TERMS AND CONDITIONS

DLINWELL Studio Program – PRO

Dlin Wellness (DBA DLINWELL Precision Wellness Solutions) – Sole Proprietorship – Irvine, California

Effective Date: February 2026

Website: www.dlinwell.com

1. OVERVIEW

These Terms and Conditions (“Terms”) govern the purchase and use of the DLINWELL Studio Program – PRO (“Program”) offered by Dlin Wellness, a sole proprietorship registered in the State of California (“Company,” “we,” “us,” or “our”).

By purchasing the Program, you (“Buyer,” “you,” or “your”) acknowledge that you have read, understood, and agree to be bound by these Terms in their entirety.

2. PROGRAM DESCRIPTION

The DLINWELL Studio Program – PRO is a non-diagnostic wellness screening system designed for wellness and longevity studios. The Program includes:

1. One (1) portable digital capillaroscope device with stand (“Device”)
2. Proprietary software license with operator dashboard, client history, brandable PDF reports, and trend tracking (“Software”)
3. Nineteen (19) on-demand training lessons accessible through our online platform (“Training”)
4. Implementation support, go-live assistance, and onboarding (“Onboarding Services”)
5. Monthly supervision session
6. Access to a private operator community
7. Ongoing guidance for client communication and workflow

Important: This Program is a non-medical, non-diagnostic wellness tool. It is not intended to diagnose, treat, cure, or prevent any disease or medical condition. You are solely responsible for ensuring your use of the Program complies with all applicable laws and regulations in your jurisdiction.

3. NO MEDICAL RELIANCE AND HEALTH DISCLAIMER

The Program is a non-medical wellness screening system and does not provide medical advice, diagnosis, treatment, or healthcare services.

Buyer acknowledges and agrees that:

1. The Program is not intended to replace professional medical evaluation.
2. Buyer shall not represent the Program as a medical or diagnostic tool.
3. Clients must be advised to consult licensed healthcare professionals for medical concerns.
4. Buyer assumes all risks associated with client reliance on the Program.

The Buyer expressly waives any claims against the Company arising from health outcomes, medical decisions, or client reliance on Program results.

4. PRICING AND PAYMENT OPTIONS

The total price of the Program is Nine Thousand Six Hundred Dollars ($9,600.00 USD). Two payment options are available:

Option A – One-Time Payment

A single payment of $7,680.00 USD (a 20% discount off the full price). Ownership of the Device transfers to the Buyer immediately upon receipt of full payment.

Option B – 12-Month Installment Plan

Twelve (12) monthly payments of $800.00 USD each, totaling $9,600.00 USD. This is not a subscription. It is a payment plan for the full purchase price of the Program. By selecting this option, you agree to pay the full amount of $9,600.00 USD regardless of whether you continue to use the Program.

Ownership of the Device transfers to the Buyer only after all twelve (12) monthly payments have been made in full. Until that time, the Device remains the property of Dlin Wellness.

4.1 Payment Disputes and Chargebacks

Buyer agrees not to initiate chargebacks, payment reversals, or payment disputes without first providing written notice to the Company and allowing thirty (30) days for resolution.

All disputes shall be governed by these Terms.

Unauthorized chargebacks constitute a material breach of this Agreement.

5. NON-REFUNDABLE SETUP AND TRAINING FEE

Upon enrollment in the Program, a portion of the total price—specifically Two Thousand Five Hundred Dollars ($2,500.00 USD)—is designated as the non-refundable Setup and Training Fee (“Setup Fee”). This fee covers:

1. Access to all 19 on-demand training lessons
2. Onboarding and implementation support
3. Software setup and configuration
4. Team training and go-live assistance
5. Time, labor, and expertise provided by the Company

The Setup Fee is considered fully earned upon delivery of Program access and is non-refundable under all circumstances, including early termination or default.

6. DEFAULT AND EARLY TERMINATION (INSTALLMENT PLAN)

If you selected Option B (12-Month Installment Plan) and failed to make any scheduled payment when due, the following applies:

6.1 Device Return

You must return the Device to the Company within fourteen (14) calendar days of the missed payment date. The Device must be returned in good working condition, in its original packaging (if available), and at your sole expense. You are responsible for all shipping and insurance costs associated with the return.

6.2 If the Device Is Returned

If the Device is returned within fourteen (14) calendar days and in acceptable condition, your remaining installment obligations will be reduced by the fair value of the Device as determined by the Company. However, the $2,500.00 non-refundable Setup Fee remains due and is not forgiven, reduced, or credited. If the amount already paid is less than $2,500.00, you remain liable for the difference.

6.3 If the Device Is NOT Returned

If the Device is not returned within fourteen (14) calendar days, the entire remaining balance of the $9,600.00 purchase price becomes immediately due and payable. The Company reserves the right to pursue all available legal remedies to collect the outstanding balance, including but not limited to referral to a collections agency, reporting to credit bureaus, and legal action.

6.4 Revocation of Access

Upon default, the Company reserves the right to immediately revoke access to the Software, Training platform, community, and all other digital components of the Program.

7. DEVICE WARRANTY

The Device is covered by a limited warranty for a period of twelve (12) months from the date of delivery (“Warranty Period”). During the Warranty Period, the Company will, at its sole discretion, repair or replace any Device that is defective in materials or workmanship under normal use.

This warranty does not cover:

1. Damage caused by misuse, negligence, accident, or unauthorized modification
2. Normal wear and tear
3. Damage caused by use outside of the intended purpose
4. Cosmetic damage that does not affect functionality

To make a warranty claim, contact us at [email protected]. You are responsible for shipping costs to return the Device for warranty service. The Company will cover return shipping for repaired or replaced Devices.

8. SOFTWARE LICENSE

Upon enrollment, you are granted a non-exclusive, non-transferable license to use the DLINWELL Software for a period of twelve (12) months (“Initial License Term”). The Software remains the intellectual property of Dlin Wellness at all times.

You may not:

1. Copy, modify, distribute, sell, or sublicense the Software
2. Reverse engineer, decompile, or disassemble the Software
3. Use the Software for any purpose other than operating the DLINWELL screening system
4. Share login credentials with unauthorized users

8.1 Renewal After Initial Term

After the Initial License Term, continued access to the Software, supervision, and support is available on a renewal basis:

499. Monthly: $499.00 USD per month
500. Annual: $3,900.00 USD per year (saving $2,088.00)

Renewal is optional. If you choose not to renew, your access to the Software will be deactivated at the end of the current term.

9. MARKETING AND ADVERTISING RESTRICTIONS

Buyer agrees that all marketing, advertising, and promotional materials related to the Program shall comply with applicable federal and state laws, including FDA and FTC regulations.

Buyer shall not make any claims that the Program:

1. Diagnoses diseases
2. Treats medical conditions
3. Prevents illness
4. Cures health disorders
5. Replaces medical care

The Company reserves the right to require removal of non-compliant marketing materials.

10. NON-TRANSFERABILITY AND RESTRICTIONS

Buyer may not sell, sublicense, lease, assign, or transfer the Program, Device, Software, or access rights without prior written consent from the Company.

Unauthorized transfer constitutes material breach.

11. TRAINING AND PLATFORM ACCESS

Access to the 19 on-demand training lessons is provided for twelve (12) months from the date of enrollment. After the Initial License Term, continued access to the training platform is included with Software renewal.

Training content is proprietary. You may not record, reproduce, distribute, or share training materials in any form.

12. DATA PRIVACY AND CLIENT INFORMATION

The Company is not a “covered entity” or “business associate” under the Health Insurance Portability and Accountability Act (HIPAA).

The Program does not create, store, or maintain medical records.

Buyer acknowledges and agrees that:

1. Buyer is solely responsible for obtaining all necessary client consents for data collection, imaging, storage, and reporting.
2. Buyer is solely responsible for compliance with all applicable privacy, data protection, and consumer protection laws, including but not limited to the California Consumer Privacy Act (CCPA) and California Privacy Rights Act (CPRA).
3. The Company shall not be responsible for any improper collection, storage, use, disclosure, or breach of client information by the Buyer.
4. The Buyer assumes full responsibility for the security of all client data generated through the Program.
5. SHIPPING AND DELIVERY

The Device will be shipped from California to your address within the United States. Shipping is included in the Program price at no additional cost.

We currently ship within the United States only. International shipping is not available at this time.

Risk of loss and title (for one-time payment Buyers) transfer to you upon delivery to the shipping carrier. We recommend requesting signature confirmation upon delivery.

14. IMPLEMENTATION GUARANTEE

We guarantee that your studio will be operational (“live”) within fourteen (14) days of enrollment. “Live” means:

1. The Device is set up and operational
2. Your team has been trained
3. You have run your first screenings with our support

If you are not live within 14 days due to reasons within our control, we will continue to provide implementation support at no additional cost until you are live. This guarantee does not apply if delays are caused by the Buyer (e.g., unresponsiveness, failure to schedule training, team unavailability).

15. LIMITATION OF LIABILITY

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, DLIN WELLNESS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES ARISING OUT OF OR RELATED TO THE USE OF THE PROGRAM, DEVICE, OR SOFTWARE.

The Company’s total aggregate liability under these Terms shall not exceed the total amount paid by the Buyer for the Program.

The Program is a non-diagnostic wellness tool. The Company makes no guarantees regarding specific business results, revenue increases, client retention rates, or return on investment. Any revenue projections or case studies shared are illustrative only and do not constitute a guarantee of results.

16. DISCLAIMER OF WARRANTIES

EXCEPT FOR THE EXPRESS LIMITED DEVICE WARRANTY IN SECTION 7, THE PROGRAM, SOFTWARE, AND TRAINING ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

17. INDEMNIFICATION

You agree to indemnify, defend, and hold harmless Dlin Wellness, its owner, agents, and affiliates from and against any and all claims, damages, losses, liabilities, and expenses (including reasonable attorneys’ fees) arising out of or related to:

1. Your use of the Program, Device, or Software
2. Your violation of these Terms
3. Your violation of any applicable law or regulation
4. Any claims made by your clients or third parties related to services you provide using the Program
5. INDEPENDENT CONTRACTOR RELATIONSHIP

Nothing in these Terms shall be construed to create a partnership, joint venture, agency, franchise, employment, or fiduciary relationship between the Parties.

Buyer operates as an independent business entity and has no authority to bind or represent the Company.

19. INTELLECTUAL PROPERTY

All intellectual property rights in the Software, Training content, reports, templates, branding, and materials provided as part of the Program belong exclusively to Dlin Wellness. Nothing in these Terms transfers any intellectual property rights to the Buyer, except for the limited software license described in Section 8.

20. CONFIDENTIALITY

You agree to keep confidential all proprietary information, trade secrets, business methods, training content, and materials provided through the Program or the private community. This obligation survives the termination of these Terms.

21. CANCELLATION AND RENEWAL

21.1 During the Initial 12-Month Term

Both payment options require a 12-month commitment. Early cancellation is subject to the terms outlined in Section 6 (for installment plan Buyers) or is not applicable (for one-time payment Buyers, as the full amount has been paid).

21.2 After the Initial Term

After the first 12 months, the Software and support continue on a renewal basis (monthly or annual). You may cancel your renewal with thirty (30) days’ written notice. Cancellation requests should be sent to [email protected].

21.3 Suspension and Termination for Misuse

The Company reserves the right to suspend or terminate access to the Software, Training, and Community if Buyer:

1. Violates these Terms
2. Makes prohibited claims (see Section 9)
3. Misuses the Program
4. Fails to comply with applicable regulations
5. Harms the Company’s reputation

No refunds shall be issued upon termination for cause.

22. GOVERNING LAW AND DISPUTE RESOLUTION

These Terms are governed by and construed in accordance with the laws of the State of California, without regard to its conflict of law principles.

Any dispute arising out of or relating to these Terms shall first be attempted to be resolved through good faith negotiation. If the dispute cannot be resolved through negotiation within thirty (30) days, either party may pursue resolution through binding arbitration in the State of California, in accordance with the rules of the American Arbitration Association. The prevailing party shall be entitled to recover reasonable attorneys’ fees and costs.

22.1 Class Action Waiver

All claims must be brought in the Parties’ individual capacity, and not as a plaintiff or class member in any purported class, collective, or representative proceeding.

The Parties expressly waive any right to participate in class actions.

23. FORCE MAJEURE

The Company shall not be liable for any delay or failure in performance resulting from causes beyond its reasonable control, including but not limited to natural disasters, pandemics, government actions, supply chain disruptions, or shipping carrier delays.

24. MODIFICATIONS TO TERMS

The Company reserves the right to update or modify these Terms at any time. Changes will be posted on the website at www.dlinwell.com. Continued use of the Program after changes are posted constitutes acceptance of the updated Terms. Material changes affecting existing Buyers will be communicated via email.

25. SEVERABILITY

If any provision of these Terms is found to be invalid or unenforceable by a court of competent jurisdiction, the remaining provisions shall remain in full force and effect.

26. ENTIRE AGREEMENT

These Terms, together with the Privacy Policy and any applicable order form or checkout confirmation, constitute the entire agreement between you and Dlin Wellness regarding the Program and supersede all prior agreements, representations, and understandings.

27. CONTACT INFORMATION

For questions about these Terms, please contact:

Dlin Wellness

DLINWELL Precision Wellness Solutions

25305 Virtuoso, Irvine, CA 92620

United States

Email: [email protected]

Website: www.dlinwell.com

 

 

By purchasing the DLINWELL Studio Program – PRO, you acknowledge that you have read, understood, and agree to be bound by these Terms and Conditions.