after the Notice is received, you or Ayla may commence an arbitration proceeding. During the arbitration, the amount of any settlement offer made by you or Ayla shall not be disclosed to the arbitrator until after the arbitrator makes a final decision and award, if any. In the event our dispute is finally resolved through arbitration in your favor, Ayla will pay you the greatest of following: (a) the amount awarded by the arbitrator, if any; (b) the last written settlement amount offered by Ayla in settlement of the dispute prior to the arbitrator’s award; or, (3) $1,000.00. All documents and information disclosed in the course of the arbitration shall be kept strictly confidential by the recipient and shall not be used by the recipient for any purpose other than for purposes of the arbitration or the enforcement of the arbitrator’s decision and award and shall not be disclosed except in confidence to persons who have a need to know for such purposes or as required by applicable law.
If any portion of this Section 23(b) (Arbitration) is found to be unenforceable in court or in arbitration, then the entirety of this Section 23(b) (Arbitration) shall be null and void and, in such case, the parties agree that the exclusive jurisdiction and venue described in Section 23(a) (Governing Law / Jurisdiction) shall govern any action arising out of or related to the Agreements.
We have implemented technical and organizational measures designed to secure your personal information from accidental loss and from unauthorized access, use, alteration, or disclosure. However, we cannot guarantee that unauthorized third parties will never be able to defeat those measures or use your personal information for improper purposes. You acknowledge that you provide your personal information at your own risk.
Ayla may assign these Terms of Service or any other agreement with you in whole or part at any time.
These Terms of Service and the relationship between you and Ayla shall be governed by the laws of the State of New York without regard to its conflict of law provisions. You and Ayla agree to submit to the personal and exclusive jurisdiction of the courts located within the City of New York, New York.
Any failure of Ayla to enforce or exercise a right provided in these Terms of Service is not a waiver of that right.
Should any provision of these Terms of Service be found invalid or unenforceable, the remaining terms shall still apply.
You and Ayla both agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Services or these Terms of Service must be filed within ONE (1) YEAR after such claim or cause of action arose or be forever barred.
Changes to This Terms and Conditions
We may update our Terms and Conditions from time to time. Thus, you are advised to review this page periodically for any changes. We will notify you of any changes by posting the new Terms and Conditions on this page.
These terms and conditions are effective as of 2021-06-10
If you have any questions or suggestions about our Terms and Conditions, do not hesitate to contact us at [email protected]