YOD TERMS OF SERVICE
EFFECTIVE NOVEMBER 15, 2021
- ACCEPTANCE OF TERMS
Welcome to YouFit On Demand (YOD), a digital subscription service of YF FC Operations, LLC ("YouFit" or "Company"). YouFit offers members and nonmembers a subscription video on demand service for on-demand online workouts. YouFit recommends that you read the following terms and conditions carefully. By accessing or using the YOD website, including any software or mobile applications made available by YouFit such as the App for YouFit on Demand services (the “YOD App”) (together, the YOD website and the YOD App are referred to in this Agreement as the "Website") and the services provided by the Website (“YOD Services”), however accessed or used, you agree to be bound by these terms (the "Terms of Service" or the "Agreement").
These terms contain an arbitration provision that requires 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. See DISPUTE RESOLUTION for full details.
- MEMBERSHIP AGREEMENT GOVERNS
This Agreement applies to your use of the Website only. If you enter or have already entered into any separate agreement with YouFit (for example, any club membership agreement, any coaching, personal training, nutrition, or corporate wellness agreement, any contest or promotion governed by specific rules, payment authorization form, or any waiver or consent form, regardless of how such separate agreements were initiated or executed (each, a “Membership Agreement”), then the terms of the Membership Agreement shall govern the use of those services between you and YouFit.
- PURCHASES AND PAYMENTS
Any payment made on the Website for a subscription to the YOD Services shall be governed by the terms of this Agreement. When you subscribe to the YOD Services on the Website, you agree to pay a monthly recurring subscription fee. Your subscription automatically renews every month. All purchases of YOD Services, including recurring charges, are final and non-refundable. You are solely responsible for any charges incurred in obtaining access to the Website, including without limitation charges from your Internet service provider and/or wireless carrier.
Sales and use taxes, as applicable by law, will be based on your location and our location and, purchase prices are inclusive of taxes. You will be responsible for paying any applicable taxes relating to your payments and will indemnify and hold harmless YF FC Operations, LLC and Intelivideo from your failure to pay any and all taxes, including sales tax, based on incorrect information provided by you. If you believe you are entitled to a refund of any taxes, you are solely responsible for such determination. Users initiating services through a YouFit club location as part of a Membership Agreement, may have alternate billing terms and conditions as set forth in the Membership Agreement.
If you have access to the YOD Services as part of a Membership Agreement, you may not owe any recurring fees for the YOD Services. See the terms of your Membership Agreement to verify your access via Premium+ Membership.
4. PAYMENT AUTHORIZATIONS
When you subscribe for the YOD Services using the Website, and authorize YouFit to charge to your bank account or credit card for the purchase, you understand that you are responsible for paying in full. All payments must be made in U.S. dollars and late fees or penalties for nonpayment will be set forth in the purchase terms you agree to at the time of purchase. In addition, you agree to pay all fees and costs, including but not limited to collection agency fees and reasonable attorneys’ and professionals’ fees, associated with any legal or collection action that YouFit institutes in order to recover unpaid fees under this Agreement. Any recurring payment authorization is valid and will remain in effect until the termination of your subscription in accordance with the terms of this Agreement. ALL SALES ARE FINAL AND NO REFUNDS WILL BE PROVIDED.
You authorize YouFit and its agents, including its third party payment processing companies ("YOD Agents"), to store the account or card information provided by you on or in relation to this Agreement and/or your Membership Agreement, as well as any other account or card information provided by you through any means to YouFit or its Agents (including information provided in person, online or over the phone) for purposes of making any payment in relation to this Agreement and/or your Membership Agreement (hereinafter, "Payment Information"). YouFit and/or its Agents will use the stored Payment Information to process payment of all dues, fees, taxes, purchases and incidental charges that are due or will become due, including all the monthly recurring charge due for access to the Website, fees identified in your Membership Agreement, membership-related obligations, retail transactions, personal training purchases, group exercise purchases, childcare fees, or other purchases. YouFit and/or its Agents may also use the stored Payment Information to process payments owed in relation to all subsequent agreements entered between you and YouFit. When your subscription under this Agreement will automatically renew at the end of the Term defined on the first page, the stored Payment Information will be used to process payments owed in relation to the renewal term and for any recurring charges for a YOD subscription under this Agreement. This consent to store Payment Information will not expire unless it is expressly revoked. The general cancellation and refund policies provided in this Agreement will apply to this consent. If any changes are made to the terms of this consent, an e-mail notifying you of such changes will be sent to the e-mail address provided by you in this Agreement or, if an e-mail is not provided, notice will be sent to the mailing address provided on your Membership Agreement.
- USER ACCOUNT, ACCURACY, AND SECURITY
You may be asked to provide a username, password, and possibly other information to secure your Account. You are entirely responsible for maintaining the confidentiality of your password. You may not use the username or password of any other person, nor may you share your username and password, nor may you circumvent any authentication mechanism requiring the entry of usernames, passwords, or any other information to gain unauthorized access to the Website. You agree to notify YouFit immediately of any unauthorized use of your Account. YouFit shall not be liable for any loss that you incur because of someone else using your Account, either with or without your knowledge. You may be held liable for any losses incurred by YouFit, its affiliates, officers, directors, employees, consultants, agents, and representatives due to someone else's use of your Account.
- STREAMING AND SUPPORT.
The Website is hosted by Intelivideo, which may also assist in the processing of our orders and monthly subscriptions. Intelivideo also fulfills all orders for digitally distributed content by making that content available for viewing. It will inform you of the device and system requirements for accessing this content. You are responsible for completing the digital download, and for all risk of loss of the content after download. You acknowledge that the resolution and quality of the content received will depend on a number of factors, including the type of device on which it is streamed and available bandwidth. If our web host detects that content we are digitally distributing on the Website may be interrupted or may otherwise not play properly due to bandwidth constraints or other factors, it may decrease the resolution and file size of the content in an effort to provide an uninterrupted viewing experience. While we strive to provide a high-quality viewing experience, neither we, nor Intelivideo, make any guarantee as to the resolution or quality of the content or that the YOD content will operate on your system or its components. If you have trouble accessing your order, please contact: email@example.com. If you have any other questions, please contact firstname.lastname@example.org.
7. PROPRIETARY RIGHTS
For purposes of this Agreement, “Content” means graphics, images, music, software, audio, video, text, works of authorship of any kind, and information or other materials that are streamed from, generated, provided or otherwise made available through the Website. You acknowledge and agree that the Content provided through the Website contain software and other proprietary and confidential information that is protected by copyrights, patents, trademarks, trade secrets and other proprietary rights, and that these rights are valid and protected in all forms, media and technologies existing now or hereafter developed. You further acknowledge and agree that Content contained in advertisements or information presented to you through the Website or by advertisers is protected by copyrights (each work by an individual copyright), trademarks, service marks, patents or other proprietary rights and laws in all jurisdictions in the US and internationally in some cases. Except as expressly permitted by applicable law or as authorized by YouFit or the applicable licensor (such as an advertiser), you agree not to modify, rent, lease, loan, sell, distribute, transmit, broadcast, publicly perform or create derivative works based on the Website or Content, in whole or in part. As between you and YouFit, YouFit owns or has a license to all intellectual property rights in the selection, coordination, arrangement, and enhancement of all content in the Website. You agree that all of the trademarks, trade names, service marks and other logos and brand features, and product and service names (collectively, “Marks”) contained in the Website or Content are trademarks and the property of either YouFit or are licensed to YouFit. Without YouFit’s prior permission, you agree not to display or use in any manner the Marks.
- NO MEDICAL ADVICE
You understand and agree that nothing on the Website or information provided through the Website is intended as or should be construed as medical advice. Nothing transmitted or contained in the YOD Services or through Content and exercise-related information provided by YouFit or its third-party contractors should be construed as medical advice, a medical test result or report or a diagnosis. YouFit is not a medical organization and cannot give you medical advice or any diagnosis. You are urged and advised to seek the advice of a physician before beginning any exercise or nutrition regimen.
By accessing and/or using the Website, including by doing so after accessing this Agreement, you represent and warrant that you are at least 18 years old, and are otherwise legally qualified to enter into and form contracts under applicable law.
These Terms were last updated as of the effective date set forth above. These Terms may change at any time, and in our sole discretion. If we change the Terms, we will either post new Terms on the Website with a new effective date or send them via email or other communications. It is important that you review the Terms whenever we modify them because if you continue to use the Website after we have posted modified Terms, you are indicating to us that you agree to be bound by the modified Terms. If you don’t agree to be bound by the modified Terms, then you should terminate your subscription to the YOD Services and discontinue using the Website. We are always striving to make the YouFit better and because the YOD Services are evolving over time, YouFit may change, add new features, or discontinue all or any part of the Website or the Content. This change may happen at any time and without notice.
Subject to your compliance with these Terms of Service, YouFit grants you a non-exclusive, non-sublicensable, revocable as stated in this Agreement, non-transferable license to access and use the Website. No part of the Website may be reproduced, duplicated, copied, modified, sold, resold, distributed, transmitted, or otherwise exploited for any commercial purpose without the prior express written consent of YouFit. All rights not expressly granted in this Agreement are reserved by YouFit. Without limitation, this Agreement grants you no rights to the intellectual property of YouFit or any other party, except as expressly stated in this Agreement. The license granted in this section is conditioned on your compliance with this Agreement. Your rights under this section will immediately terminate if, in the sole judgment of YouFit, you have breached any provision of this Agreement.
- NO RELIANCE ON THIRD PARTY CONTENT
Opinions, advice, statements, or other information made available through the Website by third parties are those of their respective authors or instructors, and should not necessarily be relied upon. They are solely responsible for their content. YouFit does not: (i) guarantee the accuracy, completeness, or usefulness of any third-party information accessible on or through the Website; or (ii) adopt, endorse, or accept responsibility for the accuracy or reliability of any opinion, advice, or statement made by a third party through the Website. Under no circumstances will YouFit be responsible for any loss or damage resulting from your reliance on information or other content posted through the Website transmitted to or by any third party.
- ASSUMPTION OF RISK; RELEASE
Physical activity, by its very nature, carries with it certain inherent risks that cannot be eliminated, regardless of the care taken to avoid injuries. Some exercises involve strenuous exertions of strength using various muscle groups, some involve quick movements involving speed and change of direction, and others involve sustained physical activity that places stress on the cardiovascular system. The specific risks involved in exercising varies from one activity to another, but in each activity the risks range from 1) minor injures such as scratches, bruises and sprains to 2) major injuries such as loss of sight, broken bones, joint or back injuries, concussions and heart attacks to 3) catastrophic injuries including paralysis and death.
You knowingly and freely assume all risk when using the Website. You, on behalf of yourself, your personal representatives, and your heirs, voluntarily agree to release, waive, discharge, hold harmless, defend, and indemnify YouFit and its owners, officers, directors, employees, agents, affiliates, consultants, representatives, sublicensees, successors, and assigns (collectively, the "Company Parties") from any and all claims, actions, or losses for bodily injury, property damage, wrongful death, emotional distress, loss of privacy, or other damages or harm, whether to you or to third parties, that may result from your use of the YOD Services.
- PROHIBITED CONDUCT
YouFit imposes certain restrictions on your use of the Website. Any violation of this section may subject you to civil and/or criminal liability. The following are expressly prohibited: (a) providing false, misleading, or inaccurate information to YouFit or any other person in connection with the Website; (b) impersonating, or otherwise misrepresenting affiliation, connection, or association with, any person or entity; (c) modifying or changing the placement and location of any advertisement posted through the Website; (d) harvesting or otherwise collecting information about users, including email addresses and phone numbers; (e) without express written permission from YouFit, using or attempt to use any engine, software, tool, agent, or other device or mechanism (including without limitation browsers, spiders, robots, avatars, or intelligent agents) to harvest or otherwise collect information from the Website for any use; (f) accessing content or data not intended for you, or logging into a server or account that you are not authorized to access; (g) attempting to probe, scan, or test the vulnerability of the Website, or any associated system or network, or breaching security or authentication measures without proper authorization; (h) interfering or attempt to interfere with the use of the Website by any other user, host, or network, including (without limitation) by submitting malware or exploiting software vulnerabilities; (i) forging, modifying, or falsifying any network packet or protocol header or metadata in any connection with, or transmission to, the Website (for example, SMTP email headers, HTTP headers, or Internet Protocol packet headers); (j) while using the Website, using ad-blocking or other content-blocking software, browser extensions, or built-in browser options designed to hide, block, or prevent the proper display of online advertising; (k) attempting to modify, reverse-engineer, decompile, disassemble, or otherwise reduce or attempt to reduce to a human-perceivable form any of the source code used by the Company and third parties in providing the Website, including without limitation any fraudulent effort to modify software or any other technological mechanism for measuring the number of impressions generated by individual content and/or the overall Website to determine and/or audit advertising revenues and payments, if applicable; (l) creating additional accounts to promote your (or another's) business, or causing others to do so; (m) removing any copyright, trademark or other proprietary rights notices contained in or displayed on any portion of the Website or the content that is streamed; or (n) paying anyone for interactions on the Website.
- INTELLECTUAL PROPERTY
You represent and warrant that, when using the Website, you will obey all applicable laws and respect the intellectual property rights of others. Your use of the Website is at all times governed by and subject to copyright and other intellectual property laws. You agree not to upload, post, transmit, display, perform, or distribute any content, information, or other materials in violation of any third party's copyrights, trademarks, or other intellectual property or proprietary rights.
If you are a copyright owner, or are authorized to act on behalf of one, please report alleged copyright infringements taking place on or through the Website by completing the following DMCA Notice of Alleged Infringement and delivering it to our Designated Copyright Agent. In accordance with the Digital Millennium Copyright Act of 1998, we will respond expeditiously to these allegations and take whatever action, in our sole discretion, we deem appropriate, including removal of the challenged material from the Website. The DMCA Notice of Alleged Infringement shall: Identify the copyrighted work that you claim has been infringed. Identify the material you claim is infringing and that is to be removed or disabled and provide information reasonably sufficient to permit us to locate the material, including at a minimum, if applicable, the URL of the link shown on the web site where such material may be found. Provide your mailing address, telephone number, and, if available, email address. Include both of the following statements in the body of the notice: “I hereby state that I have a good faith belief that the disputed use of the copyrighted material or reference or link to such material is not authorized by the copyright owner, its agent, or the law (e.g., as a fair use).” “I hereby state that the information in this notice is accurate and, under penalty of perjury, that I am the owner, or authorized to act on behalf of the owner, of the copyright or of an exclusive right under the copyright that is allegedly infringed.” Provide your full legal name and your electronic or physical signature. Deliver this notice, with all items completed, to our Designated Copyright Agent at YF FC Operations, LLC, 4032 W. Hillsboro Blvd., Deerfield Beach, FL 33442 or legal@YouFit.com.
- DISCLAIMERS, LIMITATION OF LIABILITY
YouFit, on behalf of itself and its licensors and suppliers, expressly disclaims any and all warranties, express or implied, regarding the Website and all content downloaded from the Website, arising by operation of law or otherwise, including without limitation any and all implied warranties of merchantability, fitness for a particular purpose, non-infringement, no encumbrance, or title, in addition to any warranties arising from a course of dealing, usage, or trade practice. Neither YouFit nor its licensors or suppliers warrants that the Website, its content or the YOD Services will meet your requirements, that by using the YOD Services you will achieve the fitness results you desire or positive changes in your health condition after using the YOD Services, or that the operation of the Website will be uninterrupted or error-free. YouFit disclaims all implied liability for damages arising out of the furnishing of the Website pursuant to this Agreement, including without limitation, mistakes, omissions, interruptions, delays, tortious conduct, errors, representations, or other defects arising out of the failure to the furnish the Website, whether caused by acts of commission or omission, or any other damage occurring. Neither YouFit nor its web host is responsible for your errors, errors in inputs or following instructions; Intelivideo does not independently verify the truthfulness or accuracy of any data or content input into the Website and is not responsible for any fraud, misrepresentation, negligence or misconduct by a user of the Website. Services may be temporarily unavailable for scheduled maintenance or for unscheduled emergency maintenance. We do not warrant that the content and your interaction on the Website will be uninterrupted or error free.
- Your Responsibility for Loss or Damage; Backup of Data.
You agree that your use of the Website is at your sole risk. You will not hold YouFit or its licensors and suppliers, as applicable, responsible for any loss or damage that results from your access to and/or use of the Website, including without limitation any loss or damage to any of your computers, mobile devices, including without limitations tablets and/or smartphones, or data. The Website may contain bugs, errors, problems, or other limitations.
- LIMITATION OF LIABILITY
IN CONSIDERATION OF YOUR RIGHTS TO ACCESS AND USE THE YOD SERVICE, AND ON BEHALF OF YOUR HEIRS, BENEFICIARIES, DISTRIBUTEES, LEGAL REPRESENTATIVES, SUCCESSORS, AND ASSIGNS, YOU HEREBY VOLUNTARILY AND KNOWINGLY, FOREVER WAIVE, RELEASE, COVENANT NOT TO SUE, DISCHARGE AND HOLD HARMLESS YOUFIT AND ITS OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS (COMPANY PARTIES) FROM, AND YOUFIT AND THE COMPANY PARTIES WILL NOT BE LIABLE TO YOU OR ANY OTHER PERSON FOR, ANY LOSSES OR DAMAGES, WHETHER DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, PUNITIVE, OR EXEMPLARY, INCLUDING FOR ANY PROPERTY LOSS OR DAMAGE, LOSS OF EARNINGS OR EARNING CAPACITY, PERSONAL INJURY, ILLNESS OR IMPAIRMENT, PHYSICAL PAIN, MENTAL ANGUISH, PARALYSIS, HEART ATTACK OR DEATH, ARISING OUT OF, IN CONNECTION WITH OR RELATED TO THESE TERMS, YOUR ACCESS TO AND USE OF THE YOD SERVICES, YOUR PURCHASES AND THE USE OR NON-USE OF ANY SERVICE, CONTENT OR PRODUCT PROVIDED OR OFFERED HEREUNDER, WHETHER RELATED TO EXERCISE OR NOT AND REGARDLESS OF LEGAL THEORY OR WHETHER ARISING IN OR BY STATUTE, TORT, CONTRACT, STRICT LIABILITY, BREACH OF WARRANTY OR OTHERWISE AND WHETHER SUCH LOSSES OR DAMAGES ARE KNOWN OR UNKNOWN TO YOU OR ANY OTHER PERSON; PROVIDED THAT THE FOREGOING RELEASE AND WAIVER OF LIABILITY SHALL NOT APPLY TO ANY LOSSES OR DAMAGES CAUSED BY OR RESULTING FROM THE NEGLIGENCE OF ANY YOUFIT OR COMPANY PARTY TO THE EXTENT SUCH DISCLAIMER IS PROHIBITED BY LAW. NONETHELESS, THIS RELEASE IS INTENDED BY BOTH PARTIES TO BE AS BROAD IN EFFECT AS ALLOWED BY LAW AND SHALL COVER OR INCLUDE ANY CLAIM OR DEMAND YOU HAVE, HAD OR EVER WILL HAVE. YOUFIT AND THE COMPANY PARTIES WILL NOT BE LIABLE FOR ANY PUNITIVE, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA, SERVICE INTERRUPTION, COMPUTER DAMAGE, SYSTEM FAILURE, THE COST OF SUBSTITUTE SERVICES OR OTHER INTANGIBLE LOSSES (EVEN IF YOUFIT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM: (a) THE USE OR THE INABILITY TO ACCESS OR USE THE WEBSITE; (b) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES; (c) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (d) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE WEBSITE; OR (e) ANY OTHER MATTER RELATING TO THE YOD SERVICES.
IN NO EVENT WILL YOUFIT’S TOTAL LIABILITY ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR FROM THE USE OF OR INABILITY TO USE THE YOD SERVICES OR WEBSITE EXCEED THE AMOUNTS YOU HAVE PAID TO YOUFIT FOR USE OF THE YOD SERVICES IN THE PREVIOUS 12 MONTHS OR ONE HUNDRED DOLLARS ($100) IF YOU HAVE NOT HAD ANY PAYMENT OBLIGATIONS TO YOUFIT, AS APPLICABLE. THE LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN YOUFIT AND YOU.
- EXCEPTIONS TO DISCLAIMERS AND LIMITATIONS
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. TO THE EXTENT ONE OR ANY ASPECT OF THE LIMITATIONS ABOVE DO NOT APPLY, ALL OTHER ASPECTS SURVIVE. THE EXCLUSIONS AND LIMITATIONS OF DAMAGES ARE PART OF THE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN YOU AND YOUFIT.
The above disclaimers, waivers, and limitations do not in any way limit any other disclaimer of warranties or any other limitation of liability in any other agreement between you and YouFit or between you and any of YouFit’s licensors and suppliers. Some jurisdictions may not allow the exclusion of certain implied warranties or the limitation of certain damages, so some of the above disclaimers, waivers, and limitations of liability may not apply to you. YouFit’s licensors and suppliers are intended third-party beneficiaries of these disclaimers, waivers, and limitations. No advice or information, whether oral or written, obtained by you through the Website or otherwise shall alter any of the disclaimers or limitations stated in this section.
Without limiting any indemnification provision of this Agreement, you (the "Indemnitor") agree to defend, indemnify, and hold harmless YouFit and the Company Parties (collectively, the "Indemnitees") from and against any and all claims, actions, demands, causes of action, and other proceedings (individually, "Claim", and collectively, "Claims"), including but not limited to legal costs and fees, and providing sole and exclusive control of the defense of any action to YouFit, including the choice of legal counsel and all related settlement negotiations, arising out of or relating to: (i) the relationship between you and YouFit, whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory; (ii) your breach of this Agreement, including without limitation any representation or warranty contained in this Agreement; (iii) your access to or use of the Website or YOD Services purchased thereon; (iv) your provision to YouFit or any of the Indemnitees of information or other data; (v) your violation or alleged violation of any foreign or domestic, international, federal, state, or local law or regulation; (v) your violations of the PROHIBITED USES regarding prohibited uses of the Website and other prohibited conduct; or (vii) your violation or alleged violation of any third party's copyrights, trademarks, or other intellectual property or proprietary rights. The Indemnitees each have the individual right, but not the obligation, to participate through counsel of their choice in any defense by you of any Claim as to which you are required to defend, indemnify, or hold harmless any, each, and/or all Indemnitees. You may not settle any Claim without the prior written consent of the concerned Company Parties.
- DISPUTE RESOLUTION
You agree that any dispute, controversy, or claim arising out of or relating in any way to this Agreement, including without limitation any dispute concerning the construction, validity, interpretation, enforceability, or breach of this Agreement (each, a “Claim”), shall be exclusively resolved by binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules. The place of the arbitration shall be Deerfield Beach, Florida and Florida law shall apply. In the event of a Claim arising out of or relating in any way to this Agreement, the complaining party shall notify the other party in writing thereof through a demand for arbitration which shall be made within a reasonable time after the Claim has arisen, and in no event shall it be made after two years from when the aggrieved party knew or should have known of the Claim. Judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. This arbitration clause shall also apply to any dispute, controversy, or Claim between the member and any third party with whom the Club contracts in order to perform its obligations or exercise its rights under this Agreement, including without limitations, its third-party payment processors.
You acknowledge that without this provision, you would have the right to sue in court with a jury trial or to participate in a class action.
Restrictions Against Joinder of Claims
You and YouFit agree that any arbitration shall be limited to each Claim individually. You and YouFit agree that each may only bring claims against the other in your or YouFit’s individual capacity and not as a plaintiff or class member in any purported class or representative proceeding.
If this specific provision is found to be unenforceable in a Court of Competent Jurisdiction, the Claim will still be finally and exclusively resolved by binding arbitration upon the election of either party, and any election to arbitrate by one party shall be final and binding on the other(s). In addition: (1) no arbitration shall be joined with any other arbitration, and (2) there is no right for any Claim to be arbitrated on a class-action basis or to employ class action procedures, and (3) there is no right of authority for any dispute to be brought in a purported representative capacity on behalf either of the general public or any other individuals.
Remedies in Aid of Arbitration; Equitable Relief
This agreement to arbitrate will not preclude you or YouFit from seeking provisional remedies in aid of arbitration, including without limitation orders to stay a court action, compel arbitration, or confirm an arbitral award, from a Court of Competent Jurisdiction. Furthermore, this agreement to arbitrate will not preclude you or YouFit from applying to a Court of Competent Jurisdiction for a temporary restraining order, preliminary injunction, or other interim or conservatory relief, as necessary. "Court of Competent Jurisdiction" means any federal or state court: (1) that has jurisdiction over the subject matter; and (2) that is located in Deerfield Beach, Florida.
Venue for any Judicial Proceeding This Agreement, including without limitation this Agreement's interpretation, shall be treated as though this Agreement were executed and performed in Florida, and shall be governed by and construed in accordance with the laws of Florida without regard to its conflict of law principles. The language in this Agreement shall be interpreted in accordance with its fair meaning and not strictly for or against either party.
The proper venue for any judicial action arising out of, relating to, or in connection with this Agreement will be the state and federal courts located in or nearest to Deerfield Beach, Florida. The parties stipulate to, and agree to waive any objection to, the personal jurisdiction and venue of such courts, and further expressly submit to extraterritorial service of process.
Without limiting any other provision of this Agreement, YouFit reserves the right to, in YouFit’s sole discretion and without notice or liability, deny use of the Website to any person for any reason, including without limitation for non-payment of any fees due under the Agreement, for revocation of the authorization of payment provided in this Agreement for recurring fees if the revocation is not replaced with a valid payment authorization, any breach or suspected breach of any representation, warranty, or covenant contained in this Agreement, or of any applicable law or regulation. This Agreement shall automatically terminate if you breach any of this Agreement's representations, warranties, or covenants. Such termination shall be automatic, and shall not require any action by YouFit.
You agree that your subscription to the Website will automatically renew monthly and that YouFit will automatically charge you the monthly recurring fee. To terminate this Agreement, follow the instructions below and submit your notice of termination at least thirty (30) days in advance of the renewal date. Questions? Call (888) 968-3481.
You may terminate this Agreement upon thirty days prior notice by sending an email to email@example.com. Termination requests may take up to thirty (30) days to become effective. Buyer is responsible for all fees that come due prior to a termination becoming effective, including all fees due within the 30-day termination period. You will receive full access to purchased periods.
Effect of Termination
Any termination of this Agreement automatically terminates all rights and licenses granted to you under this Agreement, including all rights to use the YOD Services. Upon termination, YouFit may, but has no obligation to, in YouFit’s sole discretion, rescind any services and/or delete from YouFit’s systems all your Personal Information and any other files or information that you made available to YouFit or that otherwise relate to your use of the Website. Upon termination, you shall cease any use of the YOD Services. After termination, YouFit reserves the right to exercise whatever means it deems necessary to prevent your unauthorized use of the Website, including without limitation technological barriers such as IP blocking and direct contact with your Internet Website Provider.
All notices required or permitted to be given under this Agreement must be in writing. YouFit shall give any notice by email sent to the most recent email address, if any, provided by the intended recipient to YouFit. You agree that any notice received from YouFit electronically satisfies any legal requirement that such notice be in writing. You bear the sole responsibility of ensuring that your email address on file with YouFit is accurate and current, and notice to you shall be deemed effective upon the sending by YouFit of an email to that address.
You shall give any notice to YouFit by submitting said notice to us at legal@YouFit.com.
These Terms constitutes the entire agreement between you and YouFit to govern your access to the Website and use of the YOD Services, superseding and replace any and all prior oral or written understandings or agreements between you and YouFit with respect to YOD. You also may be subject to additional terms and conditions that may apply when you become a member, use or purchase certain other YouFit services, affiliate services, third-party content or third-party software, or communicate with third parties such as advertisers.
Should any part of this Agreement be declared invalid, void, or unenforceable by a Court of Competent Jurisdiction, such decision shall not affect the validity of any remaining portion of this Agreement, which shall remain in full force and effect, and the parties acknowledge and agree that they would have executed the remaining portion without including the part so declared by a Court of Competent Jurisdiction to be invalid, void, or unenforceable.
This Agreement may only be modified by a written amendment signed by an authorized executive of YouFit, or by the unilateral amendment of this Agreement by YouFit along with the posting by YouFit of that amended version.
A waiver by either party of any term or condition of this Agreement, or any breach, in any one instance, will not waive that term or condition or any later breach.
This Agreement and all of your rights and obligations under it will not be assignable or transferable by you without the prior written consent of YouFit. This Agreement will be binding upon and will inure to the benefit of the parties, their successors, and permitted assigns.
You and YouFit are independent contractors, and no agency, partnership, joint venture, or employee-employer relationship is intended or created by this Agreement.
No Third Party Beneficiaries.
There are no third-party beneficiaries to this Agreement, with the following exceptions: YouFit and its affiliates, Indemnitees, and YouFit’s licensors and suppliers (to the extent expressly stated in this Agreement).
You acknowledge and agree that any actual or threatened breach of this Agreement or infringement of proprietary or other third-party rights by you would cause irreparable injury to YouFit and YouFit’s licensors and suppliers, and would therefore entitle YouFit or YouFit’s licensors or suppliers, as the case may be, to injunctive relief.
The headings in this Agreement are for convenience only, and shall have no legal or contractual effect.
We are taking all necessary steps to ensure that the information contained in the site is accurate. However, we cannot guarantee its accuracy. Thank you for checking all details at your YouFit location.
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By executing this Agreement, You authorize YouFit and its agents, including its third party payment processing companies ("YOD Agents"), to store the account or card information provided by You on or in relation to this Agreement and/or Your Membership Agreement (as defined in this Agreement) as well as any other account or card information provided by You through any means to YouFit or its Agents (including information provided in person, online or over the phone) for purposes of making any payment in relation to this Agreement and/or Your Membership Agreement (hereinafter, "Payment Information"). YouFit and/or its Agents will use the stored Payment Information to process payment of all dues, fees, taxes, purchases and incidental charges that are due or will become due, including all the monthly recurring charge due for access to the Website, fees identified in Your Membership Agreement, membership-related obligations, retail transactions, personal training purchases, group exercise purchases, childcare fees, or other purchases. YouFit and/or its Agents may also use the stored Payment Information to process payments owed in relation to all subsequent agreements entered between You and YouFit. The fixed dates or intervals on which transactions will be processed and the transaction amounts (including all associated fees, taxes and charges) and/or a description of how they will be calculated, are more specifically set forth in the Agreement. If Your Membership Agreement will automatically renew at the end of the Term defined therein, the stored Payment Information will be used to process payments owed in relation to the renewal term and for any recurring charges for a YOD subscription under this Agreement. This consent to store Payment Information will not expire unless it is expressly revoked. The general cancellation and refund policies provided in this Agreement will apply to this consent. If any changes are made to the terms of this consent, an e-mail notifying you of such changes will be sent to the e-mail address provided by You in the Agreement or, if an e-mail is not provided, notice will be sent to the mailing address provided on Your Membership Agreement.