Last updated January 28, 2021
Welcome and thank you for your interest in VladaFit, LLC’s (“VladaFit,” “we, “our,” or “us”) website located at vladafit.com, as it may be updated, relocated, or otherwise modified from time to time, including through networks, embeddable widgets, software, and applications, and all services provided through and intellectual property contained within any of the foregoing, as well as classes and instruction that may be provided in person (collectively, “Service”). This Terms of Service (“Agreement”) establish the terms and conditions that apply to you when you use any aspect of the Service.
BY USING THE SERVICE OR BY CLICKING “I AGREE”, YOU INDICATE YOUR ACCEPTANCE OF THIS AGREEMENT AND YOUR AGREEMENT TO BE BOUND BY THIS AGREEMENT, AS WELL AS ALL APPLICABLE LAWS AND REGULATIONS. YOU ARE NOT PERMITTED TO USE THE SERVICE IF YOU DO NOT AGREE TO THIS AGREEMENT. THIS AGREEMENT CAN BE CHANGED, MODIFIED, SUPPLEMENTED, AND/OR UPDATED BY VLADAFIT AT ANY TIME; PROVIDED THAT ANY MATERIAL CHANGES NOT BECOME EFFECTIVE UNTIL POSTED THROUGH THE SERVICE. YOUR CONTINUED USE OF THE SERVICE AFTER THE MODIFICATION OF THIS AGREEMENT MEANS THAT YOU ACCEPT ALL SUCH CHANGES. ACCORDINGLY, YOU ARE ADVISED TO CONSULT THIS AGREEMENT EACH TIME YOU ACCESS THE SERVICE IN ORDER TO VIEW ANY CHANGES TO THIS AGREEMENT. THIS AGREEMENT WERE LAST MODIFIED AS OF THE DATE INDICATED BELOW.
AS FURTHER SET FORTH BELOW, YOU SHOULD CONSULT YOUR PHYSICIAN OR OTHER HEALTH CARE PRACTITIONER BEFORE STARTING ANY EXERCISE PROGRAM. THIS IS PARTICULARLY TRUE IF YOU OR YOUR FAMILY HAVE A HISTORY OF HIGH BLOOD PRESSURE OR HEART DISEASE, OR IF YOU HAVE EVER EXPERIENCED DISCOMFORT WHILE EXERCISING. NOTHING STATED OR POSTED ON THE SERVICE IS INTENDED TO BE, AND MUST NOT BE TAKEN TO BE, THE PRACTICE OF MEDICAL OR PROFESSIONAL ADVICE OR CARE. YOUR USE OF THE SERVICE IS AT YOUR OWN RISK.
IN THE EVENT OF A MEDICAL OR HEALTH EMERGENCY, PLEASE CALL 911 OR APPROPRIATE EMERGENCY RESPONDERS IMMEDIATELY.
AS FURTHER SET FORTH BELOW, THIS AGREEMENT PROVIDES FOR THE USE OF ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES, RATHER THAN JURY TRIALS OR CLASS ACTIONS, AND ALSO LIMITS THE REMEDIES AVAILABLE TO YOU IN THE EVENT OF A DISPUTE. YOU CAN OPT-OUT OF THIS AGREEMENT TO ARBITRATE BY CONTACTING INFO@VLADAFIT.COM WITHIN 30 DAYS OF FIRST ACCEPTING THIS AGREEMENT AND STATING THAT YOU (INCLUDE YOUR FIRST AND LAST NAME) DECLINE THE ARBITRATION AGREEMENT.
1. Use of the Service.
a. Overview. The Service provides a platform to enable users to access and watch live and on-demand fitness classes and consume motivational content on their personal computer, mobile device or TV. Any person who accesses and/or uses the Service, whether on his or her own behalf or on behalf of any third party, will be referred to as a “VladaFit User”.
b. Grant of Rights. Subject to the terms and conditions of this Agreement, VladaFit grants you a limited, revocable, nonexclusive, nontransferable license to access and use the Service, solely in the manner intended by VladaFit. Unless otherwise specified in writing, the Service is solely for your personal use and not for resale. VladaFit reserves the right at all times and without notice to: (i) restrict and/or terminate your access to the Service (or any portion of the Service); and (ii) modify or discontinue providing the Service (or any portion of the Service). VladaFit reserves all rights not expressly granted to you under this Agreement. Except as expressly set forth in this Agreement, you will not distribute or otherwise make available the Service, or any portion of the foregoing, in any form to any third party. All rights you have to access and use the Service expire upon the earlier of any expiration or termination of the Agreement or your right to access and use the Service under this Agreement.
d. Fitness Class Participation Waiver.
i. You acknowledge that participation in fitness classes including, but not limited to, strength training, flexibility development, and aerobic exercise via the Service (collectively, “Activity(ies)”) involves strength, flexibility, aerobic, cardio and other exercises, including the use of equipment, all of which can be potentially hazardous activities. You accept full responsibility over the location where you engage in fitness classes via the Service, you acknowledge that VladaFit has no control over the location that you choose, and that the location of participation in fitness activities involves additional risks, including, but not limited to, those caused by terrain, facilities, temperature, weather, environment, vehicular traffic, lack of hydration and actions of other people. In becoming a VladaFit User with the intent of using the Service, you affirm that either (1) all of the following statements are true: (A) no physician has ever informed you that you have a heart condition or that you should only do physical activities recommended by a physician; (B) you have never felt chest pain when engaging in physical activity; (C) you have not experienced chest pain when not engaged in physical activity at any time within the past month; (D) you have never lost your balance because of dizziness and you have never lost consciousness; (E) you do not have a bone or joint problem that could be made worse by a change in your physical activity; (F) your physician is not currently prescribing drugs for your blood pressure or heart condition; (G) you do not have a history of high blood pressure, and no one in your immediate family has a history of high blood pressure or heart problems; and (H) you do not know of any other reason you should not exercise; or (2) your physician has specifically approved of your use of the Service. If applicable, you further affirm that (i) you are not pregnant, breastfeeding or lactating; or (ii) your physician has specifically approved your use of the Service. VladaFit reserves the right to refuse or cancel your membership if we determine that you have certain medical conditions or that the representations set forth above are untrue in any respect.
ii. By using the Service, you understand and are aware that Activities, including the use of equipment, are potentially hazardous activities. You acknowledge the possibility that injuries and physical and mental changes (“Injuries and Changes”) arising during and/or resulting from engaging in Activities does exist. Injuries and Changes include, but are not limited to, abnormal blood pressure, fainting, disorders in heartbeat, heart attack, and, in some instances, death. You understand Injuries and Changes could result in my becoming partially or totally disabled and incapable of performing any gainful employment or having a normal social life. You are voluntarily participating in Activities and using Equipment with knowledge of the dangers involved. You understand and take sole responsibility for any and all Injuries and Changes that may occur to myself and/or others, including but not limited to Trainer, related to any and all Activities associated with Trainer’s instruction, even if not specifically set forth in this document, whether or not they fall within the scope of reasonably foreseeable injuries related to such Activities, and whether or not undertaken in Trainer’s presence. Although Trainer will take precautions to ensure my safety, you expressly assume and accept sole responsibility for my safety and for any and all Injuries and Changes that may occur.
iii. In consideration of VladaFit’s agreement to instruct, assist, and train me, you forever waive, release, and discharge, and will indemnify, and hold harmless VladaFit, its affiliates, and its and their officers, directors, members, managers, shareholders, trainers, agents, employees, representatives, successors, and assigns, and all others acting on its/their behalf (collectively, “Released Party(ies)”) from any and all claims, demands, damages, rights of action or causes of action, present or future, arising out of or connected to my participation in any and all Activities, arising out of or connected with my participation in any activities, programs, or services of VladaFit, use of equipment, or any and all acts or omissions, INCLUDING NEGLIGENCE BY ANY RELEASED PARTY. This waiver, release, and indemnity includes, but is not limited to, (a) Injuries and Changes to myself and/or others, including but not limited to the Released Parties, that may occur as a result of (i) equipment that may malfunction or break; (ii) any and all defects, latent or apparent, in the design or condition of equipment; (iii) any and all slips, falls, or dropping of equipment; (iv) any and all improper maintenance of equipment or facilities; (v) any hazardous condition that may exist on the premises, including, but not limited to, the specific workout area; and (vi) EACH OF THE RELEASED PARTY’S NEGLIGENT INSTRUCTION, SUPERVISION, AND ANY OTHER NEGLIGENT ACTS OR OMISSIONS; (b) damage to property, including but not limited to, equipment and the premises.
iv. You represent, warrant, and declare to VladaFit that you are healthy, physically and mentally sound, and suffering from no condition, impairment, disease, infirmity, or other injury or illness that would prevent my participation in these activities or use of equipment or machinery. You acknowledge that you have been informed of the need for a physician’s approval for my participation in the exercise activities, programs, and use of exercise equipment. You also acknowledge that it has been recommended that you have a yearly or more frequent physical examination and consultation with my physician regarding my physical activity, overall health and well-being, exercise plans and activity level, and use of exercise equipment. You acknowledge that either you have had a physical examination and have been given my physician’s permission to participate, or you have decided to participate in the exercise activities, programs, and use of equipment without the approval of my physician and assume all responsibility for and from my participation in said activities, programs, and use of equipment. You understand that VladaFit providing and/or maintaining an exercise/fitness program for me does not constitute an acknowledgement, representation, or indication of my physiological well-being or a medical opinion relating to any of the foregoing.
v. YOU INTEND BY USING THE SERVICE, YOU EXPRESSLY ASSUME ALL RISKS OF PERSONAL INJURY, DEATH, OR PROPERTY DAMAGE UPON YOURSELF TO THE EXCLUSION OF THE RELEASED PARTIES AND EXEMPT AND RELIEVE THE RELEASED PARTIES FROM LIABILITY FOR PERSONAL INJURY, PROPERTY DAMAGE OR WRONGFUL DEATH.
vi. You further agree that you, your spouse, assignees, heirs, guardians, and legal representatives will not make any claim against, sue or attach any of the Released Parties for any loss or damage resulting from my participation in the activities.
vii. YOU ARE AWARE OF THE POTENTIAL DANGERS INCIDENTAL TO ENGAGING IN THE ACTIVITIES, THAT THIS IS A RELEASE OF LIABILITY, A WAIVER OF THE YOUR LEGAL RIGHT TO COLLECT DAMAGES IN THE EVENT OF INJURY, DEATH, OR PROPERTY DAMAGE AND A CONTRACT BETWEEN YOU AND VLADAFIT AND YOU ARE AGREEING TO IT OF YOUR OWN FREE WILL.
e. Professional Advice and Medical Disclaimer.
i. THE SERVICE OFFERS HEALTH AND FITNESS INFORMATION AND IS DESIGNED FOR INFORMATIONAL AND ENTERTAINMENT PURPOSES ONLY. YOU SHOULD CONSULT YOUR PHYSICIAN BEFORE BEGINNING A NEW FITNESS PROGRAM. YOU SHOULD NOT RELY ON THIS INFORMATION AS A SUBSTITUTE FOR, NOR DOES IT REPLACE, PROFESSIONAL MEDICAL ADVICE, DIAGNOSIS, OR TREATMENT. IF YOU HAVE ANY CONCERNS OR QUESTIONS ABOUT YOUR HEALTH, YOU SHOULD ALWAYS CONSULT WITH A PHYSICIAN OR OTHER HEALTH-CARE PROFESSIONAL. DO NOT DISREGARD, AVOID OR DELAY OBTAINING MEDICAL OR HEALTH RELATED ADVICE FROM YOUR HEALTHCARE PROFESSIONAL BECAUSE OF SOMETHING YOU MAY HAVE READ OR HEARD ON THE SERVICE. DO NOT USE THE SERVICE IF YOUR PHYSICIAN OR HEALTH CARE PROVIDER ADVISES AGAINST IT. IF YOU EXPERIENCE FAINTNESS, DIZZINESS, PAIN OR SHORTNESS OF BREATH AT ANY TIME WHILE EXERCISING, YOU SHOULD STOP IMMEDIATELY.
ii. NOTHING STATED OR POSTED OR OTHERWISE AVAILABLE THROUGH THE SERVICE IS INTENDED TO BE, AND MUST NOT BE TAKEN TO BE, THE PRACTICE OF MEDICAL OR COUNSELING CARE. FOR PURPOSES OF THIS AGREEMENT, THE PRACTICE OF MEDICINE AND COUNSELING INCLUDES, WITHOUT LIMITATION, PSYCHIATRY, PSYCHOLOGY, PSYCHOTHERAPY, OR PROVIDING HEALTH CARE TREATMENT, INSTRUCTIONS, DIAGNOSIS, PROGNOSIS OR ADVICE. THE SERVICE IS CONTINUALLY UNDER DEVELOPMENT AND VLADAFIT MAKES NO WARRANTY OF ANY KIND, IMPLIED OR EXPRESS, AS TO ITS ACCURACY, COMPLETENESS OR APPROPRIATENESS FOR ANY PURPOSE OR ITS SUITABILITY FOR YOU. IN THAT REGARD, DEVELOPMENTS IN MEDICAL RESEARCH MAY IMPACT THE HEALTH, FITNESS AND NUTRITIONAL INFORMATION THAT APPEARS ON THE SERVICE. NO ASSURANCE CAN BE GIVEN THAT THE ADVICE CONTAINED IN THE SERVICE WILL ALWAYS INCLUDE THE MOST RECENT FINDINGS OR DEVELOPMENTS WITH RESPECT TO THE PARTICULAR MATERIAL. THE USE OF INFORMATION PROVIDED THROUGH THE SERVICE IS SOLELY AT YOUR OWN RISK.
f. Recordings. You are responsible for compliance will all recording laws. Certain features of the Service may allow you and other VladaFit Users to record or take screenshots during group fitness classes. By using the Service, you consent to allow VladaFit and other VladaFit Users to record and store recordings of group fitness classes. If you do not consent to being recorded, you should not utilize the group fitness class features of the Service.
2. Registration and Account.
a. Registration. In order to become a VladaFit User, you must complete the registration process with as prompted by the applicable registration form. Upon registration, you agree to provide current, accurate, and complete information required to register with the Service and at other points as may be required in the course of using the Service (collectively, “Account Data”). You must have a valid email address to become a registered user of the Service. Further, you agree to maintain and update your Account Data as required to keep it current, accurate, and complete. You agree that VladaFit may store and use the Account Data you provide for use in maintaining your account. VladaFit has the right to confirm or otherwise verify or check, in its sole discretion, the truth and accuracy of any registration information at any time. Verification of your registration information, specifically, your name, address and/or tax identification number, against a third party database may be considered to constitute a “credit check” under certain laws. As part of the registration process, and will not otherwise make, any type of inquiry to any third party regarding any individual’s credit history and personal financial information without first obtaining such individual’s express authorization to do so. VladaFit may terminate your rights to any part of or the entire Service if any information you provide is false, incomplete or inaccurate.
b. User Account. As a registered VladaFit User of the Service, you will establish a user account (“User Account”) along with a user ID and password (“Login Information”). You will employ the security measures necessary to prevent unauthorized users from accessing the Service and your Login Information. You are solely responsible for the maintenance of your Login Information and your User Account. You accept sole responsibility for, and will be liable for all access to the Service in connection with your Login Information and User Account. You will inform all authorized persons who are given access by you to the Service that such materials are confidential and contain trade secrets of VladaFit licensed to you as such. Without the prior written consent and such third party entering into a written agreement with VladaFit, you will not utilize the services of any third party to assist you in using the Service. You will be responsible for all activities that occur under or in connection with your User Account and Login Information. If you are an entity, only your bona fide employees, duly authorized agents and representatives may use the Service under your User Account and this Agreement applies to all of your employees, representatives, agents, and any other person or entity that accesses the Service through your User Account.
c. Eligibility. You must be at least 18 years of age. You represent and warrant that you are at least 18 years of age, you have not been previously suspended or removed from the Service, you reside in the United States, and you possess the legal right and ability to enter into this Agreement. THE SERVICE IS NOT FOR PERSONS UNDER THE AGE OF 18 OR ANY USERS PREVIOUSLY SUSPENDED OR REMOVED FROM THE SERVICE BY VLADAFIT. IF YOU ARE UNDER 18 YEARS OF AGE, PLEASE DO NOT USE OR ACCESS THE SERVICE AT ANY TIME OR IN ANY MANNER.
d. Entity. If you are using the Service on behalf of an individual, company, entity, or other organization (“Entity”), you represent and warrant that (1) you are an authorized representative of the Entity with the authority to bind the Entity to this Agreement, (B) agree to be bound by this Agreement on behalf of the Entity, and (C) your Entity meets the eligibility requirements for the Service, as set forth in this Agreement. Further, you will be solely responsible for ensuring your Entity complies with this Agreement.
3. Your Obligations. You expressly agree that you will not (and you agree not to allow or assist any third party) to do any of the following:
a. use, copy, install, transfer or distribute the Service, except as specifically permitted by this Agreement;
b. copy, reproduce, modify, adapt, translate, reverse engineer, decompile, or disassemble any portion of the Service or its articles, photos, videos, recordings, or other content (collectively, “Content”);
c. remove or alter any copyright, trademark or other proprietary rights notices contained in or on the Service or in or on any content or other material obtained through the Service or the use of the Service;
d. create user accounts by automated means or under false or fraudulent pretenses;
e. access, tamper with, or use non-public areas of the Service, VladaFit’s computer systems and infrastructure, or the technical delivery systems of VladaFit’s providers;
f. use any robot, spider, screen or database scraper, site search or retrieval application, or other automated device, process or means to access, retrieve or index any portion of the Service;
g. probe, scan, or test the vulnerability of any system or network or breach any security or authentication measures;
h. reformat, mirror, or frame any portion of the website pages that are part of the Service;
i. express or imply that any statements you make are endorsed by us, without our prior written consent in each instance;
j. transmit (1) any content or information that is unlawful, fraudulent, threatening, abusive, libelous, defamatory, obscene or otherwise objectionable, or infringes on our or any third party’s intellectual property or other rights, (2) any material, non-public information about individuals or companies without the authorization to do so, (3) any trade secret of any third party, and/or (4) any advertisements, solicitations, chain letters, pyramid schemes, investment opportunities, or other unsolicited commercial communication (except as otherwise expressly permitted by us), or engage in spamming or flooding;
k. restrict, discourage, or otherwise inhibit any person from using the Service, disclose personal information about a third person on the Service or obtained from the Service without the consent of such person, or collect information about users;
l. harass, abuse, harm or advocate or incite harassment, abuse or harm of another person or group, including VladaFit employees and other users;
m. solicit, or attempt to solicit, personal information from other users, except as permitted through the Service’s functionality;
n. create a new account with VladaFit, without VladaFit’s express written consent, if VladaFit previously disabled an account of yours;
o. violate any applicable federal, state or local laws (including laws requiring the consent of subjects of audio and video recordings), regulations or this Agreement; or
p. use the Service for any illegal, inappropriate and/or unauthorized conduct, including without limitation, using the Service to contact other VladaFit Users for sexual or other inappropriate purposes, or using the Service in violation of VladaFit’s or any third party’s intellectual property or other proprietary or legal rights.
4. Payments and Order Processing.
a. Fees. Access to the Service, or to certain features of the Service, may require you to pay fees, and may provide you the option to activate recurring automatic payments for those fees. Before you pay any fees, including before activating or updating any recurring payments, you will have an opportunity to review the fees that you will be charged before you accept them. If you activate or update recurring payments through the Service, you authorize VladaFit to periodically charge, on a going-forward basis and until cancellation, all accrued sums on or before the payment due date for the accrued sums. You can cancel recurring charges by following the instructions in your account settings. All fees are in U.S. dollars and are non-refundable. VladaFit may change the fees for the Service or any feature of the Service, including by adding fees, on a going-forward basis at any time. If VladaFit changes the fees for the Service, including by adding additional fees or charges, you will be provided advance notice of those changes and the opportunity to accept the changes. If you do not accept the changes, VladaFit may discontinue providing the Service to you.
5. Content Submissions. If you post, send, or otherwise transmit to or through the Service information (excluding Account Data), opinions, creative suggestions, ideas, notes, concepts, Messages, or other materials (collectively, “Materials”), or post Materials to any area of the Service, you grant VladaFit and its designees a worldwide, non-exclusive, sub-licensable (through multiple tiers), assignable, royalty-free, perpetual, irrevocable right to use, reproduce, distribute (through multiple tiers), create derivative works of, publicly perform, publicly display, digitally perform, make, have made, sell, offer for sale and import such Materials in any media now known or later developed to enhance and develop the Service, including by marketing and advertising the Service, without compensation to you. None of the Materials will be subject to any obligation, whether of confidentiality, attribution, or otherwise, on our part and we will not be liable for any use or disclosure of any Materials. VladaFit may remove or alter any Materials at any time for any reason. We neither endorse nor are responsible for any opinion, advice, information, or statement made or displayed on the Service by any user. We are not responsible for any errors or omissions in articles or postings, for hyperlinks embedded in messages, or for any results obtained from the use of such information. Under no circumstances will VladaFit and/or its affiliates, suppliers, or agents be liable for any loss or damage caused by your reliance on such information obtained through the Service. We take no responsibility for the veracity, reliability, or completeness of any opinion, advice, information, or statement available on the Service. You are solely responsible for your Materials and the consequences of posting them on the Service. By providing Materials, you represent, warrant, and covenant that (1) you are the creator and owner of the Materials or otherwise have sufficient rights and authority to grant the rights granted in this Agreement; (2) the Materials do not and will not (A) infringe, violate, or misappropriate any third-party right, including any copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right, or (B) slander, defame, or libel any other person; (3) the Materials do not contain any viruses, adware, spyware, worms, or other harmful or malicious code; and (4) the Materials specifically do not contain any confidential information of any third party. We reserve all rights and remedies against any users who breach these representations and warranties.
6. Messages and User Communications.
a. Messages. The Service may allow VladaFit Users to exchange messages (“Messages”) with each other. Sending Messages is a privilege, not a right, and VladaFit may terminate such privileges of any VladaFit User at any time and for any reason, without any liability to such VladaFit User. Harmful, obscene, or offensive communications are not welcome in any Messages. If a user sends you an objectionable Message, please notify at info@VladaFit.com. You should exercise discretion, good sense, and sound judgment when sending a Message. You are solely responsible for the content of any Message you send. You agree that VladaFit may monitor Messages for compliance with this Agreement, and therefore, Messages should not be considered confidential or proprietary. The opinions expressed on the Service by users reflect solely the opinions of the users and do not reflect the opinions of VladaFit. You acknowledge and agree that we have the right, but not the obligation, to monitor the Service and Materials; to alter or remove any Materials; and to disclose Materials and the circumstances surrounding their transmission to any third party in order to operate the Service properly; to protect ourselves, our sponsors, and our members and visitors; and to comply with legal obligations or governmental requests. If you believe a message violates our policies, please contact VladaFit immediately at info@VladaFit.com so that we can consider its editing or removal.
b. Release. IN THE EVENT THAT YOU HAVE A DISPUTE WITH ONE OR MORE USERS OF THE SERVICE FOR ANY REASON, YOU RELEASE VLADAFIT, ITS AFFILIATES, AND ITS AND THEIR OFFICERS, DIRECTORS, AGENTS, EMPLOYEES, AND REPRESENTATIVES FROM ANY AND ALL CLAIMS, DEMANDS, LOSSES, AND DAMAGES (ACTUAL AND CONSEQUENTIAL) OF EVERY KIND AND NATURE, KNOWN AND UNKNOWN, SUSPECTED AND UNSUSPECTED, DISCLOSED AND UNDISCLOSED, ARISING OUT OF OR IN ANY WAY CONNECTED WITH SUCH DISPUTES. IF YOU ARE A CALIFORNIA RESIDENT, YOU WAIVE CALIFORNIA CIVIL CODE §1542, WHICH PROVIDES: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM MUST HAVE MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOR.”
9. Intellectual Property Ownership. You acknowledge and agree that (1) the Service, including, without limitation, any Content, modifications, enhancements and updates, and any originals and copies thereof, in whole or in part, and all intellectual property rights in any of the foregoing (collectively, “Proprietary Information”), is owned by VladaFit and its licensors, as applicable; (2) the Proprietary Information contains valuable copyrighted and proprietary material of VladaFit; (3) the Proprietary Information is licensed, rather than sold, to you pursuant to this Agreement; and (4) you have no rights in the Proprietary Information, other than the rights and licenses specifically granted to you pursuant to this Agreement. Further, you acknowledge that VladaFit has acquired, and is the owner of, trademark rights in the name and word mark “VladaFit”™ and in the other marks and design marks displayed on the Service. You acknowledge that this name and these marks are famous and internationally known. You will not, at any time or for any reason, challenge the validity of, or VladaFit’s ownership of, the foregoing name and marks, and you waive any rights you may have at any time to do so. All use of the foregoing name and marks by you will inure exclusively to the benefit of VladaFit. All marks shown on the Service but not owned by VladaFit are the property of their respective owners. If you provide any feedback to VladaFit concerning the functionality and performance of the Service (including identifying potential errors and improvements), you assign to VladaFit all right, title, and interest in and to such feedback, and VladaFit is free to use such feedback without payment or restriction.
10. Disclaimer of Warranties. TO THE FULLEST EXTENT PERMITTED BY LAW, THE SERVICE IS PROVIDED “AS IS” WITH ALL FAULTS, AND THE ENTIRE RISK AS TO SATISFACTORY QUALITY, PERFORMANCE, ACCURACY AND EFFORT IS WITH YOU. YOU ACKNOWLEDGE THAT, BECAUSE OF THE NATURE OF THE INTERNET, MOBILE NETWORKS, AND THE DEVICES WHICH ACCESS THE INTERNET AND/OR MOBILE NETWORKS, THE SERVICE MAY NOT BE ACCESSIBLE WHEN NEEDED, AND THAT INFORMATION, DATA, AUDIO AND VIDEO TRANSMITTED OVER THE INTERNET AND/OR MOBILE NETWORKS MAY BE SUBJECT TO INTERRUPTION OR THIRD PARTY INTERCEPTION AND MODIFICATION. TO THE FULLEST EXTENT PERMITTED BY LAW, VLADAFIT DISCLAIMS ANY AND ALL WARRANTIES OR CONDITIONS, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, MERCHANTABLE QUALITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT, ACCURACY OF INFORMATIONAL CONTENT, AND ABSENCE OF VIRUSES AND DAMAGING OR DISABLING CODE. TO THE FULLEST EXTENT PERMITTED BY LAW, NONE OF VLADAFIT, ITS AFFILIATES OR SERVICE PROVIDERS, VLADAFIT’S CONTENT PROVIDERS AND/OR THEIR RESPECTIVE AFFILIATES, SUBSIDIARIES NOR THE EMPLOYEES, AGENTS AND/OR CONTRACTORS (COLLECTIVELY, THE “VLADAFIT PARTIES”) WARRANT THE ACCURACY, COMPLETENESS, OR TIMELINESS OF THE SERVICE. VLADAFIT CANNOT AND DOES NOT ASSUME ANY RESPONSIBILITY FOR ANY LOSS, DAMAGES OR LIABILITIES ARISING FROM THE FAILURE OF ANY TELECOMMUNICATIONS INFRASTRUCTURE, OR THE INTERNET OR FOR YOUR MISUSE OF ANY OF CONTENT AND INFORMATION ACCESSED THROUGH THE SERVICE. YOU EXPRESSLY AGREE THAT YOUR USE OF THE SERVICE AND YOUR RELIANCE UPON ANY OF THE RESPECTIVE CONTENT IS AT YOUR SOLE RISK. IF YOU ARE DISSATISFIED WITH THE SERVICE, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE ACCESSING AND USING THE SERVICE.
11. Limitation of Liability. TO THE FULLEST EXTENT PERMITTED BY LAW, EACH VLADAFIT USER IS SOLELY RESPONSIBLE FOR (A) HIS OR HER USE OF THE SERVICE, AND (B) ANY DAMAGES INCURRED BY HIM OR HER OR ANY THIRD PARTY THAT ARISE FROM OR ARE RELATED TO THE SERVICE. THE AGGREGATE LIABILITY OF THE VLADAFIT PARTIES FOR ANY DAMAGES, WHETHER ARISING IN CONTRACT, TORT OR OTHERWISE, WILL BE LIMITED TO ACTUAL DAMAGES PROVED, AND NOT TO EXCEED THE AMOUNT PAID BY YOU TO VLADAFIT FOR THE SERVICE. TO THE FULLEST EXTENT PERMITTED BY LAW, AND NOTWITHSTANDING ANYTHING TO THE CONTRARY SET FORTH HEREIN, NONE OF THE VLADAFIT PARTIES WILL BE LIABLE FOR ANY PUNITIVE, SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES, EVEN IF VLADAFIT OR ITS CONTENT PROVIDERS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. TO THE FULLEST EXTENT PERMITTED BY LAW, NONE OF THE VLADAFIT PARTIES WILL HAVE ANY LIABILITY WHATSOEVER FOR ANY LOSSES; COSTS OR DAMAGES OF ANY KIND INCURRED OR SUFFERED BY YOU AS A RESULT OF SERVICES PROVIDED BY ANY OF OTHER VLADAFIT USER PURSUANT TO THE SERVICE. YOU REPRESENT THAT YOU HAVE INDEPENDENTLY INVESTIGATED THE ADVISABILITY OF USING THE SERVICE AND THE POSSIBLE RISKS INVOLVED IN USING THE SERVICE. YOU AGREE TO MAINTAIN YOUR OWN INSURANCE COVERING SUCH RISKS AND WILL LOOK SOLELY TO SUCH INSURANCE FOR REIMBURSEMENT OF ANY RESULTING DAMAGES.
12. Force Majeure. VladaFit will not be liable for any delay or failure to perform any obligation herein if the delay or failure is due to unforeseen events that are beyond VladaFit’s reasonable control, such as strikes, blockade, war, terrorism, riots, natural disasters, epidemic or governmental action, in so far as such an event prevents or delays VladaFit in fulfilling its obligations under this Agreement.
13. Indemnification. YOU AGREE TO INDEMNIFY, DEFEND, AND HOLD INDEMNITEES HARMLESS FROM AND AGAINST ANY AND ALL DIRECT AND THIRD PARTY CLAIMS AND LOSSES ARISING FROM OR ATTRIBUTABLE TO (1) YOUR BREACH OF ANY OF YOUR REPRESENTATIONS, WARRANTIES, COVENANTS, OR OTHER AGREEMENTS MADE UNDER THIS AGREEMENT; (2) ANY CLAIMS BY OR DISPUTES RELATED TO YOUR USE OF THE SERVICE BETWEEN YOU AND ANY THIRD PARTY; (3) ANY MATERIALS YOU PROVIDE TO THE SERVICE OR OTHERWISE TRANSMIT USING THE SERVICE; (4) ANY AND ALL USE OF THE SERVICE NOT SPECIFICALLY AUTHORIZED UNDER THIS AGREEMENT AND ON THE SERVICE; AND (5) ANY AND ALL CLAIMS AND ACTIONS AGAINST VLADAFIT BY OTHER PARTIES TO WHOM YOU ALLOW ACCESS TO THE SERVICE.
a. Procedures. The Indemnitee will give you written notice of any Claim for which indemnification is sought. However, failure to provide such notice will not relieve you from your liability or obligations under this Agreement, except to the extent you are materially prejudiced as a direct result of such failure. The Indemnitee will cooperate with you at your expense in connection with the defense and settlement of the Claim. You may not settle any indemnified Claim in a manner that adversely affects the Indemnitee without its prior written consent. Further, the Indemnitee may participate in the defense of the Claim through counsel of its own choosing at its own cost and expense. If you fail to promptly assume the defense and employ counsel reasonably satisfactory to Indemnitee, or the Indemnitee has been advised by counsel that there exist actual or potential conflicting interests between you or your counsel and such Indemnitee, the Indemnitee may employ separate counsel, in addition to local counsel, to represent or defend such Indemnitee in such action or proceeding, and you agree to pay the fees and disbursements of such separate counsel as incurred. To the extent indemnification requires the payment of monies owed, such indemnification will occur as soon as reasonably possible after the determination of monies owed, and payment to the Indemnitee will be made within 30 days of a final determination of monies owed. Your obligations under this Section are in addition to any rights that any Indemnitee may have at common law or otherwise.
b. Defined Terms. “Claim” means each and every claim, request, accusation, allegation, assertion, complaint, petition, demand, suit, action, proceeding, and cause of action of every kind and description. “Indemnitee” means each Released Party. “Loss” means each and every liability, loss, damage, and injury (including injury or damage to any property right, and injury, damage, or death to any Person), wound, wrong, hurt, harm, expense, deficiency, diminution in value, obligation, expenditure and disbursement of any kind or nature (including all fees, costs, and expenses of investigation, travel expenses, and value of time expended by personnel), settlement, fine, fee, cost, cost of court, and all expenses of litigation (including reasonable attorneys’ fees) incident to any of the foregoing.
14. Third Party Content and Features. The Service may contain information on products and services provided by third parties, and links (including advertisements) to third party web sites. This information and these products, services, and links are provided only as a convenience to VladaFit Users. VladaFit does not review or control this information or these products, services, or other web sites, and VladaFit does not make any representations or warranties, express or implied, regarding this information or these products, services, or web sites. Inclusion of any of the foregoing in the Service does not constitute or imply an endorsement, authorization, sponsorship, or affiliation by or with VladaFit with respect to any third party or its web site or content, or any information, products, or services provided by that third party. VladaFit is under no obligation to maintain any link on the Service and may remove a link at any time in its sole discretion for any reason whatsoever.
15. Dispute Resolution.
a. In General. In the interest of resolving disputes between you and VladaFit in the most expedient and cost effective manner, you and VladaFit agree that any dispute arising out of or in any way related to this Agreement or your use of the Service will be resolved by binding arbitration. Arbitration uses a neutral arbitrator instead of a judge or jury and can be subject to very limited review by courts. Arbitrators can award the same damages and relief that a court can award. This agreement to arbitrate disputes includes all claims arising out of or in any way related to this Agreement or your use of the Service, whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory, and regardless of whether a claim arises during or after the termination of this Agreement. YOU UNDERSTAND AND AGREE THAT, UNLESS OTHERWISE PROHIBITED BY APPLICABLE LAW IN YOUR JURISDICTION, BY ENTERING INTO THIS AGREEMENT, YOU AND VLADAFIT ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS OR COLLECTIVE ACTION. YOU FURTHER UNDERSTAND THAT THESE DISPUTE RESOLUTION TERMS WILL APPLY TO YOU AND VLADAFIT UNLESS YOU CHOOSE TO OPT OUT PURSUANT TO SECTION 15.i BELOW. Whether to agree to arbitration is an important business decision. It is your decision to make, and you should not rely solely on the information provided in this Agreement as it is not intended to contain a complete explanation of the consequences of arbitration. You should take further steps to conduct research and to consult with others, including, but not limited to, an attorney, regarding the consequences of your decision, just as you would when making any other important business or life decision.
b. Exceptions. Despite the provisions of the Section 15.a. above, nothing in this Agreement will be deemed to waive, preclude, or otherwise limit the right of either party to (1) bring an individual action in small claims court; (2) bring an action in a court pursuant to the California Private Attorneys General Act of 2004, California Labor Code § 2698 et seq.; (3) seek injunctive relief in a court of law; or (iv) to file suit in a court of law to address an intellectual property infringement claim.
c. Arbitrator. Any arbitration between you and VladaFit will be governed by the Federal Arbitration Act, and governed by the Commercial Dispute Resolution Procedures and the Supplementary Procedures for Consumer Related Disputes (collectively, “AAA Rules”) of the American Arbitration Association (“AAA”), as modified by this Agreement, and will be administered by the AAA. The AAA Rules and filing forms are available online at www.adr.org, by calling the AAA at 1-800-778-7879, or by contacting VladaFit. The arbitrator has exclusive authority to resolve any dispute relating to the interpretation, applicability, or enforceability of this binding arbitration agreement.
d. Notice and Process. A party who intends to seek arbitration must first send a written notice of the dispute to the other party by U.S. Mail or electronic mail within the applicable statute of limitations period (“Notice”). VladaFit’s address for Notice is as follows: info@VladaFit.com . The Notice must describe the nature and basis of the claim or dispute and set forth the specific relief sought (“Demand”). The parties will make good faith efforts to resolve the claim directly, but if the parties do not reach an agreement to do so within 30 days after the Notice is received, you or VladaFit may commence an arbitration proceeding. During the arbitration, the amount of any settlement offer made by you or VladaFit must not be disclosed to the arbitrator until after the arbitrator makes a final decision and award, if any. If the dispute is finally resolved through arbitration in your favor, VladaFit will pay you the highest of the following: (a) the amount awarded by the arbitrator, if any; (b) the last written settlement amount offered by VladaFit in settlement of the dispute prior to the arbitrator’s award; or (c) $1,000.00.
e. No Class Actions. UNLESS OTHERWISE PROHIBITED BY APPLICABLE LAW IN YOUR JURISDICTION, YOU AND VLADAFIT 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 PROCEEDING (OTHER THAN ACTIONS UNDER THE CALIFORNIA PRIVATE ATTORNEYS GENERAL ACT OF 2004, CALIFORNIA LABOR CODE § 2698 ET SEQ. WHICH ARE NOT COVERED BY THIS SECTION 18). Further, unless both you and VladaFit agree otherwise, the arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of a representative or class proceeding.
f. Modifications to this Arbitration Provisions. If VladaFit makes any future change to this arbitration provision, other than a change to VladaFit’s address for Notice, you may reject the change by sending us written notice within 30 days of the change to VladaFit’s address for Notice, in which case this arbitration provision, as in effect immediately prior to the changes you rejected, will continue to govern any disputes between you and VladaFit. If you do not send such written notice, your continued use of the Service following any such change means that you have consented to such change.
g. Enforceability. If the Section 15.e. is found to be unenforceable or if the entirety of this Section 15 is found to be unenforceable, then the entirety of this Section 15 will be null and void and, in that case, the parties agree that the exclusive jurisdiction and venue described directly in Section 17.c. below will govern any action arising out of or related to this Agreement or your use of the Service.
h. Opt Out. Arbitration is not a mandatory condition of this Agreement. If you do not want to be subject to this Dispute Resolution provision, you may opt out of this Dispute Resolution provision by notifying VladaFit in writing of your decision by sending, within 30 days of the date you receive this Agreement, an electronic message to info@VladaFit.com, stating clearly your full name and intent to opt out of the Dispute Resolution provision. Should you choose not to opt out of this Dispute Resolution provision within the 30-day period, you and VladaFit will be bound by the terms of this Dispute Resolution provision. You have the right to consult with counsel of your choice concerning this Dispute Resolution provision. You understand that you will not be subject to retaliation if you exercise your right to opt out of coverage under this Dispute Resolution provision.
16. Protected Activity Not Prohibited. You should understand that, insofar as permitted by applicable law, nothing in this Agreement will in any way limit or prohibit you from filing a charge or complaint with, or otherwise communicating or cooperating with or participating in any investigation or proceeding (“Protected Activity”) that may be conducted by any federal, state or local government agency or commission (“Government Agencies”). You understand that in connection with such Protected Activity, you are permitted to disclose documents or other information as permitted by law, and without giving notice to, or receiving authorization from, VladaFit. Notwithstanding, in making any such disclosures or communications, you agree to take all reasonable precautions to prevent any unauthorized use or disclosure of any information that may constitute VladaFit confidential information to any parties other than the Government Agencies.
17. General Provisions.
c. Governing Law/Waiver of Trial by Jury.
i. The laws of the State of Texas, excluding its conflicts of law rules, govern this Agreement and your use of the Service. Your use of the Service may also be subject to other local, state, national, or international laws; provided, however, that the United Nations Convention on Contracts for the International Sale of Goods will not apply to any provision of this Agreement. To the extent that any action relating to any dispute under this Agreement is permitted to be brought in a court of law, such action will be subject to the exclusive jurisdiction of the state and federal courts located in Collin County, Texas and you irrevocably submit to personal jurisdiction in such courts, and waive any defense of inconvenient forum.
ii. EXCEPT WHERE PROHIBITED BY LAW, THE PARTIES EXPRESSLY WAIVE TRIAL BY JURY IN ANY JUDICIAL PROCEEDING INVOLVING ANY DISPUTE, CONTROVERSY, OR CLAIM ARISING OUT OF OR RELATING TO THIS AGREEMENT.
d. Notices. All notices, requests, or consents required or permitted under this Agreement will be in writing (including electronic form) and will be delivered to the address as the party may designate in a notice served upon the other party in the manner provided for below. Each notice, request, consent, or other communication will be given and will be effective: (1) if delivered by hand, when so delivered; (2) if delivered by nationally recognized overnight courier service or sent by United States Express Mail, upon confirmation of delivery; (3) if delivered by certified or registered mail, on the third following day after deposit with the United States Postal Service; or (4) if delivered by facsimile, upon confirmation of successful transmission, and if delivered by email, upon confirmation of successful transmission based on the electronic records of the VladaFit.
e. Severability. The provisions of this Agreement are severable. The invalidity, in whole or in part, of any provision of this Agreement will not affect the validity or enforceability of any other of its provisions. If one or more provisions of this Agreement are declared invalid or unenforceable, the remaining provisions will remain in full force and effect and will be construed in the broadest possible manner to effectuate the purposes of this Agreement.
f. Captions. The headings and captions of this Agreement are inserted for reference convenience and do not define, limit, or describe the scope or intent of this Agreement or any particular section, paragraph, or provision of this Agreement. Unless otherwise expressly provided, the words “include(s),” “included,” or “including” do not limit the preceding words or terms. Pronouns will refer to the masculine, feminine, neuter, singular, or plural as the context will require.
g. Waiver. The failure or delay of VladaFit to exercise or enforce any rights or provision of this Agreement does not constitute a waiver of such right or provision.
h. Survival. All provisions which must survive in order to give effect to their meaning will survive any expiration or termination of this Agreement, including without limitation all of your representations, warranties and indemnification obligations, which will survive this Agreement for the greater or 4 years or expiration of the applicable statute of limitations plus 60 days.
The terms “VladaFit”, “we,” “us,” “our” refer to the practice of VladaFit, LLC, or any successor or assignee of VladaFit in connection with the website located at vladafit.com, as it may be updated, relocated, or otherwise modified from time to time, including through networks, embeddable widgets, software, and applications, and all services provided through and intellectual property contained within any of the foregoing, as well as classes and instruction that may be provided in person (collectively, “Service”).
The term “Personal Information” means to any information about an identifiable individual and any information that is linked to an identifiable individual. In some jurisdictions, business contact information and/or employee information may be included in the definition of Personal Information. By using our services, you agree to the collection and use of information in accordance with this policy.
Information Collection and Use
While using our Service, we may ask you to provide us with certain personally identifiable information that can be used to contact or identify you. Personally identifiable information may include, but is not limited to your name, address, email address, phone number, screen name, Instagram handle, birthday, and other information. We collect this information for the purpose of providing the Service, identifying and communicating with you, responding to your requests/inquiries, servicing any purchases you make and improving our services.
Like most online services, we automatically receive standard technical information when you interact with our Service, which may constitute Personal Information, including browser and device information such as unique device identifiers, mobile phone carrier, internet protocol (IP) addresses (which may identify your general geographic location), browser types, and the date and time of your interactions. We also receive information about your interactions with our Service, such as which website pages you visited and how much time was spent on the page.
We may collect this information using cookies or similar technologies. Cookies are pieces of information that are stored by your browser on the hard drive or memory of your device. Cookies enable us to personalize your experience on the Service, maintain a persistent session, passively collect demographic information, and monitor advertisements and other activities. Our Service may use different kinds of cookies and other types of local storage (such as browser-based or plugin-based local storage).
As with most other websites, we collect and use the data contained in log files. The information in the log files include your IP (internet protocol) address, your ISP (internet service provider), the browser you used to visit our site (such as Internet Explorer or Firefox), the time you visited our site and which pages you visited throughout our site.
We will use and disclose your Personal Information as follows:
1. To promote use, including continued use, of our Service. For example, if you leave your personal information when you visit our website and do not sign up for a consultation for any of our services, we may send you one or more emails asking whether you wish to come in for a consultation. If you use any part of our Service, and may benefit from using one or more other services we offer, we may send you an email telling you about the other services.
2. To bill and collect sums owed to us for any of our products and services you purchase, and as necessary when working with your insurance provider, if applicable. Uses for this purpose include sending you emails, invoices, receipts and notices of delinquency, to alert you if we need a different credit card number, and to otherwise try to collect money owed. We use third parties to handle secure credit card transaction processing and send billing information to such third parties, who maintain all information in confidence, to process your orders and credit card payments. To learn more about what steps we take to safeguard such data, see below.
3. To provide customer support and obtain feedback.
4. For internal use, whether in the form actually received or pseudonymously or anonymously, by way of example and not limitation circulating email addresses internally for identifying the most common web hosts used by our customers, or reviewing IP addresses for information about the general geographic areas of origin of our users.
5. To disclose the information that we have to you in response to any valid request from you to know what of your information we possess, and in response to a valid request to exercise your choices detailed further below.
6. To communicate with you concerning your account for an informational, as opposed to promotional, purpose.
7. To send you informational and promotional materials that you elect (“opt-in”) to receive.
8. We may display personal testimonials and photos of satisfied users of our Service in addition to other endorsements. With your consent, we may post your testimonial or photo along with your name and other information related to the procedure you had done with us. If you wish to update or delete your testimonial, you can contact us at email@example.com.
We may disclose your Personal Information as we believe to be necessary or appropriate to: (1) comply with applicable law and legal processes; (2) respond to requests from public and government authorities, including public and government authorities outside your country of residence; (3) enforce our Terms of Service; (4) protect our rights, privacy, safety, or property, and/or that of our affiliates, you or others; and (5) allow us to pursue available remedies or limit the damages that we may sustain.
We reserve the right to transfer your Personal Information to service providers, advisors, potential transactional partners, or other third parties who are subject to confidentiality obligations in connection with the consideration, negotiation, or completion of a corporate transaction in which we are acquired by or merged with another company or we sell, liquidate, or transfer all or a portion of our assets.
We may use your Personal Information to create aggregate or statistical information that does not directly identify a specific person, and we may share that information. For example, we may share anonymous and aggregated reports and information on user demographics and traffic patterns with third parties. This aggregated information does not constitute Personal Information or identify any individuals.
Links to Third Party Websites from our Website
No Children under Age 18
Location of Service
Your Options and Choices
You can opt-out of receiving further promotional emails and text messages from us by following the unsubscribe instructions provided in the promotional email or text you receive or by contacting us directly at the email address listed below.
You can opt-out of receiving further text messages from us by replying to any text you receive from VladaFit with “STOP”. However, we may still send you updates that are important to the Service in accordance with applicable laws.
If you have an account with VladaFit then you may access and update certain Personal Information at any time by logging into your account on our Service. You may also at any time, request access to Personal Information that VladaFit holds about you by making a request to [email address].
VladaFit will seek to process any requests for access to Personal Information within a reasonable period of time. Where possible, we will provide you with access to that Personal Information either by providing you with copies of the information requested, allowing you to inspect the information requested, or providing you with a summary of the information held. If we need to deny your request for access, we will let you know why and inform you how you may lodge a complaint regarding this decision. Generally, this will only be in cases where providing access would be unlawful or is subject to a potential legal claim or proceeding.
If you discover or suspect that there is an error or information is missing, please forward your request for correction to us in writing. We will consider your request and as soon as practicable manage the correction of your Personal Information and will update you in writing. If your correction request is refused, we will provide you within a reasonable period of time the reasons for such refusal and inform you of the complaint process.
California Privacy Rights
California Civil Code Section 1798.83, known as the “Shine The Light” law, permits our customers who are California residents to request and obtain from us a list of what Personal Information (if any) we disclosed to third parties for direct marketing purposes in the preceding calendar year and the names and addresses of those third parties. Requests may be made only once a year and are free of charge.
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