In addition, when using certain features of the Service, you will be subject to the guidelines, terms, and agreements applicable to such features (“Policies”). All such Policies are incorporated by reference into these Terms. If these Terms are inconsistent with any Policy, the Terms will control.
We reserve the right to modify the Service and these Terms and/or Policies at any time (on a prospective basis), effective ten (10) calendar days upon posting of an updated version of these Terms on the Site. You are responsible for regularly reviewing these Terms. By using the Service, you agree that the posting of new or revised Terms or Policies on the Site will constitute adequate and constructive notice to you of any and all revisions and changes. Continued use of the Service after any such changes or after explicitly accepting the new terms upon logging into the Site shall constitute your consent to such changes and you agree to be bound by them as of the date of the modification.
1. THE SERVICE
Guided Fitness is designed to help users (each a “Trainee”) who are interested in fitness training services, classes, and related activities (collectively, the “Activities”) find information about, and communicate with, individuals and venues providing fitness training services (each a “Trainer” or “Fitness Venue Provider”). Our Site is an online venue through which users find and learn about each other and, if they wish, arrange for obtaining and providing fitness related services. You acknowledge that Guided Fitness does not provide fitness training services or fitness facilities and does not serve as a Trainer or Fitness Venue Provider. Guided Fitness’ Services may be used by you to request and schedule personal fitness related services with Trainers or Fitness Venue Providers (collectively “Providers”), but you agree that Guided Fitness has no responsibility or liability to you related to any personal fitness related services provided to you by Providers other than as expressly set forth in these Terms. Guided Fitness is not involved in the actual face-to-face contact between Trainees and Providers. We have no control over the conduct of the Providers or the truth or accuracy of the information they post on the Site or provide through the Services. We may provide suggested or optional default terms for transactions among Trainees, Trainers and Fitness Venue Providers, or otherwise between users. To the extent we do, and you utilize or agree to such terms, this does not make us a party to any transaction between Trainees, Trainers or Fitness Venue Providers, or between other users of the Site. Any suggested or default terms we provide are for users’ convenience only and do not constitute legal or other advice. Nor do they constitute any sort of guarantee or warranty regarding the Service, or the accuracy of any information implied by, or compliance with the terms or the proposed transaction. You should review all terms carefully and seek your own advice or counsel with respect to the meaning or consequences of any terms. Guided Fitness has the right to refuse access to anyone in its sole discretion, and may terminate your account at any time, including for violations of the Acceptable Use Policy described below and other Policies published by Guided Fitness from time to time.
2. Interactions on the service
We make no attempt to confirm, and do not confirm, any user’s purported identity or background. You are responsible for (a) providing true, accurate, current and complete information about yourself as prompted by the Service’s registration form; and (b) maintaining and promptly updating any and all such information so it remains true, accurate, and complete at all times. It is the user’s sole responsibility to determine the identity and suitability of others who you may contact by means of the Service. We do not endorse any persons who use or register for our Service, including Trainers or Fitness Venue Providers. We do not investigate any user’s reputation, conduct, morality, criminal background (with the exception of Trainers), or verify the information that any user submits through the Service. You agree to comply with all applicable federal, state and local laws and regulations when using the Service and when receiving any fitness-related services booked through the Service. Trainers or Fitness Venue Providers may be subject to specific laws and regulations in connection with the provision of their fitness-related services (“Legal Requirements”). You agree that Guided Fitness is not responsible for making determinations as to what Legal Requirements must be met, and that a Trainer or Fitness Venue Providers may not be in compliance with Legal Requirements.
3. Acceptable Use Policy
In connection with your use of our Service, you must act responsibly and exercise good judgment. Without limiting the foregoing, you will not: (i) use the Service for any commercial purpose, unless expressly authorized by Guided Fitness; (ii) use the Site or Service to recruit, or solicit users for employment, or contact users to conduct business on behalf of a third party fitness-related service or network of fitness-related service providers; (iii) use the site for competitive purposes, such as to ascertain the features or technical infrastructure of the Site; (iv) violate any local, state, provincial, national, or other law or regulation, or any order of a court; (v) infringe the rights of any person or entity, including without limitation, their intellectual property, privacy, publicity or contractual rights; (vi) interfere with or damage our Service, including, without limitation, through the use of viruses, cancel bots, Trojan horses, harmful code, flood pings, denial-of-service attacks, packet or IP spoofing, forged routing or electronic mail address information or similar methods or technology; (vii) use our Service to transmit, distribute, post or submit any information concerning any other person or entity, including without limitation, photographs of others without their permission, personal contact information or credit, debit, calling card or account numbers; (viii) use our Service in connection with the distribution of unsolicited commercial email (“spam”) or advertisements unrelated to services usually arranged via the Site; (ix) “stalk” or harass any other user of our Service; (x) collect or store any information about any other user other than for purposes of transacting as an Trainee through the Service; (xi) extract profile information or contact information from profiles, whether to list such information on third party sites or for any other purpose; (xii) register for more than one user account or register for a user account on behalf of an individual other than yourself; (xiii) impersonate any person or entity, or falsify or otherwise misrepresent yourself or your affiliation with any person or entity; (xiv) use automated scripts to collect information or otherwise interact with the Service or the Site except through intentionally provided APIs; (xv) violate the restrictions in any robot exclusion headers on the Service or bypass or circumvent other measures employed to prevent or limit access to the Service; (xvi) use the Site to find a Trainer or Fitness Venue Provider and then complete a transaction offline in order to circumvent your obligation to pay for the Service; (xvii) submit any listing with a false or misleading price, or submit any listing with a price that you do not intend to honor; or (xviii) advocate, encourage, or assist any third party in doing any of the foregoing.
The foregoing is merely a list of examples of prohibited conduct. Guided Fitness reserves the right to cancel a user account or take other appropriate actions in its sole discretion in response to any inappropriate conduct, or for no reason at all. Excessive cancelations, no-shows or late arrivals to sessions booked through the Service are all grounds for termination of your account.
4. Age restriction
5. your Content
By submitting any content (including without limitation, any photograph, words, pictures, or symbols) or information to us in connection with your registration for and use of the Service, you grant us a perpetual, irrevocable, worldwide, non-exclusive, royalty-free license, sub licensable through multiple tiers, to use, reproduce, display, perform, adapt, modify, sell, distribute, have distributed and promote such content and information in any form, in all media now known or hereinafter created and for any purpose. You represent and warrant that you have sufficient rights to grant us this license. You represent and warrant that the information provided by you on the Service, including your profile and relevant experience, is accurate and complete. The foregoing includes any personality or publicity rights encompassed in such content, and you acknowledge we may use any such content to promote Guided Fitness or our Service. You must obtain consent and a release from any person (or the legal guardians of any persons) depicted in your content before you submit it to us, with full knowledge from these persons that we may use and publish the content in which they are depicted it in any manner whatsoever.
You are solely responsible for any content that you submit, post or transmit via our Service. You may not post or submit any content that: (i) infringes the copyright, trademark, or other intellectual property rights of any person; (ii) is defamatory; (iii) contains nudity or sexually explicit content, or is otherwise obscene; (iv) may disparage any ethnic, racial, sexual, religious, or other group by stereotypical depiction or otherwise; (v) depicts or advocates the use of illicit drugs; (vi) makes use of offensive language or images; (vii) characterizes violence as acceptable, glamorous or desirable; (viii) provides a link to any other websites; or (ix) provides a phone number, email or other personal contact information except as needed to conduct the transactions contemplated in this Service.
We have no obligation to post any content from you or anyone else. In addition, we may, in our sole and unfettered discretion, edit, remove or delete any content that you post or submit.
6. third party content and Services
In using our Service, you may be exposed to content and information from other users or third parties (“Third-Party Content”), either at our Site or through links to third-party websites. In addition to the services offered by Trainers or Fitness Venue Providers, you may also have the option of purchasing products or services from third parties, which we may facilitate either through Site or through links to third-party websites (“Third-Party Services”). We do not control, and shall have no responsibility for, Third-Party Content or Third-Party Services, including material that may be unlawful, misleading, incomplete, erroneous, offensive, indecent or otherwise objectionable, or products or services that do not conform to your expectations. You must evaluate the veracity of, and bear all risks associated with your exposure to, Third- Party Content, and use of Third-Party Services, including without limitation, profiles of other users of our Service. Your business dealings or correspondence with, or participation in promotions of, advertisers other than us, and any terms, conditions, warranties, or representations associated with such dealings, are solely between you and such third party. Additionally, if you follow a link or otherwise navigate away from the Site, please be aware that these Terms will no longer govern. You should review the applicable terms and policies, including privacy and data gathering practices, of any provider of Third- Party Content or Third-Party Services.
7. FEES AND PAYMENT
In certain circumstances, Guided Fitness may charge Trainee a service charge for use of the Service. Any service charges will be disclosed to you prior to booking fitness-related services with a Trainer or Fitness Venue Provider. Trainees agree to pay the amount posted on the Service for transactions entered into on the Guided Fitness platform, and any applicable service charges. As a purchaser of services offered on the Guided Fitness platform, if you find a listing that you are interested in, you will be asked to register an account on the Site and provide your payment information and billing address. Upon the accrual of such payments to the Trainer or Fitness Venue Providers, our third party payment processors will remit the money to the Trainer or Fitness Venue Providers, less our platform fees and any applicable service charges. When you purchase any service or product through the Site, you authorize Guided Fitness or its third party payment processors to charge the credit card identified by you (which you represent and warrant that you are authorized to use) all applicable fees for your purchase in US dollars, including all applicable taxes, and you agree that Guided Fitness can store your credit card information. If Guided Fitness, a Trainer or Fitness Venue Provider (if applicable) does not receive payment from your credit card provider, you agree to pay all amounts due upon demand and Guided Fitness may suspend your access to the Service. All sales are final and Guided Fitness will not issue refunds. Guided Fitness is not responsible for any actions or the performance of the third party payment processors. While Guided Fitness is not a party to the transaction between users of the Service, Guided Fitness may be required by IRS regulations to issue 1099 forms or other reports. Guided Fitness may enabl you to designate a Trainer as a “Trusted Trainer.” If you designate one or more Trainer as a “Trusted Trainer,” you agree that your designated Trusted Trainer’s may schedule simple/recurring/group training sessions you without the you having the confirm them. These training sessions will be charged to your credit card on the day of the scheduled training unless you cancel the applicable training session at least 24 hours before the start time for the applicable training session.
Guided Fitness maintains a twenty-four (24) hour cancellation policy for Trainees with respect to their appointments booked through the Service. Trainees will not be charged if a Trainer cancels any session or class.
We may, in our discretion and without liability to you, with or without cause, with or without prior notice and at any time: (a) terminate your access to our Service, (b) deactivate or delete any of your accounts and all related information and files in such accounts and (c) bar your access to any of such files or Service.
10. Copyright Infringement
We respect the intellectual property rights of others, and ask you to do the same. It is our policy to terminate the access privileges of those who repeatedly infringe the copyright rights of others. If you believe that your work has been posted on the Service in a way that constitutes copyright infringement, please contact us at the address below and provide the following information: (1) an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest; (2) a description of the copyrighted work that you claim has been infringed, and identification of the time(s) and date(s) the material that you claim is infringing was displayed on the Service; (3) your address, telephone number, and email address; (4) a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and (5) a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf.
If you believe that your user content that was removed (or to which access was disabled) is not infringing, or that you have the authorization from the copyright owner, the copyright owner’s agent, or pursuant to the law, to post and use the content in your user content, you may send a counter-notice containing the following information to the copyright agent: (1) your physical or electronic signature; (2) identification of the content that has been removed or to which access has been disabled and the location at which the content appeared before it was removed or disabled; (3) a statement that you have a good faith belief that the content was removed or disabled as a result of mistake or a misidentification of the content; and (4) your name, address, telephone number, and e-mail address, a statement that you consent to the jurisdiction of the federal court in the Western District of Washington and a statement that you will accept service of process from the person who provided notification of the alleged infringement. If a counter-notice is received by the copyright agent, we may send a copy of the counter-notice to the original complaining party informing that person that it may replace the removed content or cease disabling it in 10 business days. Unless the copyright owner files an action seeking a court order against the content provider, member or user, the removed content may be replaced, or access to it restored, in 10 to 14 business days or more after receipt of the counter-notice, at our sole discretion.
Our designated agent for notice of copyright infringement can be reached at:
Guided Fitness, Inc., Attention: Copyright Notice
1000 124th Avenue NE, Suite 100,
Bellevue, WA 98005
11. RESERVATION OF RIGHTS
Material on our Site is protected by rights of publicity, copyright, trademark, trade secret, and other proprietary rights and intellectual property laws as applicable. We, our affiliates, and our suppliers and licensors own all right, title, and interest, including all intellectual property rights, in and to the Service. Except for those rights expressly granted in these Terms, no other rights are granted, either express or implied, to you, and you may not sell, license, rent, modify, distribute, copy, reproduce, transmit, publicly display, publicly perform, publish, adapt, edit or create derivative works from such material. “guidedfitness.com” and “www.guidedfitness.com” are trademarks of Guided Fitness, Inc. and protected by federal and state law; you agree not to use such marks for any purpose, including but not limited to as metatags on other websites, in written materials or otherwise.
12. COMPLIANCE WITH LAWS
The Guided Fitness Service is of U.S. origin. You shall adhere to all applicable state, federal, local and international laws and treaties in all jurisdictions in which you use the Service, including all end-user, end-use and destination restrictions issued by U.S. and other governments and the U.S. Export Administration Act and its associated regulations. You will not upload any data or information to the Service for which you do not have full and unrestricted rights.
You have no obligation to give Guided Fitness any suggestions, comments or other feedback (“Feedback”) relating to the Service. or other current or potential Guided Fitness products or services. However, Guided Fitness may use and include any Feedback that you provide to improve the Service or other Guided Fitness products, services, software and technologies. Accordingly, if you provides Feedback, you grant Guided Fitness and its affiliates and subsidiaries a worldwide, non-exclusive, irrevocable, royalty-free, perpetual license to, directly or indirectly, use, reproduce, license, sublicense, distribute, make, have made, sell and otherwise commercialize the Feedback in the Service or other products, services, software and technologies. You further agrees not to provide any Feedback that (a) you know is subject to any patent, copyright or other intellectual property claim or right of any third party or (b) is subject to license terms which seek to require any products incorporating or derived from such Feedback, or other Guided Fitness intellectual property, to be licensed to or otherwise shared with any third party.
You shall indemnify and hold Guided Fitness, its suppliers and licensors harmless from and against any and all claims, costs, damages, losses, liabilities and expenses (including reasonable attorneys' fees and costs) arising out of or in connection with your use of the Service, your participation in Activities or breach of this Agreement. In the event Guided Fitness is required to seek legal remedies to enforce collection of any amounts due under this Agreement, you agree to reimburse for all additional costs associated with collection of that past due amount, including reimbursement of collection and attorney's fees.
THE SERVICE AND ALL DATA PROVIDED IN CONNECTION WITH THE SERVICES ARE PROVIDED STRICTLY ON AN “AS IS” BASIS. GUIDED FITNESS DOES NOT WARRANT THE COMPLETENESS OR ACCURACY OF DATA PROVIDED, AND YOU SHOULD INDEPENDENTLY VERIFY SUCH INFORMATION. DATA PROVIDED ON OR THROUGH THE SERVICE IS FOR GENERAL INFORMATION ONLY. ALL CONDITIONS, REPRESENTATIONS AND WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF MERCHANTABILITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE, OR SATISFACTORY RESULTS ARE HEREBY DISCLAIMED TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW BY GUIDED FITNESS, ITS SUPPLIERS AND ITS LICENSORS.
YOU ACKNOWLEDGE AND AGREE THAT SERVICE MAY BE SUBJECT TO INTERRUPTION, LIMITATIONS, DELAYS, AND OTHER PROBLEMS INHERENT IN THE USE OF INTERNET APPLICATIONS AND ELECTRONIC COMMUNICATIONS. GUIDED FITNESS IS NOT RESPONSIBLE FOR ANY SUCH DELAYS, DELIVERY FAILURES, OR ANY OTHER DAMAGE RESULTING FROM EVENTS BEYOND GUIDED FITNESS’S REASONABLE CONTROL, WITHOUT REGARD TO WHETHER SUCH EVENTS ARE REASONABLY FORESEEABLE BY GUIDED FITNESS.
16. LIMITATION OF LIABILITY
SUBJECT TO SECTION 17, BELOW, YOUR EXCLUSIVE REMEDY AND GUIDED FITNESS’, ITS SUPPLIERS’ AND LICENSORS’ TOTAL AGGREGATE LIABILITY RELATING TO, ARISING OUT OF, IN CONNECTION WITH, OR INCIDENTAL TO THIS AGREEMENT, WHETHER FOR BREACH OF CONTRACT, BREACH OF WARRANTY OR ANY OTHER CLAIM SHALL BE LIMITED TO THE ACTUAL DIRECT DAMAGES INCURRED BY YOU, UP TO THE GREATER OF THE AGGREGATE AMOUNTS PAID BY YOU AND RECEIVED BY GUIDED FITNESS HEREUNDER DURING THE TWELVE MONTHS IMMEDIATELY PRECEDING THE APPLICABLE CLAIM OR ONE HUNDRED US DOLLARS ($100). THE EXISTENCE OF MULTIPLE CLAIMS OR SUITS UNDER OR RELATED TO THIS AGREEMENT WILL NOT ENLARGE OR EXTEND THIS LIMITATION OF DAMAGES. YOU HEREBY RELEASE GUIDED FITNESS, ITS SUPPLIERS AND LICENSORS FROM ALL OBLIGATIONS, LIABILITY, CLAIMS OR DEMANDS IN EXCESS OF THIS LIMITATION. THE PROVISIONS OF THIS SECTION DO NOT WAIVE OR LIMIT GUIDED FITNESS’S ABILITY TO OBTAIN INJUNCTIVE OR OTHER EQUITABLE RELIEF FOR BREACH OF THIS AGREEMENT.
IN NO EVENT WILL GUIDED FITNESS BE LIABLE FOR ANY SPECIAL, CONSEQUENTIAL, INCIDENTAL, INDIRECT OR PUNITIVE DAMAGES, OR LOST PROFITS OR LOST REVENUE ARISING OUT OF OR RELATED TO THE SUBJECT MATTER OF THIS AGREEMENT OR THE USE OF OR INABILITY TO USE THE SERVICE. THE FOREGOING EXCLUSION AND LIABILITY LIMITATIONS APPLY EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND EVEN IN THE EVENT OF STRICT OR PRODUCT LIABILITY.
17. PARTICIPATION WAIVER AND RELEASE OF LIABILITY
You should always consult your physician or other healthcare provider before changing your diet or starting an exercise program. Guided Fitness does not guarantee results from physical fitness training or your use of the Service, and is not responsible for your success or lack of success in your training regimen. You acknowledge and agree that participating in fitness training sessions and classes (“Activities”) there is a risk of injury, and as consideration for the right to participate in the Activities, you waive any and all rights, claims, or causes of action of any kind whatsoever arising out of your participation in the Activities, and do hereby release and forever discharge Guided Fitness and any and all Fitness Venue Providers for any physical or psychological injury, including but not limited to illness, paralysis, death, damages, economical or emotional loss, that you may suffer as a direct result of your participation in any of the Activities, including traveling to and from an event related to the Activities.
YOU ARE VOLUNTARILY PARTICIPATING IN THE ACTIVITIES AND ENTIRELY AT YOUR OWN RISK. YOU ARE AWARE OF THE RISKS ASSOCIATED WITH THESE ACTIVITIES, WHICH MAY INCLUDE, BUT ARE NOT LIMITED TO, PHYSICAL OR PSYCHOLOGICAL INJURY, PAIN, SUFFERING, ILLNESS, DISFIGUREMENT, TEMPORARY OR PERMANENT DISABILITY (INCLUDING PARALYSIS), ECONOMIC OR EMOTIONAL LOSS, AND DEATH. YOU UNDERSTAND THAT THESE INJURIES OR OUTCOMES MAY ARISE FROM YOUR OWN OR OTHERS’ NEGLIGENCE. YOU ASSUME ALL RELATED RISK, BOTH KNOWN AND UNKNOWN, OF YOUR PARTICIPATION IN THE ACTIVITIES. YOU AGREE TO INDEMNIFY AND HOLD HARMLESS GUIDED FITNESS AND ANY AND ALL FITNESS VENUE PROVIDERS AGAINST ANY AND ALL CLAIMS, SUITS, OR ACTIONS OF ANY KIND WHATSOEVER FOR LIABILITY, DAMAGES, AND COMPENSATION BROUGHT BY YOU OR ON YOUR BEHALF, INCLUDING ATTORNEYS’ FEES AND ANY RELATED COSTS OF LITIGATION. SHOULD GUIDED FITNESS OR A FITNESS VENUE PROVIDER INCUR ANY COSTS FOR THESE TYPES OF EXPENSES, YOU AGREE TO REIMBURSE GUIDED FITNESS OR THE FITNESS VENUE PROVIDER, AS APPLICABLE. YOU ACKNOWLEDGE AND AGREE THAT GUIDED FITNESS AND ALL FITNESS VENUE PROVIDERS ARE NOT RESPONSIBLE FOR ERRORS, OMISSIONS, ACT, OR FAILURES OF ANY TRAINER CONDUCTING AN ACTIVITY.
This Agreement shall be governed by Washington law and controlling United States federal law, without regard to the choice or conflicts of law provisions of any jurisdiction to the contrary, and any disputes, actions, claims or causes of action arising out of or in connection with this Agreement or the Service shall be subject to the exclusive jurisdiction of the state and federal courts located in King County, Washington. No joint venture, partnership, employment, agency or exclusive relationship exists between the parties as a result of this Agreement or use of the Service. The failure of Guided Fitness to enforce any right or provision in this Agreement shall not constitute a waiver of such right or provision. Sections 1, 2, 3, 4, 5, 7, 9, 11, 13, 14, 15, 16, 17, and 18 will survive termination or expiration of this Agreement for any reason. If any part of this Agreement is found to be illegal, unenforceable, or invalid, your right to use the Service will immediately terminate, except for those provisions noted above which will continue in full force and effect. This Agreement may not be transferred or assigned by you to any third party, including by operation of law, without Guided Fitness’s prior written consent. This Agreement comprises the entire agreement between you and Guided Fitness and supersedes all prior or contemporaneous negotiations, discussions or agreements, whether written or oral, between the parties regarding the subject matter contained herein.