FIT EXPERT TERMS OF SERVICELast updated: July 22, 2020
PLEASE READ THIS LEGAL DOCUMENT CAREFULLY. FIT EXPERT LIMITED.
“Fit Expert provides an online fitness community and related products, services, content and features through Fit Expert websites,, and local country pages (the “Fit Expert Site(s)”), the interfaces on tablets connected to Fit Expert fitness. ( Fit Expert, Fit Expert’, desktop., or device ) and Fit Expert-controlled social media pages (including on Facebook, Instagram, Spotify and Twitter). To make these Terms easier to read, the Fit Expert Sites and social media pages are collectively called the “Fit Expert Service” or “the Services”. By registering as a member or by visiting, browsing, or using the Fit Expert Service in any way, you (as a “user”) accept and agree to be bound by these Terms of Service (“Terms”), which forms a binding agreement between you and Fit Expert.
PLEASE READ: THESE TERMS CONTAIN A BINDING ARBITRATION PROVISION AND CLASS ACTION WAIVER (SECTION 20). READ CAREFULLY, INCLUDING YOUR RIGHT, IF APPLICABLE, TO OPT OUT OF ARBITRATION. EXCEPT FOR CERTAIN TYPES OF DISPUTES DESCRIBED IN SECTION 20 BELOW, OR WHERE PROHIBITED BY LAW, BY ENTERING INTO THESE TERMS YOU EXPRESSLY AGREE THAT DISPUTES BETWEEN YOU AND FIT EXPERT WILL BE RESOLVED BY BINDING, INDIVIDUAL ARBITRATION, AND YOU HEREBY WAIVE YOUR RIGHT TO PARTICIPATE IN A CLASS ACTION LAWSUIT OR CLASS-WIDE ARBITRATION.
If you do not wish to be bound by these Terms, you may not access or use the Fit Expert Service. Certain elements of the Fit Expert Service may be subject to additional terms and conditions specified from time to time; your use of those elements of the Fit Expert Service is subject to those additional terms and conditions, which are incorporated into these Terms by this reference.
1. WHO MAY USE FIT EXPERT SERVICE
Age Requirement. You must be at least 18 years old, or the age of legal majority in your jurisdiction of residence, to register with and use the Fit Expert Service.
We may, in our sole discretion, refuse to offer the Fit Expert Service to any person or entity and change the eligibility criteria at any time. You are solely responsible for ensuring that these Terms are in compliance with all laws, rules and regulations applicable to you, and the right to access and use the Fit Expert Service is revoked where these Terms or use of the Fit Expert Service is prohibited or conflicts with any applicable law, rule or regulation. Further, the Fit Expert Service is offered only for your personal, non-commercial use, and not for the use or benefit of any third party.
2. LICENSE TO USE THE FIT EXPERT SERVICE
License. Subject to your compliance with these Terms and solely for so long as you are permitted by us to access and use the Fit Expert Service, Fit Expert grants you a limited, non-transferable, non-exclusive, revocable right and license to access and use the Fit Expert Service for your own personal, non-commercial purposes, a right which may not be assigned or sublicensed to anyone. This license includes the right to view Content (defined below) available on the Fit Expert Service. . This license will remain in effect unless and until you violate these Terms or this license is terminated by you or Fit Expert.
Restrictions. Except as expressly permitted in writing by an authorized representative of Fit Expert, you will not reproduce, redistribute, sell, transfer, create derivative works from, decompile, reverse engineer, or disassemble the Fit Expert Service, nor will you take any measures to interfere with or damage the Fit Expert Service. Unless otherwise specified, copying or modifying any Content or using Content for any purpose other than your personal, non-commercial use of the Fit Expert Service, including use of any such Content on any other website or networked computer environment, is strictly prohibited. All rights not expressly granted by Fit Expert in these Terms are reserved.
- What information we may collect about you;
- What we use that information for; and
- With whom we share that information.
4. MEMBERSHIP REQUIREMENTS REGISTRATION
To enjoy full access to the Fit Expert Service, you must register as a member of the Fit Expert Service and enter into a agreement for access to our live and on-demand classes, Content and features Your Agreement is also governed by the Membership Terms. You must provide complete and accurate registration information to Fit Expert, complete the Subscription process, and notify us if any of your information changes. If you fail to keep your account information up to date, we may have to suspend or terminate your Subscription.
In-Studio Classes. Participation in our in-studio live classes is subject to a fees for Fit Expert’s online Content. You must have an account registered on our website in order to sign up for classes.. Additional information about our classes is available on our website.
Profile Information and Picture. You may not use someone else’s name, or any name, location, other public profile information or image that violates any third party rights, is against the law, or that is offensive, obscene or otherwise objectionable (in Fit Expert’s sole discretion).
Account Security. You are responsible for all activity that occurs under your account, including any activity by unauthorized users. You may not allow others to use your account. You must safeguard the confidentiality of your password, and if you are using a device that others have access to, log out of your account after using the Fit Expert Service. If you become aware of an unauthorized access to your account, change your password and notify our Support team immediately.
5. MEMBERSHIP STRUCTURE AND FEES
Fit Expert will provide information on its then-current membership requirements on the Fit Expert Site and/or by other means through the Fit Expert Service. Features and prices are subject to change.
6. TERMINATION: ACCOUNT DELETION
Term. These Terms begin on the date you first use the Fit Expert Service and continue as long as you have an account with us and/or continue to use the Fit Expert Service.
Termination. Fit Expert may, in Fit Expert’s sole discretion, suspend, disable, or delete your account (or any part thereof) or block or remove any User Content (defined below) that you submitted, for any lawful reason, including if Fit Expert determines that you have violated these Terms or that your conduct or User Content would tend to damage Fit Expert’s reputation or goodwill. If Fit Expert deletes your account, you may not re-register for or use the Fit Expert Service under any other user name or profile. Fit Expert may block your access to the Fit Expert Service to prevent re-registration.
Effect of Termination / Account Deletion. Upon termination of these Terms all licenses granted by Fit Expert will terminate. The following sections survive termination: Privacy (Section 3), User Content (Section 8), Indemnification (Section 12), No Warranties (Section 15), Limitation of Liability (Section 16), Safety Warnings (Section 17), Intellectual Property (Section 18), Arbitration Requirement & Class Action Waiver (Section 20), Contracting Entities, Governing Law and Jurisdiction (Section 21), and all general provisions. In the event of account deletion for any reason, User Content may no longer be available and Fit Expert is not responsible for the deletion or loss of such User Content. For clarity, if you cancel your Subscription or it is terminated for any reason, you will lose access to all live and on-demand classes and any other Content or features provided through the Fit Expert Service. Fit Expert, in its sole discretion, may make available a very limited amount of Content or features to non-subscribers from time to time, and any use of that Content is governed by these Terms.
7. USER CONTENT
“Content” means text, graphics, images, music, software, audio, video, works of authorship of any kind, and information or other materials that are posted, generated, provided or otherwise made available through the Fit Expert Service; and (ii) ”User Content” means any content that users (including you) provide to be made available through the Fit Expert Service. Content includes, without limitation, User Content.
Any User Content, whether publicly posted or privately transmitted, is the sole responsibility of the person who originated such User Content. You represent that all User Content submitted by or on behalf of you is accurate, complete, up-to-date, and in compliance with these Terms and with all applicable laws, rules and regulations. You acknowledge that all Content, including User Content, accessed by you using the Fit Expert Service is at your own risk and you will be solely responsible for any damage or loss to you or any other party resulting therefrom. To the full extent permitted by law, we make no representations, warranties or guarantees with respect to any Content that you access on or through the Fit Expert Service.
As between you and Fit Expert, you represent that you own (or have all rights necessary to grant Fit Expert the rights below to) all User Content that you submit to the Fit Expert Service, and that Fit Expert will not need to obtain licenses from any third party or pay royalties to any third party in order to use such User Content. You grant Fit Expert a worldwide, perpetual, irrevocable, non-exclusive, sublicensable (through multiple tiers), transferable royalty-free license and right to use, copy, transmit, distribute, publicly perform and display (through all media now known or later created), edit, modify, and make derivative works from your User Content (including, without limitation, translations) for any purpose whatsoever, commercial or otherwise, without compensation to you. In addition, you waive any so-called “moral rights” or rights of privacy or publicity in your User Content. You further grant all users of the Fit Expert Service permission to view your User Content for their personal, non-commercial purposes. If you make suggestions to Fit Expert or through the Fit Expert Service about improving or adding new features or products to the Fit Expert Service or you otherwise provide feedback, product or service reviews or testimonials, you hereby grant to Fit Expert a worldwide, perpetual, irrevocable, non-exclusive, sublicensable (through multiple tiers), transferable royalty-free license and right to use, copy, modify, create derivative works based upon and otherwise exploit your suggestions, feedback, reviews and testimonials for any purpose (including for marketing), without any notice, compensation or other obligation to you.
You can remove your User Content by specifically deleting it. However, in certain instances, some of your User Content (such as posts or comments you make) may not be completely removed and copies of your User Content may continue to exist on the Fit Expert Service. We are not responsible or liable for the removal or deletion of (or the failure to remove or delete) any of your User Content.
9. GENERAL PROHIBITIONS AND FIT EXPERTS ENFORCEMENT RIGHTS
You agree not to do any of the following:
- Post, upload, publish, submit or transmit any User Content or engage in any activity that:
- infringes, misappropriates or violates a third party’s patent, copyright, trademark, trade secret, moral rights or other intellectual property rights, or rights of publicity or privacy;
- violates, or encourages any conduct that would violate, any applicable law or regulation or would give rise to civil liability;
- is fraudulent, false, misleading or deceptive;
- is defamatory, obscene, pornographic, vulgar or offensive;
- promotes discrimination, bigotry, racism, hatred, harassment or harm against any individual or group;
- is violent or threatening or promotes violence or actions that are threatening to any person, animal, or entity;
- exploits minors or
- promotes illegal or harmful activities or substances;
- Use, display, mirror or frame the Fit Expert Service or any individual element within the Fit Expert Service, Fit Expert’s name, any Fit Expert trademark, logo or other proprietary information, or the layout and design of any page or form contained on a page, without Fit Expert’s express written consent;
- Access, tamper with, or use non-public areas of the Fit Expert Service, Fit Expert’s computer systems, or the technical delivery systems of Fit Expert’s providers;
- Attempt to probe, scan or test the vulnerability of any Fit Expert system or network or breach any security or authentication measures;
- Avoid, bypass, remove, deactivate, impair, descramble or otherwise circumvent any technological measure implemented by Fit Expert or any of Fit Expert’s providers or any other third party (including another user) to protect the Fit Expert Service or Content;
- Bypass any territorial restrictions, including IP address-based restrictions, that may be applied to the Fit Expert Service;
- Attempt to access, scrape or search the Fit Expert Service or Content or download Content from the Fit Expert Service, including through the use of any engine, software, tool, agent, device or mechanism (including spiders, robots, crawlers, data mining tools, plugins, add-ons or the like), other than the software and/or search agents provided by Fit Expert or other generally available third-party web browsers;
- Send any unsolicited or unauthorized advertising, promotional materials, email, junk mail, spam, chain letters or other form of solicitation;
- Use any meta tags or other hidden text or metadata utilizing a Fit Expert trademark, logo URL or product name without Fit Expert’s express written consent;
- Use the Fit Expert Service or Content, or any portion thereof, for any commercial purpose or for the benefit of any third party or in any manner not permitted by these Terms or permitted expressly in writing by Fit Expert;
- Forge any TCP/IP packet header or any part of the header information in any email or newsgroup posting, or in any way use the Fit Expert Service or Content to send altered, deceptive or false source-identifying information;
- Attempt to decipher, decompile, disassemble or reverse engineer any of the software used to provide the Fit Expert Service or Content;
- Interfere with, or attempt to interfere with, the access of any user, host or network, including, without limitation, sending a virus, overloading, flooding, spamming, or mail-bombing the Fit Expert Service;
- Collect or store any personally identifiable information from the Fit Expert Service from other users of the Fit Expert Service without their express permission;
- Copy, use, index, disclose or distribute any information or data obtained from the Fit Expert Service, whether directly or through third parties (such as search engines), without Fit Expert’s express written consent;
- Alter, replicate, store, distribute or create derivatives from the Content available via the Fit Expert Service except as expressly permitted in writing by Fit Expert;
- Impersonate or misrepresent your affiliation with any person or entity;
- Access, use or exploit the Fit Expert Service in any manner (other than as expressly permitted by these Terms), including to build, develop (or commission the development of), replicate, or consult upon any product or service that may compete (directly or indirectly) with Fit Expert or the Fit Expert Service;
- Violate any applicable law or regulation; or
- Encourage or enable any other individual to do any of the foregoing.
You also agree to abide by the Fit Expert Community Guidelines and Moderation Policy, which can be found at https://www.Fit Expert.com/community-user-content-moderation-policy.
Although we’re not obligated to monitor access to or use of the Fit Expert Service or Content or to review or edit any User Content, we have the right to do so for the purpose of operating the Fit Expert Service, to ensure compliance with these Terms, to comply with applicable law or other legal requirements and to maintain the integrity and reputation of the Fit Expert Service and Fit Expert’s systems. We reserve the right, but are not obligated, to remove or disable access to any User Content, at any time and without notice, including, but not limited to, if we, at our sole discretion, consider any User Content to be objectionable or in violation of these Terms. We have the right to investigate violations of these Terms or conduct that affects the Fit Expert Service. We may also consult and cooperate with law enforcement authorities to prosecute users who violate the law.
10. MEMBER INTERACTIONS, DEALINGS WITH THIRD PARTIES
When interacting with other Fit Expert members, you should exercise caution and common sense to protect your personal safety and property, just as you would when interacting with other people you don’t know. You agree that Fit Expert is not responsible or liable for any loss, damage, injury, or other matters of any sort incurred as the result of such dealings.
You agree to indemnify, defend, and hold harmless Fit Expert and its directors, officers, employees, and agents, from and against all claims, damages, losses and costs that arise from or relate to
- your activities on the Fit Expert Service,
- any User Content submitted by or on behalf of you or
- your violation of these Terms.
- No Warranties
Fit Expert reserves the right to modify the Fit Expert Service, including, but not limited to updating, adding to, enhancing, modifying, removing or altering any Content or features of the Fit Expert Service, at any time, in its sole discretion. You are responsible for providing your own access (e.g., computer, mobile device, Internet connection, etc.) to the Fit Expert Service. Fit Expert has no obligation to screen or monitor any Content and does not guarantee that any Content available on the Fit Expert Service is suitable for all users or that it will continue to be available for any length of time.
Fit Expert provides the Fit Expert Service on an “AS IS” and “AS AVAILABLE” basis. You therefore use the Fit Expert Service at your own risk. Other than as expressly provided in writing by Fit Expert in connection with your purchase of a Fit Expert product, to the extent permitted by law, Fit Expert expressly disclaims any and all warranties of any kind, whether express or implied, including, but not limited to implied warranties of merchantability, fitness for a particular purpose, non-infringement, quiet enjoyment and any other warranty that might arise under any law. Without limiting the foregoing, Fit Expert makes no representations or warranties:
- That the Fit Expert Service is or will be permitted in your jurisdiction;
- That the Fit Expert Service will be uninterrupted or error-free;
- Concerning any Content, including User Content;
- Concerning any third party’s use of User Content that you submit;
- That the Fit Expert Service will meet your personal or professional needs;
- That Fit Expert will continue to support any particular feature of the Fit Expert Service; or
- Concerning sites and resources outside of the Fit Expert Service, even if linked to from the Fit Expert Service.
To the extent that another party may have access to or view Content on your device, you are solely responsible for informing such party of all disclaimers and warnings in these Terms. TO THE EXTENT ANY DISCLAIMER OR LIMITATION OF LIABILITY DOES NOT APPLY, TO THE FULLEST EXTENT PERMITTED BY LAW, ALL APPLICABLE EXPRESS, IMPLIED, AND STATUTORY WARRANTIES WILL BE LIMITED IN DURATION TO A PERIOD OF 30 DAYS AFTER THE DATE ON WHICH YOU FIRST USED THE FIT EXPERT SERVICE, AND NO WARRANTIES SHALL APPLY AFTER SUCH PERIOD.
12. LIMITATIONS OF LIABILITY
To the fullest extent permitted by law:
- Fit Expert shall not be liable for any indirect, incidental, special, consequential, punitive, or exemplary damages, including but not limited to damages for loss of profits, economic or pure economic losses, goodwill, use, data, service interruption, computer damage, system failure, inability to use the Fit Expert Service or Content or other intangible losses, even if a limited remedy set forth herein is found to have failed its essential purpose; and
- Fit Expert’s total liability to you for all claims, in the aggregate, will not exceed the amount actually paid by you to Fit Expert over the 12 months preceding the date your first claim(s) arose.
If you live in a jurisdiction that does not allow the exclusion or limitation of liability for consequential or incidental damages, the above limitation does not apply to you. To the extent that one or any aspect of Fit Expert’s limitations set out above does not apply, all remaining aspects survive. The exclusions and limitations of damages set forth above are fundamental elements of the basis of the bargain between Fit Expert and you.
13. SAFETY WARNINGS
THE FIT EXPERT SERVICE OFFERS HEALTH AND FITNESS INFORMATION AND IS DESIGNED FOR EDUCATIONAL AND ENTERTAINMENT PURPOSES ONLY. YOU SHOULD CONSULT YOUR PHYSICIAN OR GENERAL PRACTITIONER 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, GENERAL PRACTITIONER 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 ON THE FIT EXPERT SITE OR HEARD ON THE FIT EXPERT SERVICE. THE USE OF INFORMATION PROVIDED THROUGH THE FIT EXPERT SERVICE IS SOLELY AT YOUR OWN RISK AND IS NOT MEDICAL OR HEALTHCARE ADVICE.
NOTHING STATED OR POSTED ON THE FIT EXPERT SITE OR AVAILABLE THROUGH ANY FIT EXPERT SERVICE IS INTENDED TO BE, AND MUST NOT BE TAKEN TO BE, THE PRACTICE OF MEDICAL OR COUNSELING CARE. FOR PURPOSES OF THESE TERMS, THE PRACTICE OF MEDICINE AND COUNSELING INCLUDES, WITHOUT LIMITATION, PSYCHIATRY, PSYCHOLOGY, PSYCHOTHERAPY, OR PROVIDING HEALTH CARE TREATMENT, INSTRUCTIONS, DIAGNOSIS, PROGNOSIS OR ADVICE. THE FIT EXPERT SERVICE IS CONTINUALLY UNDER DEVELOPMENT AND, TO THE FULL EXTENT PERMITTED BY LAW, FIT EXPERT MAKES NO WARRANTY OF ANY KIND, IMPLIED OR EXPRESS, AS TO ITS ACCURACY, COMPLETENESS OR APPROPRIATENESS FOR ANY PURPOSE. IN THAT REGARD, DEVELOPMENTS IN MEDICAL RESEARCH MAY IMPACT THE HEALTH, FITNESS AND NUTRITIONAL ADVICE THAT APPEARS HERE. NO ASSURANCE CAN BE GIVEN THAT THE ADVICE CONTAINED IN THE FIT EXPERT SERVICE WILL ALWAYS INCLUDE THE MOST RECENT FINDINGS OR DEVELOPMENTS WITH RESPECT TO THE PARTICULAR MATERIAL.
In becoming a user of Fit Expert with the intent of using the Fit Expert Service, you affirm that either (A) all of the following statements are true:
- no physician or general practitioner has ever informed you that you have a heart condition or that you should only do physical activities recommended by a physician or general practitioner;
- you have never felt chest pain when engaging in physical activity;
- you have not experienced chest pain when not engaged in physical activity at any time within the past month;
- you have never lost your balance because of dizziness and you have never lost consciousness;
- you do not have a bone or joint problem that could be made worse by a change in your physical activity;
- your physician or general practitioner is not currently prescribing drugs for your blood pressure or heart condition;
- 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
- you do not know of any other reason you should not exercise; or
(B) your physician or general practitioner has been specifically consulted by you and approved of your use of the Fit Expert Service.
If applicable, you further affirm that
- you are not pregnant, breastfeeding or lactating; unless
- your physician or general practitioner has been specifically consulted and approved your use of the Fit Expert Service.
Fit Expert 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.
14. INTELLECTUAL PROPERTY ACKNOWLEDGEMENT
You acknowledge and agree that your use of the Fit Expert Services and any Content contained therein is dependent upon you agreeing to and abiding by the Fit Expert Intellectual Property and DMCA Policy at all times. You further acknowledge that the Fit Expert Service contains software and other content that is protected by copyrights, patents, trademarks, trade secrets or other proprietary rights, and that these rights are valid and protected in all forms, media and technologies existing now or hereafter developed. All Fit Expert-generated content, and content provided to Fit Expert by its partners and licensors, is copyrighted individually and/or as a collective work under the U.S. copyright laws and all applicable international copyright (or equivalent) laws in all jurisdictions and protected under other intellectual property laws worldwide; further, as between you and Fit Expert, Fit Expert own intellectual property rights in the selection, coordination, arrangement and enhancement of all content in the Fit Expert Service.
15. INTELLECTUAL PROPERTY USAGE AND REPORTING INFRINGEMENT
Fit Expert respects the intellectual property of others, and we ask our users to do the same. Each user is responsible for ensuring that their User Content does not infringe any third party’s right or other intellectual property rights. If you believe that the Fit Expert Service or any Content contains elements that infringe or misappropriate your copyrights or other intellectual property rights (or the intellectual property rights of others), please go to the Fit Expert Intellectual Property and DMCA Policy for directions on how to report it to us.
- ARBITRATION REQUIREMENT & CLASS ACTION WAIVER – IMPORTANT – PLEASE REVIEW AS THIS MAY AFFECT YOUR LEGAL RIGHTS. APPLICABLE TO THE FULL EXTENT PERMITTED BY LAW.
- Mandatory Arbitration of Disputes. We each agree that any dispute, claim or controversy arising out of or relating to these Terms or the breach, termination, enforcement, interpretation or validity thereof or the use of the Services or Content (collectively, “Disputes”) will be resolved solely by binding, individual arbitration and not in a class, representative or consolidated action or proceeding. You and Fit Expert agree that the U.S. Federal Arbitration Act (or equivalent laws in the jurisdiction in which the Fit Expert entity that you have contracted with is incorporated) governs the interpretation and enforcement of these Terms and that you and Fit Expert are each waiving the right to a trial by jury or to participate in a class action. This arbitration provision shall survive termination of these Terms.
- Exceptions and Opt-out. As limited exceptions to Section 20(a) above:
- you may seek to resolve a Dispute in small claims court if it qualifies; and
- we each retain the right to seek injunctive or other equitable relief from a court to prevent (or enjoin) the infringement or misappropriation of our respective intellectual property rights.
In addition, you will retain the right to opt out of arbitration entirely and litigate any Dispute if you provide us with written notice of your desire to do so by regular mail sent to the attention of Fit Expert’s Legal Department at the Fit Expert address set out in Section 24 below within 30 days following the date you first agree to these Terms.
- Initial Dispute Resolution and Notification. You agree that before initiating any Dispute or arbitration proceeding, we will attempt to negotiate an informal resolution of any dispute. To begin this process, before initiating any arbitration proceeding, you must send a Notice of Dispute (“Notice”) by certified mail to the attention of Fit Expert’s Legal Department at the Fit Expert address set out in Section 24 below. In the Notice, you must describe the nature and basis of the Dispute and the relief you are seeking. If we are unable to resolve the Dispute within 45 days after Fit Expert’s receipt of the Notice, then you or Fit Expert may initiate arbitration proceedings as set out below.
- Contracting Entities, Governing Law and Jurisdiction
Residents of the United Kingdom and Europe are contracting with Fit Expert Interactive UK Ltd for the Fit Expert Service. All other users are contracting with Fit Expert Interactive, Inc. unless otherwise specified in these Terms.
If your contract for the Fit Expert Service is with Fit Expert Interactive, Inc., these Terms shall be governed by the laws of the State of New York, United States of America, without regard to principles of conflicts of law. If your contract for the Fit Expert Service is with another Fit Expert entity, these terms shall be governed by the laws of the jurisdiction under which that Fit Expert entity is incorporated, without regard to principles of conflicts of law. The Uniform Commercial Code, the Uniform Computer Information Transaction Act, and the United Nations Convention of Controls for International Sale of Goods shall not apply.
16. INTERPRETATION; SEVERABILITY; WAIVER; REMEDIES
Headings are for convenience only and shall not be used to construe these Terms. If any term of these Terms is found invalid or unenforceable by any court of competent jurisdiction, that term will be severed from these Terms. No failure or delay by Fit Expert in exercising any right hereunder will waive any further exercise of that right. The waiver of any such right or provision will be effective only if in writing and signed by a duly authorized representative of Fit Expert. Fit Expert’s rights and remedies hereunder are cumulative and not exclusive.
17. SUCCESSORS; ASSIGNMENTS; NO THIRD PARTY BENEFICIARIES
These Terms are binding upon and will inure to the benefit of both parties and their respective successors, heirs, executors, administrators, personal representatives, and permitted assigns. You may not assign or transfer these Terms without Fit Expert’s prior written consent. Fit Expert may assign its rights, obligations and/or these Terms at any time in its sole discretion without notice to you.
You consent to receive all communications including notices, agreements, disclosures, or other information from Fit Expert electronically. Fit Expert may communicate by email or by posting to the Fit Expert Service. For support-related inquiries, you may email Support. For all other notices to Fit Expert, write to the following addresses:
120 Doggett Road
Attn: Legal Department
Nothing in these Terms or otherwise limits Fit Expert’s right to object to subpoenas, claims, or other demands.
We may update these Terms at any time, in our sole discretion. If we do so, we’ll let you know by, at a minimum, posting the updated Terms (as indicated by a revised “Last Updated” date at the top of this page) on the Fit Expert Site and/or through the Fit Expert Service. Modifications will be effective on the date that they are posted to the Fit Expert Site. It’s important that you review the Terms whenever we update them before you use the Fit Expert Service. If you continue to use the Fit Expert Service after we have posted updated Terms, you are agreeing to be bound by the updated Terms. If you don’t agree to be bound by the updated Terms, then, except as otherwise provided in Section 20(f) “Effect of Changes on Arbitration,” you may not use the Fit Expert Service anymore. Because the Fit Expert Service is evolving over time we may change or discontinue all or any part of the Fit Expert Service, at any time and without notice, at our sole discretion.
20. ENTIRE AGREEMENT
These Terms incorporate the following legal documents by reference, as well as any other policies or procedures referenced herein that are posted to the Fit Expert Site from time to time:
- Membership Terms
In the event of a conflict between any policies posted on the Fit Expert Service and these Terms, these Terms will control. These Terms represents the entire understanding between Fit Expert and you regarding the Fit Expert Service or Content and supersede all prior agreements and understandings regarding the same. If any provision of these Terms is held invalid or unenforceable by an arbitrator or a court of competent jurisdiction, that provision will be enforced to the maximum extent permissible and the other provisions of these Terms will remain in full force and effect.
21. FORCE MAJEURE
Neither Party shall be liable for any failure or delay in performance under these terms (other than for delay in the payment of money due and payable in accordance with these terms) for causes beyond the party’s reasonable control and not caused by that party’s fault, or negligence, including, but not limited to, “acts of God”, acts of government, flood, fire, civil unrest, acts of terror, strikes or other labor problems, computer attacks or malicious acts, such as attacks on or through the internet, any internet service provider, telecommunications or hosting facility, but in each case, only if and to the extent that the non-performing Party is without fault in causing such failure or delay, and the failure or delay could not have been prevented by reasonable precautions and measures and cannot reasonably be circumvented by the non-conforming Party through the use of alternate sources, workaround plans, disaster recovery, business continuity measures or other means. Dates by which performance obligations are scheduled to be met will be extended for a period of time equal to the time lost due to any delay so caused.