Last Updated Date: February 28, 2025

PLEASE READ THESE TERMS AND CONDITIONS (THE “TERMS AND CONDITIONS”) CAREFULLY. THIS WEBSITE AND ANY OTHER WEBSITES OF EMPTHRIVE (COLLECTIVELY, THE “WEBSITE”), AND THE INFORMATION ON IT, AND THE SERVICES AND RESOURCES AVAILABLE OR ENABLED VIA THE WEBSITE (EACH A “SERVICE” AND COLLECTIVELY, THE “SERVICES”), (EACH WEBSITE, AND SERVICE IS A “EMPTHRIVE PROPERTY” AND COLLECTIVELY THEY ARE THE “EMPTHRIVE PROPERTIES”) ARE CONTROLLED BY EMPTHRIVE (“EMPTHRIVE”). THESE TERMS OF USE GOVERN THE USE OF THE EMPTHRIVE PROPERTIES AND APPLY TO ALL USERS VISITING THE EMPTHRIVE PROPERTIES. BY ACCESSING OR USING THE EMPTHRIVE PROPERTIES, CLICKING ON THE “I ACCEPT” BUTTON, COMPLETING THE REGISTRATION PROCESS, AND/OR BROWSING THE EMPTHRIVE PROPERTIES, YOU REPRESENT THAT (1) YOU HAVE READ, UNDERSTAND, AND AGREE TO BE BOUND BY THE TERMS OF USE, (2) YOU ARE OF LEGAL AGE TO FORM A BINDING CONTRACT WITH EMPTHRIVE, AND (3) YOU HAVE THE AUTHORITY TO ENTER INTO THE TERMS OF USE PERSONALLY OR ON BEHALF OF THE ENTITY YOU HAVE NAMED AS THE USER AND TO BIND THAT ENTITY TO THE TERMS OF USE. THE TERM “YOU” REFERS TO THE INDIVIDUAL OR LEGAL ENTITY, AS APPLICABLE, IDENTIFIED AS THE USER WHEN YOU REGISTERED ON THE EMPTHRIVE PROPERTIES. IF YOU DO NOT AGREE TO BE BOUND BY THE TERMS OF USE, YOU MAY NOT ACCESS OR USE THE EMPTHRIVE PROPERTIES.

PLEASE BE AWARE THAT SECTION 16 (DISPUTE RESOLUTION) OF THIS AGREEMENT, BELOW, CONTAINS PROVISIONS GOVERNING HOW DISPUTES THAT YOU AND WE HAVE AGAINST EACH OTHER ARE RESOLVED, INCLUDING, WITHOUT LIMITATION, ANY DISPUTES THAT AROSE OR WERE ASSERTED PRIOR TO THE EFFECTIVE DATE OF THIS AGREEMENT. IN PARTICULAR, IT CONTAINS AN ARBITRATION AGREEMENT WHICH WILL, WITH LIMITED EXCEPTIONS, REQUIRE DISPUTES BETWEEN US TO BE SUBMITTED TO BINDING AND FINAL ARBITRATION. UNLESS YOU OPT OUT OF THE ARBITRATION AGREEMENT: (1) YOU WILL ONLY BE PERMITTED TO PURSUE DISPUTES OR CLAIMS AND SEEK RELIEF AGAINST US ON AN INDIVIDUAL BASIS, NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS OR REPRESENTATIVE ACTION OR PROCEEDING; AND (2) YOU ARE WAIVING YOUR RIGHT TO PURSUE DISPUTES OR CLAIMS AND SEEK RELIEF IN A COURT OF LAW AND TO HAVE A JURY TRIAL.

Your use of, and participation in, certain Services and/or purchase of services may be subject to additional terms (“Supplemental Terms”), such as the Terms of Service and Subscription Terms, and such Supplemental Terms will either be listed in the Terms of Use or will be presented to you for your acceptance when you sign up to use the supplemental Service. If the Terms of Use are inconsistent with the Supplemental Terms, the Supplemental Terms shall control with respect to such Service. The Terms of Use and any applicable Supplemental Terms are referred to herein as the “Agreement.”

PLEASE NOTE THAT the Terms of Use are subject to change by Empthrive in its sole discretion at any time. When changes are made, Empthrive will make a new copy of the Terms of Use available at the Website and any new Supplemental Terms will be made available from within, or through, the affected Service on the Website. We will also update the “Last Updated” date at the top of the Terms of Use. Empthrive may require you to provide consent to the updated Agreement in a specified manner before further use of the Empthrive Properties is permitted. If you do not agree to any change(s) after being notified of such change(s), you shall stop using the Empthrive Properties. Otherwise, your continued use of the Empthrive Properties constitutes your acceptance of such change(s). PLEASE REGULARLY CHECK THE WEBSITE TO VIEW THE THEN-CURRENT TERMS.

1. USE OF THE SERVICES AND EMPTHRIVE PROPERTIES. The Empthrive Properties are protected by copyright laws throughout the world. Unless otherwise specified by Empthrive in a separate license, your right to use any and all Empthrive Properties is subject to the Agreement.

1.1 Updates. You understand that the Empthrive Properties are evolving. As a result, Empthrive may require you to accept updates to the Empthrive Properties that you have installed on your computer or mobile device. You acknowledge and agree that Empthrive may update the Empthrive Properties with or without notifying you. You may need to update third-party software from time to time in order to use the Empthrive Properties.

1.3 Certain Restrictions. The rights granted to you in the Agreement are subject to the following restrictions: (a) you shall not license, sell, rent, lease, transfer, assign, reproduce, distribute, host, or otherwise commercially exploit the Empthrive Properties or any portion of the Empthrive Properties, including the Website; (b) you shall not frame or utilize framing techniques to enclose any trademark, logo, or other Empthrive Properties (including images, text, page layout or form); (c) you shall not use any metatags or other “hidden text” using Empthrive’s name, trademarks, or service marks; (d) you shall not modify, translate, adapt, merge, make derivative works of, disassemble, decompile, reverse compile, or reverse engineer any part of the Empthrive Properties except to the extent the foregoing restrictions are expressly prohibited by applicable law; (e) you shall not develop or use any manual or automated software, devices, or other processes (including but not limited to scripts, browser plugins, spiders, robots, scrapers, crawlers, data mining tools, or the like) to scrape, access, download, duplicate, replicate, reproduce, or otherwise copy data, content, or information from any pages contained in the Empthrive Properties (except that we grant the operators of public search engines revocable permission to use spiders to copy materials from the Website for the sole purpose of and solely to the extent necessary for creating publicly available searchable indices of the materials, but not caches or archives of such materials, or attempt to obtain the source code of the Empthrive Properties; (f) you shall not use, or attempt to use, any device or process designed to circumvent any technological measure that controls access to the Empthrive Properties, including, without limitation, software designed to “scrape” data; (g) except as expressly stated herein, no part of the Empthrive Properties may be copied, reproduced, distributed, republished, downloaded, displayed, posted, or transmitted in any form or by any means; and (h) you shall not remove or destroy any copyright notices or other proprietary markings contained on or in the Empthrive Properties. Any future release, update, or other addition to the Empthrive Properties shall be subject to the Agreement. Empthrive, its suppliers, and service providers reserve all rights not granted in the Agreement. Any unauthorised use of any Empthrive Property terminates the licenses granted by Empthrive pursuant to the Agreement.

2. REGISTRATION.
2.1 Registering Your Account. In order to access certain features of the Empthrive Properties you may be required to become a Registered User. For purposes of the Agreement, a “Registered User” is a user who has registered an account on the Website (“Account”) or has connected their third-party account to the Services, such as through Facebook or Google (each such account, a “Third-Party Account”).
2.2 Access Through a Third-Party Account. If you access the Empthrive Properties through a Third-Party Account as part of the functionality of the Empthrive Properties, you may link your Account with Third-Party Accounts by allowing Empthrive to access your Third-Party Account, as is permitted under the applicable terms and conditions that govern your use of each Third-Party Account. You represent that you are entitled to disclose your Third-Party Account login information to Empthrive and/or grant Empthrive access to your Third-Party Account (including, but not limited to, for use for the 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 Empthrive to pay any fees or making Empthrive subject to any usage limitations imposed by such third-party service providers. By granting Empthrive access to any Third-Party Accounts, you understand that Empthrive may access, make available, and store (if applicable) any information, data, text, software, music, sound, photographs, graphics, video, messages, tags, and/or other materials accessible through the Empthrive Properties (collectively, “Content”) that you have provided to and stored in your Third-Party Account (“Third-Party Account Content”) so that it is available on and through the Empthrive Properties via your Account. Unless otherwise specified in the Agreement, all Third-Party Account Content shall be considered to be Your Content (as defined in Section 3.1 (Types of Content)) for all purposes of the Agreement. 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 Empthrive Properties. Please note that if a Third-Party Account or associated service becomes unavailable, or Empthrive’s access to such Third-Party Account is terminated by the third-party service provider, then Third-Party Account Content will no longer be available on and through the Empthrive Properties. You have the ability to disable the connection between your Account and your Third-Party Accounts at any time by accessing the “Settings” section of the Empthrive Website. 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, AND Empthrive DISCLAIMS ANY LIABILITY FOR PERSONALLY IDENTIFIABLE INFORMATION THAT MAY BE PROVIDED TO IT BY SUCH THIRD-PARTY SERVICE PROVIDERS IN VIOLATION OF THE PRIVACY SETTINGS THAT YOU HAVE SET IN SUCH THIRD-PARTY ACCOUNTS. Empthrive makes no effort to review any Third-Party Account Content for any purpose, including, but not limited to, for accuracy, legality or non-infringement, and Empthrive is not responsible for any Third-Party Account Content.
2.3 Registration Data. In registering an account on the Website, you agree to (a) provide true, accurate, current, and complete information about yourself as prompted by the registration form (the “Registration Data”); and (b) maintain and promptly update the Registration Data to keep it true, accurate, current, and complete. You represent that you are (i) of legal age to form a binding contract; and (ii) not a person barred from using the Empthrive Properties under applicable laws, including those of the European Union and your country of residence or any other applicable jurisdiction. You are responsible for all activities that occur under your Account. You may not share your Account or password with anyone, and you agree to (y) notify Empthrive immediately of any unauthorised use of your password or any other breach of security; and (z) exit from your Account at the end of each session. If you provide any information that is untrue, inaccurate, not current, or incomplete, or if Empthrive has reasonable grounds to suspect that any information you provide is untrue, inaccurate, not current, or incomplete, Empthrive has the right to suspend or terminate your Account and refuse any and all current or future use of the Empthrive Properties (or any portion thereof). You agree not to create an Account using a false identity or information, or on behalf of someone other than yourself. You agree that you shall not have more than one Account per platform or Third-Party Account at any given time. Empthrive reserves the right to remove or reclaim any usernames at any time and for any reason, including, but not limited to, claims by a third party that a username violates the third party’s rights. You agree not to create an Account or use the Empthrive Properties if you have been previously removed by Empthrive or if you have been previously banned from any of the Empthrive Properties.
2.4 Your Account. Notwithstanding anything to the contrary herein, you acknowledge and agree that you shall have no ownership or other property interest in your Account, and you further acknowledge and agree that all rights in and to your Account are, and shall forever be, owned by and inure to the benefit of Empthrive.

3. RESPONSIBILITY FOR CONTENT.
3.1 Types of Content. You acknowledge that all Content, including that available via the Empthrive Properties, is the sole responsibility of the party from whom such Content originated. This means that you, and not Empthrive, are entirely responsible for all Content that you upload, post, e-mail, transmit, or otherwise make available (“Make Available”) through the Empthrive Properties (“Your Content”), and that you and other Registered Users of the Empthrive Properties, and not Empthrive, are similarly responsible for all Content that you and they Make Available through the Empthrive Properties (“User Content”).
3.2 No Obligation to Pre-Screen Content. You acknowledge that Empthrive has no obligation to pre-screen Content (including, but not limited to, User Content), although Empthrive reserves the right in its sole discretion to pre-screen, refuse, or remove any Content. By entering into the Agreement, you hereby provide your irrevocable consent to such monitoring; provided that, Empthrive’s use of such Content will be subject to its privacy policy available at: https://www.Empthrive.com/privacy. In the event that Empthrive pre-screens, refuses, or removes any Content, you acknowledge that Empthrive will do so for Empthrive’s benefit, not yours. Without limiting the foregoing, Empthrive shall have the right to remove any Content that violates the Agreement or is otherwise objectionable to Empthrive.
3.3 Storage. Unless expressly agreed to by Empthrive in writing elsewhere, Empthrive has no obligation to store any of Your Content that you Make Available on Empthrive Properties. Empthrive has no responsibility or liability for the deletion or accuracy of any Content, including Your Content; the failure to store, transmit, or receive transmission of Content; or the security, privacy, storage, or transmission of other communications originating with or involving use of the Empthrive Properties.

4. OWNERSHIP.
4.1 Empthrive Properties. Except with respect to Your Content and User Content, you agree that Empthrive and its suppliers own all rights, title and interest in the Empthrive Properties. You will not remove, alter or obscure any copyright, trademark, service mark, trade dress, or other proprietary rights or notices incorporated in or accompanying any Empthrive Properties.
4.2 Trademarks. The name “Empthrive” and all related graphics, logos, and trade names used on or in connection with any Empthrive Properties or in connection with the Services are service marks, trademarks, or trade dress of Empthrive and may not be used without permission in connection with your, or any third-party’s, products or services. Other trademarks, service marks, trade names, and trade dress that may appear on or in the Empthrive Properties are the property of their respective owners.
4.3 Your Content. Empthrive does not claim ownership of Your Content. You grant Empthrive a fully paid, royalty-free, perpetual, irrevocable, worldwide, non-exclusive, and fully sublicensable right (including any moral rights) and license to use, license, distribute, reproduce, modify, adapt, publicly perform, and publicly display Your Content (in whole or in part) for the purposes of marketing, operating, and providing the Empthrive Properties and Empthrive’s other products and services. Without limiting the foregoing, you acknowledge and agree that Empthrive may, without further compensation, use, market, distribute, transmit, display, perform, reproduce, modify, create derivative works of, translate, and otherwise exploit your reviews, comments, user name, photos, images and other content that you Make Available on the Empthrive Properties in any manner and in any medium, either directly or indirectly, through one or more third parties. Please remember that other Registered Users may search for, see, use, modify, and reproduce any of Your Content that you submit to any “public” area of the Empthrive Properties. You represent and warrant that you own or have sufficient rights to provide Empthrive the rights granted herein. Without limiting the foregoing, you warrant that the holder of any worldwide intellectual property right, including moral rights, in Your Content, has completely and effectively waived all such rights and validly and irrevocably granted to you the right to grant the license stated above. You further represent, warrant and covenant that you will not Make Available any Content featuring or displaying any other person’s name, image, or likeness without having obtained all necessary consents, and that you will immediately notify Empthrive of any failure to do so. You agree that you, not Empthrive, are responsible for all of Your Content that you Make Available on or in the Empthrive Properties.
4.4 Feedback. You agree that submission of any ideas, suggestions, documents, and/or proposals to Empthrive through its suggestion, feedback, wiki, forum, or similar pages (“Feedback”) is at your own risk and that Empthrive has no obligations (including without limitation obligations of confidentiality) with respect to such Feedback. You represent and warrant that you have all rights necessary to submit the Feedback. You hereby grant to Empthrive a fully paid, royalty-free, perpetual, irrevocable, worldwide, non-exclusive, and fully sublicensable right and license to use, reproduce, perform, display, distribute, adapt, modify, re-format, create derivative works of, and otherwise commercially or non-commercially exploit in any manner any and all Feedback and to sublicense the foregoing rights in connection with the operation and maintenance of the Empthrive Properties and/or Empthrive’s business.

5. USER CONDUCT AND ACCEPTABLE CONTENT.
5.1 Generally. As a condition of use, you agree not to use the Empthrive Properties for any purpose that is prohibited by this Agreement or by applicable law. You shall not (and shall not permit any third party to) either (a) take any action or (b) Make Available any Content on or through the Empthrive Properties that (i) infringes any patent, trademark, service mark, trade dress, trade secret, copyright, right of publicity, or other right of any person or entity; (ii) is unlawful, threatening, abusive, harassing, defamatory, libelous, deceptive, fraudulent, invasive of another’s privacy (including posting pictures or information of other users without their permission), tortious, obscene, offensive, or profane; (iii) constitutes unauthorised or unsolicited advertising, junk, or bulk e-mail; (iv) involves commercial activities and/or sales, such as contests, sweepstakes, barter, advertising, or pyramid schemes without Empthrive’s prior written consent; (v) impersonates any person or entity, including any employee or representative of Empthrive; (vi) interferes with or attempt to interfere with the proper functioning of the Empthrive Properties or uses the Empthrive Properties in any way not expressly permitted by this Agreement; or (vii) attempts to engage in, or engage in, any potentially harmful acts that are directed against the Empthrive Properties, including, but not limited to, violating or attempting to violate any security features of the Empthrive Properties using manual or automated software or other means to access, “scrape,” “crawl,” or “spider” any pages contained in the Empthrive Properties; introducing viruses, worms, or similar harmful code into the Empthrive Properties; or interfering or attempting to interfere with use of the Empthrive Properties by any other user, host, or network, including, but not limited to, by means of overloading, “flooding,” “spamming,” “mail bombing,” or “crashing” the Empthrive Properties.
5.2 Conflicts of Interest. The Empthrive platform may feature user ratings and reviews related to our services. These reviews are intended to provide an impartial, community-driven perspective. To ensure transparency and compliance with applicable consumer protection laws, users who are affiliated with or represent any of Empthrive's partners may not submit ratings or reviews that intentionally or artificially inflate, deflate, or otherwise manipulate feedback on any services, businesses, or professionals they are connected to. Additionally, they may not attempt to influence the ratings or reviews of competing services, businesses, or professionals. Any attempt to post misleading or deceptive reviews may constitute a breach of consumer protection laws and may result in appropriate action.
5.3 Promotional Content. Users may not post or provide links to any promotional content, including any blogs, websites, or other publications, without the prior written consent of Empthrive.

6. INVESTIGATIONS. Empthrive may, but is not obligated to, monitor or review content and activity on its platform, including its website, mobile applications, and official social media pages, at any time. While Empthrive does not routinely monitor user activity, it reserves the right to investigate any potential violations of this Agreement, community guidelines, or applicable laws. If Empthrive becomes aware of such violations, it may, at its sole discretion and in compliance with applicable legal requirements, take appropriate action. This may include modifying, restricting, or removing content, suspending or terminating user access, or reporting violations to relevant authorities where required by law.

7. INTERACTIONS WITH OTHER USERS.
7.1 User Responsibility. You are solely responsible for your interactions with other registered users and any other parties you engage with on the Empthrive platform, including its website, mobile applications, and official social media pages. While Empthrive reserves the right—but has no obligation—to intervene in disputes, you acknowledge that Empthrive will not be liable for any loss, damage, or legal claims arising from such interactions.
7.2 Content Provided by Other Users. The Empthrive Properties may contain User Content provided by other Registered Users. Empthrive is not responsible for User Content. Empthrive has no obligation to review or monitor, and does not approve, endorse or make any representations or warranties with respect to, User Content. You use all User Content and interact with other Registered Users at your own risk.

8. FEES AND PURCHASE TERMS. Empthrive’s Terms of Sale govern your purchase of any services, digital products, or subscriptions offered through our platform, including our website, mobile applications, and official channels. Before making a purchase, please review the Terms of Sale, which outline your rights and obligations under applicable consumer protection and commercial laws.

9. Indemnification. You agree to indemnify and hold Empthrive, its parents, subsidiaries, affiliates, officers, employees, agents, partners, suppliers, and licensors (each, a “Empthrive Party” and collectively, the “Empthrive Parties”) harmless from any losses, costs, liabilities and expenses (including reasonable attorneys’ fees) relating to or arising out of any and all of the following: (a) Your Content; (b) your use of, or inability to use, any Empthrive Property; (c) your violation of the Agreement; (d) your violation of any rights of another party, including any Registered Users; or (e) your violation of any applicable laws, rules or regulations. Empthrive reserves the right, at its own cost, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will fully cooperate with Empthrive in asserting any available defenses. You agree that the provisions in this section will survive any termination of your Account, the Agreement and/or your access to the Empthrive Properties.

10. DISCLAIMER OF WARRANTIES AND CONDITIONS.
10.1 As Is. YOU EXPRESSLY UNDERSTAND AND AGREE THAT TO THE EXTENT PERMITTED BY APPLICABLE LAW, YOUR USE OF THE EMPTHRIVE PROPERTIES IS AT YOUR SOLE RISK, AND THE EMPTHRIVE PROPERTIES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITH ALL FAULTS. THE EMPTHRIVE PARTIES EXPRESSLY DISCLAIM ALL WARRANTIES, REPRESENTATIONS, AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT ARISING FROM USE OF THE EMPTHRIVE PROPERTIES. This Section 10 (Disclaimer of Warranties and Conditions) does not affect in any way our return policy for services, digital products, or subscriptions purchased through Empthrive’s platform, as set forth in Empthrive’s Terms of Sale.
(a) THE EMPTHRIVE PARTIES MAKE NO WARRANTY, REPRESENTATION, OR CONDITION THAT: (1) THE EMPTHRIVE PROPERTIES WILL MEET YOUR REQUIREMENTS; (2) YOUR USE OF THE EMPTHRIVE PROPERTIES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE; OR (3) THE RESULTS THAT MAY BE OBTAINED FROM USE OF THE EMPTHRIVE PROPERTIES WILL BE ACCURATE OR RELIABLE.
(b) ANY CONTENT DOWNLOADED FROM OR OTHERWISE ACCESSED THROUGH THE EMPTHRIVE PARTIES MAKE NO WARRANTY, REPRESENTATION, OR CONDITION THAT: (1) THE EMPTHRIVE PROPERTIES WILL MEET YOUR REQUIREMENTS; (2) YOUR USE OF THE EMPTHRIVE PROPERTIES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE; OR (3) THE RESULTS THAT MAY BE OBTAINED FROM USE OF THE EMPTHRIVE PROPERTIES WILL BE ACCURATE OR RELIABLE. PROPERTIES IS ACCESSED AT YOUR OWN RISK, AND YOU SHALL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR PROPERTY, INCLUDING, BUT NOT LIMITED TO, YOUR COMPUTER SYSTEM AND ANY DEVICE YOU USE TO ACCESS THE EMPTHRIVE PROPERTIES, OR ANY OTHER LOSS THAT RESULTS FROM ACCESSING SUCH CONTENT.
(c) THE SERVICES MAY BE SUBJECT TO DELAYS, CANCELLATIONS, AND OTHER DISRUPTIONS. THE EMPTHRIVE PARTIES MAKE NO WARRANTY, REPRESENTATION, OR CONDITION WITH RESPECT TO SERVICES, INCLUDING, BUT NOT LIMITED TO, THE QUALITY, EFFECTIVENESS, REPUTATION, AND OTHER CHARACTERISTICS OF SERVICES.
(d) NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM EMPTHRIVE OR THROUGH THE EMPTHRIVE PROPERTIES WILL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN.
10.2 No Liability for Conduct of Third Parties. YOU ACKNOWLEDGE AND AGREE THAT THE EMPTHRIVE PARTIES ARE NOT LIABLE, AND YOU AGREE NOT TO SEEK TO HOLD THE EMPTHRIVE PARTIES LIABLE, FOR THE CONDUCT OF THIRD PARTIES, INCLUDING OPERATORS OF EXTERNAL SITES, AND THAT THE RISK OF INJURY FROM SUCH THIRD PARTIES RESTS ENTIRELY WITH YOU.
10.3 No Liability for Conduct of Other Users. YOU ARE SOLELY RESPONSIBLE FOR ALL OF YOUR COMMUNICATIONS AND INTERACTIONS WITH OTHER USERS OF THE EMPTHRIVE PROPERTIES. YOU UNDERSTAND THAT EMPTHRIVE DOES NOT MAKE ANY ATTEMPT TO VERIFY THE STATEMENTS OF USERS OF THE EMPTHRIVE PROPERTIES. EMPTHRIVE MAKES NO WARRANTY THAT THE GOODS OR SERVICES PROVIDED BY THIRD PARTIES WILL MEET YOUR REQUIREMENTS OR BE AVAILABLE ON AN UNINTERRUPTED, SECURE, OR ERROR-FREE BASIS.
10.4 EMPTHRIVE DOES NOT CREATE, MANUFACTURE, OR DIRECTLY SUPPLY ANY THIRD-PARTY PRODUCTS OR SERVICES AVAILABLE THROUGH OUR PLATFORM, INCLUDING THOSE OFFERED BY OUR PARTNERS OR EXTERNAL PROVIDERS TO WHOM WE MAY REFER OR REDIRECT YOU. YOU ACKNOWLEDGE AND AGREE THAT EMPTHRIVE AND ITS AFFILIATES ARE NOT RESPONSIBLE FOR THE QUALITY, SAFETY, LEGALITY, OR PERFORMANCE OF ANY THIRD-PARTY OFFERINGS, WHETHER ACCESSED DIRECTLY THROUGH EMPTHRIVE’S PLATFORM OR VIA A REFERRAL. YOU FURTHER AGREE NOT TO HOLD EMPTHRIVE LIABLE FOR ANY ISSUES ARISING FROM SUCH PRODUCTS OR SERVICES.
10.5 Third-Party Materials. As a part of using the Empthrive Properties, you may have access to materials that are hosted by another party. You agree that it is impossible for Empthrive to monitor such materials and that you access these materials at your own risk.

11. LIMITATION OF LIABILITY.
11.1 Disclaimer of Certain Damages. YOU UNDERSTAND AND AGREE THAT, TO THE FULLEST EXTENT PROVIDED BY LAW, IN NO EVENT SHALL THE EMPTHRIVE PARTIES BE LIABLE FOR ANY LOSS OF PROFITS, REVENUE, OR DATA, INDIRECT, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES, OR DAMAGES OR COSTS DUE TO LOSS OF PRODUCTION OR SERVICE OR USE, BUSINESS INTERRUPTION, OR PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, IN EACH CASE WHETHER OR NOT EMPTHRIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, ARISING OUT OF OR IN CONNECTION WITH THE AGREEMENT OR ANY COMMUNICATIONS, INTERACTIONS, OR MEETINGS WITH OTHER USERS OF THE EMPTHRIVE PROPERTIES, ON ANY THEORY OF LIABILITY, RESULTING FROM: (a) THE USE OR INABILITY TO USE THE EMPTHRIVE PROPERTIES; (b) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION, OR SERVICES PURCHASED OR OBTAINED, OR MESSAGES RECEIVED FOR TRANSACTIONS ENTERED INTO, THROUGH THE EMPTHRIVE PROPERTIES; (c) UNAUTHORISED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (d) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE EMPTHRIVE PROPERTIES; OR (e) ANY OTHER MATTER RELATED TO THE EMPTHRIVE PROPERTIES, WHETHER BASED ON WARRANTY, COPYRIGHT, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT OR SERVICE LIABILITY, OR ANY OTHER LEGAL THEORY.
11.2 Cap on Liability. TO THE FULLEST EXTENT PROVIDED BY LAW, THE EMPTHRIVE PARTIES WILL NOT BE LIABLE TO YOU FOR MORE THAN THE GREATER OF (a) THE TOTAL AMOUNT PAID TO EMPTHRIVE BY YOU DURING THE ONE-MONTH PERIOD PRIOR TO THE ACT, OMISSION, OR OCCURRENCE GIVING RISE TO SUCH LIABILITY; (b) $100; OR (c) THE REMEDY OR PENALTY IMPOSED BY THE STATUTE UNDER WHICH SUCH CLAIM ARISES.
11.3 User Content. EXCEPT FOR EMPTHRIVE’S OBLIGATIONS TO PROTECT YOUR PERSONAL DATA AS SET FORTH IN THE EMPTHRIVE’S PRIVACY POLICY, EMPTHRIVE ASSUMES NO RESPONSIBILITY FOR THE TIMELINESS, DELETION, MIS-DELIVERY, OR FAILURE TO STORE ANY CONTENT (INCLUDING, BUT NOT LIMITED TO, YOUR CONTENT AND USER CONTENT), USER COMMUNICATIONS, OR PERSONALIZATION SETTINGS.
11.4 Exclusion of Damages. CERTAIN JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE EXCLUSIONS OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MIGHT HAVE ADDITIONAL RIGHTS.
11.5 Basis of the Bargain. THE LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN EMPTHRIVE AND YOU.

12. PROCEDURE FOR MAKING CLAIMS OF COPYRIGHT INFRINGEMENT. It is Empthrive’s policy to terminate membership privileges of any Registered User who repeatedly infringes copyright upon prompt notification to Empthrive by the copyright owner or the copyright owner’s legal agent. Without limiting the foregoing, if you believe that your work has been copied and posted on the Empthrive Properties in a way that constitutes copyright infringement, please provide our Copyright Agent with the following information: (a) an electronic or physical signature of the person authorised to act on behalf of the owner of the copyright interest; (b) a description of the copyrighted work that you claim has been infringed; (c) a description of the location on the Empthrive Properties of the material that you claim is infringing; (d) your address, telephone number, and e-mail address; (e) a written statement by you that you have a good faith belief that the disputed use is not authorised by the copyright owner, its agent, or the law; and (f) a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorised to act on the copyright owner’s behalf. Contact information for Empthrive’s Copyright Agent for notice of claims of copyright infringement is as follows:
Empthrive Ltd.
Reference: Copyright infringement
71 Baggot Street, Lower
Dublin 2, Ireland
Email: info@empthrive.com

13. MONITORING AND ENFORCEMENT. Empthrive reserves the right to: (a) remove or refuse to post any of your Content for any or no reason in our sole discretion; (b) take any action with respect to any of your Content that we deem necessary or appropriate in our sole discretion, including if we believe that such Content violates this Agreement, infringes any intellectual property right or other right of any person or entity, threatens the personal safety of users of the Empthrive Properties or the public, or could create liability for the Empthrive; (c) disclose your identity or other information about you to any third party who claims that material posted by you violates their rights, including their intellectual property rights or their right to privacy; (d) take appropriate legal action, including without limitation, referral to law enforcement, for any illegal or unauthorised use of the Empthrive Properties; and/or (e) terminate or suspend your access to all or part of the Empthrive Properties for any or no reason, including without limitation, any violation of this Agreement.
If Empthrive becomes aware of any possible violations by you of this Agreement, Empthrive reserves the right to investigate such violations. If, as a result of such investigation, Empthrive believes that criminal activity has occurred, Empthrive reserves the right to refer the matter to, and cooperate with, any and all applicable legal authorities. Empthrive is entitled, except to the extent prohibited by applicable law, to disclose any information or materials on or in the Empthrive Properties, including any content you have submitted, uploaded, shared, or transmitted (“Your Content”) in Empthrive’s possession in connection with your use of the Empthrive Properties, to: (i) comply with applicable laws, legal processes, or governmental requests; (ii) enforce this Agreement; (iii) respond to any claims that Your Content violates the rights of third parties; (iv) respond to your requests for customer service, or (v) protect the rights, property, or personal safety of Empthrive, its Registered Users, the public, and all enforcement or other government officials as Empthrive in its sole discretion believes to be necessary or appropriate.

14. TERM AND TERMINATION.
14.1 Term. The Agreement commences on the date when you accept the Terms of Use (as described in the preamble above) and remain in full force and effect while you use the Empthrive Properties, unless terminated earlier in accordance with the Agreement.
14.2 Prior Use. Notwithstanding the foregoing, you hereby acknowledge and agree that the Agreement commenced on the earlier to occur of: (a) the date you first used the Empthrive Properties or (b) the date you accepted the Agreement and will remain in full force and effect while you use any Empthrive Properties, unless earlier terminated in accordance with the Agreement.
14.3 Termination of Services by Empthrive. If you have materially breached any provision of the Agreement, or if Empthrive is required to do so by law (e.g., where the provision of any Empthrive Property is, or becomes, unlawful), Empthrive has the right to, immediately and without notice, suspend or terminate any Services provided to you. You agree that all terminations for cause shall be made in Empthrive’s sole discretion and that Empthrive shall not be liable to you or any third party for any termination of your Account.
14.4 Termination of Services by You. If you wish to cancel any paid subscriptions, please review Empthrive’s Terms of Sale available at https://www.Empthrive.com/terms-of-sale and any applicable, Supplemental Terms of Sale. If you want to terminate any other Services provided by Empthrive, you may do so by (a) notifying Empthrive at any time and (b) closing your Account for all of the Services that you use. Your notice should be provided via https://help.Empthrive.com.
14.5 Effect of Termination. Termination of any Service includes removal of access to such Service and barring of further use of the Service. Upon termination of any Service, your right to use such Service will automatically terminate immediately. You understand that any termination of Services may involve (without any obligation on the part of Empthrive to do so) deletion of Your Content associated therewith from our live databases. Empthrive will not have any liability whatsoever to you for any suspension or termination, including for deletion of Your Content. All provisions of the Agreement which by their nature should survive, shall survive termination of Services, including without limitation, ownership provisions, warranty disclaimers, and limitation of liability.
14.6 No Subsequent Registration. If your registration(s) with, or ability to access, the Empthrive Properties or any other Empthrive community, is discontinued by Empthrive due to your violation of any portion of the Agreement or for conduct otherwise inappropriate for the community, then you agree that you shall not attempt to re-register with or access the Empthrive Properties or any Empthrive community through use of a different member name or otherwise, and you acknowledge that you will not be entitled to receive a refund for fees related to those Empthrive Properties to which your access has been terminated. In the event that you violate the immediately preceding sentence, Empthrive reserves the right, in its sole discretion, to immediately take any or all of the actions set forth herein without any notice or warning to you.

15. INTERNATIONAL USERS. The Empthrive Properties can be accessed from countries around the world and may contain references to Services and Content that are not available in your country. These references do not imply that Empthrive intends to announce such Services or Content in your country. The Empthrive Properties are controlled and offered by Empthrive from its facilities in Ireland. Empthrive makes no representations that the Empthrive Properties are appropriate or available for use in other locations. Those who access or use the Empthrive Properties from other countries do so at their own volition and are responsible for compliance with local law.

16. DISPUTE RESOLUTION & ALTERNATIVE DISPUTE RESOLUTION (ADR)
Arbitration will be conducted in accordance with the Irish Arbitration Act 2010, ensuring impartiality and fairness.
16.1 Applicability of This Section. If you have a dispute with Empthrive, we encourage you to first contact the Empthrive team to seek an informal resolution. If the dispute cannot be resolved informally, you may choose to engage in alternative dispute resolution (ADR) in accordance with the Irish Arbitration Act 2010, applicable EU consumer protection regulations, and any relevant ADR schemes recognized by regulatory bodies. For consumers (B2C users): You have the right to pursue legal action in Irish or EU courts, and this section does not limit your statutory rights under EU and Irish consumer protection laws (such as the Consumer Protection Act 2007 and the EU Consumer Rights Directive). Consumers may also use the European Commission’s Online Dispute Resolution (ODR) platform to facilitate a resolution. For business users (B2B users): If both parties agree, disputes may be resolved through arbitration or ADR by a mutually agreed-upon provider under Irish arbitration law.
16.2 Arbitration Rules and Forum. Arbitration will be conducted in accordance with the rules of the Chartered Institute of Arbitrators – Ireland (CIArb Ireland) or another mutually agreed ADR provider. In the event the parties cannot agree on a provider, the court may appoint one. Arbitration will take place in Ireland, and will be conducted in English. Each party will be responsible for its own arbitration costs unless otherwise agreed or required by the arbitration provider’s rules.
For consumers, arbitration will not be mandatory, and legal action in Irish or EU courts remains available.
16.3 Authority of Arbitrator. If arbitration is chosen, the arbitrator shall have the authority to: (i) Determine the scope, validity, and enforceability of this arbitration agreement; (ii) Resolve any dispute relating to the interpretation, applicability, or enforceability of this agreement; (iii) Grant monetary and non-monetary remedies as permitted under Irish and EU law; (iv) Issue a binding written decision, which may be enforced by Irish courts  in accordance with the Irish Arbitration Act 2010. Arbitration proceedings shall not be consolidated with other disputes unless both parties expressly agree. The arbitration process will be impartial and conducted in compliance with the Irish Arbitration Act 2010.
16.4 Right to Legal Action & Consumer Protections. YOU AND EMPTHRIVE HEREBY WAIVE ANY CONSTITUTIONAL OR STATUTORY RIGHTS TO SUE IN COURT AND HAVE A TRIAL IN FRONT OF A JUDGE OR JURY, EXCEPT AS OTHERWISE PROVIDED IN THIS AGREEMENT. CONSUMERS RETAIN THE RIGHT TO BRING CLAIMS IN IRISH OR EU COURTS AND ARE NOT BOUND BY ANY ARBITRATION CLAUSE. B2B USERS MAY CHOOSE TO ARBITRATE DISPUTES, BUT THEY ARE NOT REQUIRED TO DO SO.
16.5 Waiver of Collective or Class Actions. Consumers cannot be forced to waive class action rights under EU consumer protection laws.
For business disputes, arbitration must be conducted on an individual basis, and class action claims are not permitted unless both parties agree otherwise.
16.6 30-Day Right to Opt Out. If you are a business user and do not wish to be bound by the arbitration clause, you may opt out within 30 days by sending a written request to: wecare@empthrive.com. Opting out will not affect any other terms of this Agreement, and all other terms shall remain in full force and effect.
16.7 Severability. If any part of this section is deemed invalid under Irish or EU law, the remainder shall remain in effect.
16.8 Modification. Notwithstanding any provision in this Agreement to the contrary, we agree that if Empthrive makes any future material change to this Arbitration Agreement, you may reject that change within thirty (30) days of such change becoming effective by writing Empthrive at the following address: wecare@empthrive.com.

17. THIRD-PARTY SERVICES.
17.1 Designated Payment Processor. Empthrive uses Squarespace Payments, Stripe Inc. and its affiliates as the third party service provider for payment services (e.g., card acceptance, merchant settlement, and related services) (a “Designated Payment Processor”). By buying or selling on any Empthrive Property, you agree to be bound by Squarespace’s Payments Privacy Policy (currently accessible at www.squarespace.com/privacy) and its Terms of Service (currently accessible at www.squarespace.com/terms-of-service) and hereby consent and authorise Empthrive and Squarespace Payments to share any information and payment instructions you provide with one or more third party service provider(s) to the minimum extent required to complete your transactions.
Empthrive may, at its discretion, change or add additional third-party payment processors in the future. If that occurs, you will be subject to the terms and conditions of those new payment providers, which will be made available at the time of use.
17.2 Third-Party Websites, Applications, and Ads. The Empthrive Properties may contain links to third-party websites (“Third-Party Websites”), applications (“Third-Party Apps”), and advertisements for third parties (“Third-Party Ads”). When you click on a link to Third-Party Websites, Third-Party Apps, or Third-Party Ads, we may not warn you that you have left the Empthrive Properties and are subject to the terms and conditions (including privacy policies) of another website or destination. Such Third-Party Websites, Third-Party Apps, and Third-Party Ads are not under the control of Empthrive. Empthrive is not responsible for any Third-Party Websites, Third-Party Apps, or Third-Party Ads. Empthrive provides these Third-Party Websites, Third-Party Apps, and Third-Party Ads only as a convenience and does not review, approve, monitor, endorse, warrant, or make any representations with respect to Third-Party Websites, Third-Party Apps, or Third-Party Ads, or any product or service provided in connection therewith. You use all links in Third-Party Websites, Third-Party Apps, and Third-Party Ads at your own risk. When you leave our Website, this Agreement and our policies no longer govern. You should review applicable terms and policies, including privacy and data gathering practices, of any Third-Party Websites, Third-Party Apps, or Third-Party Ads, and make whatever investigation you feel necessary or appropriate before proceeding with any transaction with any third party.
17.3 Third-Party Services. You acknowledge and agree that the availability of the Website and the Services may be dependent on third-party platforms or service providers, such as payment processors or web hosting services. You acknowledge that this Agreement is between you and Empthrive, and not with any third-party provider. Empthrive, not the third-party provider, is solely responsible for the Empthrive Properties, including the Website, its content, maintenance, support services, and warranty therefore, and addressing any claims relating thereto (e.g., product liability, legal compliance, or intellectual property infringement). In order to use the Website, you must have access to the internet and agree to pay any fees associated with such access. You also agree to comply with all terms of agreement imposed by any third-party providers (e.g., payment processors, hosting services) when accessing any Empthrive Property, including the Website.

18. GENERAL PROVISIONS.
18.1 Electronic Communications. The communications between you and Empthrive may take place via electronic means, whether you visit the Empthrive Properties or send Empthrive e-mails, or whether Empthrive posts notices on the Empthrive Properties or communicates with you via e-mail. For contractual purposes, you (a) consent to receive communications from Empthrive in an electronic form; and (b) agree that all terms and conditions, agreements, notices, disclosures, and other communications that Empthrive provides to you electronically satisfy any legal requirement that such communications would satisfy if it were to be in writing. The foregoing does not affect your statutory rights, including, but not limited to, your rights under the eIDAS Regulation (EU Regulation No 910/2014) and any other applicable EU or Irish law relating to electronic communications and signatures.
18.2 Assignment. The Agreement, and your rights and obligations hereunder, may not be assigned, subcontracted, delegated or otherwise transferred by you without Empthrive’s prior written consent, and any attempted assignment, subcontract, delegation, or transfer in violation of the foregoing will be null and void.
18.3 Force Majeure. Empthrive shall not be liable for any delay or failure to perform resulting from causes outside its reasonable control, including, but not limited to, acts of God, war, terrorism, riots, embargos, acts of civil or military authorities, fire, floods, pandemics, accidents, strikes or shortages of transportation facilities, fuel, energy, labor, or materials.
18.4 Questions, Complaints, Claims. If you have any questions, complaints or claims with respect to the Empthrive Properties, please contact us via https://www.Empthrive.com/contact. We will do our best to address your concerns. If you feel that your concerns have been addressed incompletely, we invite you to let us know for further investigation.
18.5 Governing Law and Venue. THE LAW GOVERNING THESE TERMS, INCLUDING ANY ACTION RELATED THERETO, AND THE VENUE OF ANY LAWSUIT OR CLAIM ARISING OUT OF OR RELATED TO THESE TERMS, SHALL BE THE LAWS OF IRELAND. ANY DISPUTES OR CLAIMS ARISING OUT OF OR IN CONNECTION WITH THESE TERMS SHALL BE EXCLUSIVELY SUBJECT TO THE JURISDICTION OF THE COURTS OF IRELAND. While Empthrive’s services are accessible globally through its website, any dispute or legal claim arising out of or related to these Terms will be governed by Irish law and handled exclusively in the courts of Ireland, regardless of the user’s location.
EACH PARTY AGREES TO THE EXCLUSIVE JURISDICTION OF THE COURTS OF IRELAND AND WAIVES ANY CLAIMS TO THE CONTRARY. THE UNITED NATIONS CONVENTION ON CONTRACTS FOR THE INTERNATIONAL SALE OF GOODS DOES NOT APPLY TO THIS AGREEMENT.
18.6 Choice of Language. It is the express wish of the parties that the Agreement and all related documents have been drawn up in English.
18.7 Notice. Where Empthrive requires that you provide an e-mail address, you are responsible for providing Empthrive with your most current e-mail address. In the event that the last e-mail address you provided to Empthrive is not valid, or for any reason is not capable of delivering to you any notices required/ permitted by the Agreement, Empthrive’s dispatch of the e-mail containing such notice will nonetheless constitute effective notice. You may give notice to Empthrive at the following address: Empthrive, Attention: General Counsel, 71 Baggot Street Lower, Dublin 2, Ireland. Such notice shall be deemed given when received by Empthrive by letter delivered by nationally recognized overnight delivery service or first-class postage prepaid mail at the above address.
18.8 Waiver. Any waiver or failure to enforce any provision of these Terms of Sale on one occasion will not be deemed a waiver of any other provision or of such provision on any other occasion.
18.9 Severability. If any portion of these Terms of Use are held invalid or unenforceable, that portion shall be construed in a manner to reflect, as nearly as possible, the original intention of the parties, and the remaining portions shall remain in full force and effect.
18.10 Consumer Complaints. In accordance with the Irish Consumer Protection Act 2007 and EU consumer protection regulations, you may report complaints to the relevant Irish authorities or contact Empthrive directly at wecare@empthrive.com. You also have the right to use the European Commission’s Online Dispute Resolution (ODR) platform to help resolve any disputes.
18.11 Entire Agreement. These Terms of Use are the final, complete and exclusive agreement of the parties with respect to the subject matter hereof and supersedes and merges all prior discussions between the parties with respect to such subject matter.