Terms and Conditions

1. Definitions

“Platform” means the Wellfood website, applications, and any related systems used to access our services. “Services” means all services offered by Wellfood, including but not limited to grocery ordering, subscription boxes, wellness programs, meal plans, recipes, delivery, and partner or supplier submission features. “User,” “you,” and “your” refer to any person or entity accessing or using the Platform or Services. “We,” “us,” and “our” refer to Wellfood and its affiliates, officers, directors, employees, agents, and contractors. “Content” means any text, images, data, recipes, recommendations, or other material on the Platform or provided through the Services. “Order” means any purchase or subscription commitment you make through the Platform.

2. Acceptance and Eligibility

By creating an account, placing an order, submitting a partner or supplier application, or otherwise using the Platform, you confirm that you have read, understood, and agree to these Terms and to our Privacy Policy. You also represent that you are at least the age of majority in your province or territory of residence (or have parental or guardian consent), have the legal capacity to enter into binding contracts, and are not prohibited by law from using the Services. If you are using the Platform on behalf of a business or organization, you represent that you have authority to bind that entity to these Terms. We reserve the right to refuse service, terminate accounts, or cancel orders at our sole discretion, including for breach of these Terms or for any other reason we deem appropriate.

3. Account Registration and Security

You must provide accurate, current, and complete information when registering and must update such information to keep it accurate. You are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account. You must notify us immediately of any unauthorized use or breach of security. We are not liable for any loss or damage arising from your failure to protect your account or from unauthorized use of your account. We may suspend or terminate your account if we suspect fraud, abuse, or violation of these Terms.

4. Description of Services

Wellfood provides an online platform for ordering groceries and subscription boxes, often aligned with wellness programs (e.g., weight management, heart health, diabetes-friendly, general wellness). Our Services may include meal plans, recipes, product recommendations, delivery scheduling, and customization of orders. We source products from Canadian and international suppliers. The availability of products, programs, delivery areas, and features may change at any time without notice. We do not guarantee that the Platform or Services will be uninterrupted, error-free, or free of harmful components. We may modify, suspend, or discontinue any part of the Services at any time.

4A. Boxes, Tiers, and Customization

Subscription boxes are offered in tiers (e.g., Farm, Foundation, Full or as otherwise described on the Platform). Pricing for each delivery is not fixed: it varies week to week based on the items in your cart for that week, but will not exceed the maximum budget (max box value) you have set in your account or the applicable tier cap. You are charged for the actual contents of your box for each delivery period, within that maximum.

You may customize your meal plans (e.g., swap or adjust recipes within your wellness program) and may add or remove items from your box each week before the order is processed. Customization and edits (add/remove items, change quantities) must be completed by the applicable cutoff time for that delivery week. After the cutoff, your box is locked for that week and will be fulfilled as configured at cutoff. We may send reminders (e.g., by email or in-app) before the cutoff; you are responsible for making any desired changes before the deadline. We are not obligated to accept changes requested after the cutoff. The specific cutoff time and day for your region and delivery cycle are shown in your account and may be updated from time to time.

5. Wellness Programs and Content – Not Medical or Professional Advice

All wellness programs, meal plans, recipes, nutritional information, and related Content are provided for general educational and informational purposes only. They are not intended to be, and do not constitute, medical advice, dietetic advice, or professional nutrition advice. They are not a substitute for consultation with a qualified healthcare provider, physician, or registered dietitian. If you have a medical condition, allergy, dietary restriction, or are taking medication, you must consult your healthcare provider before relying on any of our programs or Content. We do not warrant the accuracy, completeness, or suitability of any Content for any particular purpose or person. You use wellness programs and Content at your own risk. We disclaim all liability for any health outcomes, weight changes, or other results arising from your use of our programs or Content.

6. Orders, Pricing, and Payment

All orders are subject to acceptance by us. We reserve the right to refuse or cancel any order for any reason, including but not limited to product availability, errors in pricing or product information, suspected fraud, or restriction in your delivery area. For subscription boxes, pricing is not constant: it varies by week based on the items in your cart for that week and will not exceed your maximum budget (or tier cap) as set in your account—see Section 4A for details. Prices are in the currency displayed (e.g., Canadian dollars) and may not include applicable taxes, which may be added at checkout. We strive to display accurate prices and product information but do not warrant that descriptions, pricing, or other Content is accurate, complete, or current. We may correct errors and reserve the right to cancel orders placed at incorrect prices. You agree to pay all charges incurred under your account, including subscription fees, one-time purchases, taxes, and any applicable delivery or service fees. Payment is due at the time and in the manner specified at checkout (e.g., by credit card or other accepted method). By providing payment information, you represent that you are authorized to use it and authorize us to charge it for all applicable amounts. Failure to pay may result in suspension of Services, cancellation of subscriptions, and collection action. Refunds and credits are subject to our refund policy as stated on the Platform or as required by law.

7. Subscriptions, Skipping a Week, Pausing, and Cancelling

If you subscribe to a recurring box or plan, you agree to recurring charges until you cancel or pause in accordance with these Terms and the subscription terms disclosed at sign-up and in your account.

Skipping a week. You may skip a delivery week (e.g., for vacation or other reasons) using the options in your account, provided you do so before the applicable cutoff for that week. If you skip before cutoff, you will not be charged for that week and no box will be delivered. Skipping does not cancel your subscription; your next scheduled delivery will occur as usual unless you skip again or cancel.

Pausing your subscription. You may pause your subscription for a period (e.g., one or more weeks or as we make available). While paused, you will not be charged and no boxes will be delivered. Pause must be initiated before the cutoff for the first week you wish to pause. Your subscription remains active; when the pause period ends, deliveries and charges will resume automatically unless you cancel before the next cutoff. Pause rules and maximum pause duration (if any) are set out in your account or at sign-up.

Timeline to cancel an order or customize. You may cancel a specific week’s order or make changes (add/remove items, customize your box) only until the cutoff time for that week. The cutoff time and date are displayed in your account and in any reminders we send. After cutoff, the order is locked and will be processed and delivered; you cannot cancel that week’s order or change its contents. You are responsible for cancelling or customizing before the cutoff. We are not obligated to refund or credit charges for a delivery once the order has been locked or processed, except as required by law or as we may agree in our sole discretion.

Cancelling your subscription. You may cancel your subscription at any time through your account or by contacting us. Cancellation takes effect for future delivery periods: you will not be charged for any delivery whose cutoff has not yet passed. If you cancel after the cutoff for an upcoming delivery, that delivery may still be processed and charged; subsequent deliveries will stop. Any prepaid or unused credits may be handled as described in your account or our refund policy. We may also cancel or suspend your subscription for breach of these Terms, non-payment, or other reasons we deem appropriate.

Closing your account. You may request to close your account at any time by contacting us or using account closure options we provide. Closing your account will end your subscription (for future deliveries, subject to the same cutoff rules above) and may result in deletion or retention of your data as described in our Privacy Policy. You remain responsible for any charges incurred before account closure. We may close or suspend your account for breach of these Terms, fraud, or other reasons.

We may change subscription pricing, terms, skip/pause/cancel rules, or availability upon reasonable notice to you; continued use after the effective date of changes constitutes acceptance. We may terminate or modify subscriptions in whole or in part at any time.

8. Delivery, Fulfillment, and Risk

Delivery windows, cutoffs, and availability depend on your region and our current policies. You must provide a valid delivery address and ensure someone is available to receive perishable goods as required, or you accept responsibility for loss or spoilage. Title and risk of loss for products pass to you upon delivery (or upon pickup if applicable). We are not liable for delays, failures, or damage caused by carriers, weather, or events beyond our reasonable control. Missing or damaged items must be reported within the time and in the manner we specify (e.g., within 24–48 hours of delivery). Our liability for delivery issues is limited to replacement, credit, or refund as we determine and as permitted by law.

9. Product Quality, Allergens, and Dietary Information

We endeavour to provide accurate allergen and dietary information but do not guarantee that product information is complete or free of error. Cross-contamination may occur in growing, processing, or handling. If you have allergies or severe dietary restrictions, you must read labels, contact us or the manufacturer as appropriate, and assume all risk. We are not liable for allergic reactions, illness, or other harm arising from consumption of products ordered through the Platform. You use product information and recommendations at your own risk.

9A. Food Safety

We and our suppliers aim to handle, store, and transport products in accordance with applicable food safety standards and regulations. However, you are responsible for handling products safely after delivery. Perishable and refrigerated items must be stored promptly at appropriate temperatures and consumed or used by the date indicated (e.g., best-before or use-by dates). You must follow safe food handling practices (e.g., refrigeration, cooking temperatures, separation of raw and cooked foods, handwashing). If you receive an item that appears damaged, spoiled, or unsafe (e.g., compromised packaging, off odour, or temperature abuse), do not consume it and report it to us within the time we specify (e.g., within 24–48 hours of delivery) for potential replacement or credit. We are not liable for illness, injury, or loss arising from your failure to store or handle products safely, from consumption after the indicated date, or from circumstances beyond our reasonable control in the supply chain. Our liability for food safety issues is otherwise subject to the limitations in these Terms (including the Limitation of Liability section).

10. Intellectual Property

All Content, software, designs, logos, trademarks, and other materials on the Platform or provided through the Services are owned by or licensed to Wellfood and are protected by copyright, trademark, and other intellectual property laws. You may not copy, modify, distribute, sell, or create derivative works from any such materials without our prior written consent. You may view and use the Platform and Content only for personal, non-commercial use in accordance with these Terms. Any unauthorized use may result in termination of your access and legal action.

11. User Conduct and Prohibited Uses

You agree not to use the Platform or Services: (a) in any way that violates applicable laws or regulations; (b) to infringe the rights of others; (c) to transmit harmful, offensive, or illegal content; (d) to attempt to gain unauthorized access to our systems, accounts, or data; (e) to use bots, scrapers, or automated means without permission; (f) to interfere with or disrupt the Platform or Services; (g) to impersonate any person or entity; or (h) for any purpose that is fraudulent or otherwise inconsistent with these Terms. We may monitor use and take action we deem appropriate, including suspension or termination of access and reporting to authorities.

12. Privacy and Data

Your use of the Platform and Services is also governed by our Privacy Policy. By using the Platform, you consent to the collection, use, and disclosure of your information as described in the Privacy Policy. We may use your data to provide and improve the Services, for marketing (where permitted), and as required by law. You are responsible for the accuracy of data you provide. We will handle personal information in accordance with applicable privacy laws.

13. Disclaimers of Warranties

THE PLATFORM AND SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, WE DISCLAIM ALL WARRANTIES, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND ACCURACY. WE DO NOT WARRANT THAT THE PLATFORM OR SERVICES WILL BE UNINTERRUPTED, SECURE, ERROR-FREE, OR FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. WE DO NOT WARRANT THE QUALITY, SAFETY, OR SUITABILITY OF ANY PRODUCTS OR CONTENT. NO ADVICE OR INFORMATION FROM US, WHETHER ORAL OR WRITTEN, SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED HEREIN. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES; IN SUCH CASES, OUR LIABILITY IS LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.

14. Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL WELLFOOD, ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, CONTRACTORS, OR LICENSORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF OR INABILITY TO USE THE PLATFORM OR SERVICES, ANY PRODUCTS ORDERED, WELLNESS PROGRAMS OR CONTENT, OR THESE TERMS. OUR TOTAL AGGREGATE LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THE PLATFORM OR SERVICES SHALL NOT EXCEED THE GREATER OF (A) THE AMOUNT YOU PAID TO US IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM, OR (B) ONE HUNDRED CANADIAN DOLLARS (CAD $100). THESE LIMITATIONS APPLY WHETHER THE CLAIM IS IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR OTHERWISE, AND EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR CERTAIN DAMAGES; IN SUCH CASES, OUR LIABILITY IS LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.

15. Indemnification

You agree to indemnify, defend, and hold harmless Wellfood and its affiliates, officers, directors, employees, agents, contractors, and licensors from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable legal fees) arising out of or related to: (a) your use of the Platform or Services; (b) your violation of these Terms or any law or regulation; (c) your violation of any third-party right; (d) any content or information you submit or transmit through the Platform; (e) any dispute between you and any third party; or (f) any harm or loss claimed by any person arising from products you ordered, your reliance on our Content or wellness programs, or your conduct. We reserve the right to assume the exclusive defence and control of any matter subject to indemnification by you, at your expense, and you agree to cooperate with our defence.

16. Dispute Resolution and Governing Law

These Terms are governed by the laws of the Province of Ontario and the federal laws of Canada applicable therein, without regard to conflict of law principles. Any dispute, claim, or controversy arising out of or relating to these Terms or the Platform or Services shall first be addressed by good-faith negotiation. If the dispute cannot be resolved within thirty (30) days, either party may elect to resolve it by binding arbitration administered in accordance with the rules of the Canadian arbitration association chosen by us, in the province of Ontario. The arbitrator’s decision shall be final and binding. You waive any right to participate in a class action or representative proceeding. Nothing in this section prevents either party from seeking injunctive or other equitable relief in a court of competent jurisdiction. You agree to submit to the personal jurisdiction of the courts located in Ontario for any judicial proceedings necessary to enforce an arbitration award or to seek such relief.

17. Changes to Terms

We may modify these Terms at any time. We will post the updated Terms on the Platform and indicate the date of the last update. Material changes may be communicated by email or by a notice on the Platform. Your continued use of the Platform or Services after the effective date of any changes constitutes your acceptance of the revised Terms. If you do not agree to the new Terms, you must stop using the Platform and Services and may cancel your account or subscription in accordance with our cancellation policy. It is your responsibility to review these Terms periodically.

18. Severability

If any provision of these Terms is held to be invalid, illegal, or unenforceable by a court or arbitrator of competent jurisdiction, such invalidity, illegality, or unenforceability shall not affect any other provision, and these Terms shall be construed as if such provision had never been included. The remaining provisions shall remain in full force and effect to the fullest extent permitted by law.

19. Waiver

Our failure to enforce any right or provision of these Terms shall not constitute a waiver of such right or provision. No waiver of any term shall be deemed a further or continuing waiver of that term or any other term. Any waiver must be in writing and signed by us to be effective.

20. Entire Agreement

These Terms, together with our Privacy Policy and any other policies or guidelines we post on the Platform that are expressly incorporated by reference, constitute the entire agreement between you and Wellfood regarding the Platform and Services and supersede all prior and contemporaneous agreements, proposals, and communications, whether written or oral. No amendment to these Terms shall be effective unless in writing and signed by an authorized representative of Wellfood, or as otherwise provided in these Terms (e.g., by posting revised Terms and your continued use).

21. Assignment

You may not assign or transfer these Terms or your rights or obligations hereunder without our prior written consent. We may assign or transfer these Terms, or our rights or obligations hereunder, without restriction. Any attempted assignment in violation of this section is void.

22. Force Majeure

We shall not be liable for any failure or delay in performing our obligations under these Terms where such failure or delay results from circumstances beyond our reasonable control, including but not limited to acts of God, natural disasters, war, terrorism, pandemics, government actions, labour disputes, supply chain failures, power or communications outages, or other events that could not have been reasonably foreseen or prevented.

23. Contact

For questions about these Terms or the Platform, contact us at support@wellfood.ca or at the contact details provided on the Platform. Notices to you may be sent to the email address associated with your account and are deemed received when sent.