TERMS AND CONDITIONS OF USE
Last Revised: May 25, 2018
WORKING AGAINST GRAVITY US LLC, A TEXAS LIMITED LIABILITY COMPANY ("COMPANY", WE”, AND “US”) RESERVES THE RIGHT TO CHANGE ANY TERMS OR CONDITIONS AT ANY TIME, EFFECTIVE UPON THEIR POSTING. HOWEVER, IN THE RARE EVENT THAT WE MAKE A SUBSTANTIAL CHANGE THAT WOULD IMPACT HOW YOUR PERSONAL DATA IS USED OR OTHER IMPORTANT RIGHTS YOU HAVE, WE WILL INFORM YOU OF SUCH CHANGES BY SENDING YOU AN EMAIL TO YOUR ACCOUNT ON FILE AND/OR BY POSTING A PROMINENT NOTICE WITHIN THE MEMBERSHIP SITE TO GIVE YOU AN OPPORTUNITY TO DECIDE WHETHER TO ACCEPT SUCH CHANGES AND CONTINUE WITH OUR SERVICE, OR WHETHER YOU WISH TO DECLINE SUCH CHANGE AND CANCEL YOUR SERVICE.
COMPANY OR ITS SERVICE PROVIDERS, PARENTS, AFFILIATES AND BUSINESS ASSOCIATES MAY IMPOSE LIMITS ON CERTAIN FEATURES AND SERVICES OR RESTRICT YOUR ACCESS TO PARTS OR ALL OF THE SERVICES WITHOUT NOTICE OR LIABILITY; COMPANY MAY ALSO TERMINATE YOUR USE OF THE SERVICES AT ANY TIME IN ITS SOLE DISCRETION. IN THE RARE EVENT THAT COMPANY EVER DECIDES TO DISCONTINUE A PARTICULAR SERVICE YOU HAVE PAID FOR, COMPANY WILL EITHER FULFILL THE SERVICES FOR THE DURATION OF THE TERM THAT YOU PAID FOR, OR, IN COMPANY’S SOLE DISCRETION, WILL OFFER YOU A REFUND FOR THE SERVICES THAT WERE NOT YET RENDERED.
Except as specified elsewhere herein, Your use of the Services after any changes are implemented constitutes your acceptance of the changes. As a result, COMPANY encourages you to consult the Terms and Conditions each time you use any of the Services.
Please read carefully, and note our MANDATORY ARBITRATION PROVISION and WAIVER OF CLASS ACTION PROVISION.
- Use of Services; Ownership of Intellectual Property Rights
All text, photographs, images, illustrations, artwork, audio and video clips, design, software, graphic material, trademarks, service marks and trade names, and all intellectual property rights in and to such items on our Web Site and/or contained in the Services (hereinafter "Content") constitute the sole and exclusive property of COMPANY or its subsidiaries, affiliates, licensors and content providers (excluding any personal content that you provide or upload). Company is a licensee of the Seismic Software located at GetSeismic.com, has licensed such software from Working Against Gravity Technologies, LLC, and is authorized to grant sub-licenses to the Seismic Software. Upon paying the applicable fees for accessing the Content (including our nutrition coaching services and the Seismic Software), You are granted a personal, non-exclusive, non-assignable and non-transferable license to use the Content for non-commercial and personal, informational use only. The following acts are additionally prohibited without COMPANY’s prior written approval: copying of the Services or the Content or any portion, variations or derivatives thereof; reproduction, modification, creation of derivative works, display, performance, publication, distribution, dissemination, broadcast or circulation of any Content, in whole or in part (including without limitation, the display and distribution of the Content via a third party application or web site); and disassembling, decompiling, reverse engineering or otherwise modifying the Content.
As noted above, reproduction, copying, or redistribution for commercial purposes of any Content or design elements of the Services is strictly prohibited without the express written permission of COMPANY. For information on requesting such permission, please contact us using the contact information listed in the section entitled, “Contacting Us”.
- Ability to Accept Terms and Conditions
You affirm that you are either more than 18 years of age, or an emancipated minor, and are fully able and competent to enter into the terms, conditions, obligations, affirmations, representations, and warranties set forth in these Terms and Conditions, and to abide by and comply with these Terms and Conditions.
- Health Disclaimer
Please read the Health Disclaimer carefully regarding certain limitations of liability and health precautions you should be aware of. The Health Disclaimer is hereby incorporated by reference as part of these Terms and Conditions.
- Billing Procedures
- Billing Procedures. If you sign up for our coaching program, you agree and understand that you will be charged a recurring fee of $160 USD per month. By signing up for the coaching program, you are committing to a minimum of three months on the program. After those first three months, the membership automatically becomes a month-to-month membership that requires a cancellation notice to discontinue.
- Updating Your Credit Card. If you purchased the coaching program on COMPANY’s web site, you can access your account and update your information here: https://www.getseismic.com
- Cancellations. Once the initial 3-month commitment has expired, you can cancel at any time as long as you provide us with at least 5 days written notice to cancel your membership. To cancel your membership, you must send an email to firstname.lastname@example.org simply stating that you wish to cancel.
- No Refunds. All sales are final, and no refunds are available. The effectiveness of our program is largely determined by you and your commitment.
- Membership Site/ Additional User Conduct Guidelines
- For services that you purchase from COMPANY that are delivered through a membership site, you will be given a user name and password to access the coaching services and tools through the Seismic software that we have licensed from a third-party vendor. In such instances, you agree not to share your login information with other people who did not purchase the services. You will not sell access to the Services or duplicate and sell any of its content without written permission.
- You also agree and understand that either we or the third-party vendor we licensed the software from can terminate your access to the membership site at any time, in our sole discretion, such as for a violation of these Terms of Conditions.
- Where applicable, the Services are meant for informational purposes only. The Services are not intended as specific medical, legal, commercial, financial, tax or other professional advice. Use of the information from any of the Services are at your own risk.
- Your use of Content, unless otherwise stated, is for your own personal, non-commercial use. You may not distribute Content, print multiple copies, or use the Content for public display or performance unless otherwise stated.
- COMPANY requests that you not impede or inhibit any other User from using and enjoying the Services. Therefore, in using the Services, you agree not to: disrupt or interfere with the security of, or otherwise abuse, the Services, system resources, accounts, servers or networks connected to or accessible through the Services or affiliate linked web sites/services; upload, post, or otherwise transmit through or on the Services any viruses or other harmful, disruptive or destructive files; or transmit through or on the Services spam, chain letters, junk mail or other types of unsolicited mass e-mail to people or entities who have not agreed to be part of such mailings.
- COMPANY reserves the right to discontinue or modify without notice or liability, any portion of the Services. However, in the rare event that Company decides to discontinue a particular service you have paid for, Company will either fulfill the services for the duration of the term that you paid for, or in Company’s sole discretion, Company will offer you a refund for the services that were not yet rendered.
- You affirm, represent, and warrant that your participation on the Services and the content you submit does not relate to pornography, illegal activities of any kind, occult, hate, or racism. You also represent and warrant that content you submit does not violate the intellectual property rights of third parties. COMPANY reserves the right to make the final decision regarding what is appropriate. COMPANY further reserves the right to remove content or terminate your account without prior notice for a violation of this provision.
- You understand and agree not to provide false information about yourself, to impersonate another individual or provide misleading or false content.
- You agree that any ideas, suggestions, or improvements that you provide to COMPANY about the Services shall be owned by COMPANY and that COMPANY is free to include such ideas in future products without compensation to you.
- Third Party Links and Sites
In order to identify third party sites or resources, the Services may make use of third party trademarks, images or branding. Usage of these items does not imply endorsement or certification by the third party. Logos and trademarks displayed within the Services are the property of their respective owners and are used in accordance with existing agreements between COMPANY and the third party or by usage guidelines and policies set forth by the third party.
- Contacting Us
If you need to contact us for assistance related to your coaching and other services, you can email us at email@example.com.
If you need technical support with the Seismic software or to report a bug with the Seismic software, please contact our software vendor at firstname.lastname@example.org.
- Disclaimer of Warranties
USER EXPRESSLY AGREES THAT USE OF THE SERVICES IS AT USER'S SOLE RISK. NEITHER COMPANY, ITS PARENTS, AFFILIATES, EMPLOYEES, AGENTS, SERVICE PROVIDERS, THIRD PARTY INFORMATION PROVIDERS, LICENSORS OR THE LIKE, WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, SECURE OR ERROR FREE; NOR DO THEY MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICES, OR AS TO THE ACCURACY, RELIABILITY, SECURITY OR CONTENT OF ANY INFORMATION OR SERVICE CONTAINED IN OR PROVIDED THROUGH THE SERVICES.
THE SERVICES, ALL CONTENT AND INFORMATION PROVIDED THEREIN, AND ALL DOWNLOADABLE SOFTWARE IS PROVIDED ON AN "AS IS," "AS AVAILABLE" BASIS WITHOUT WARRANTIES OF ANY KIND, AND ALL SUCH WARRANTIES, WHETHER ORAL OR WRITTEN, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE ARE HEREBY DISCLAIMED AND EXPRESSLY NEGATED. NO ORAL ADVICE OR WRITTEN INFORMATION GIVEN BY COMPANY, ANY OF ITS PARENTS, AFFILIATES, EMPLOYEES, CONTRACTORS, AGENTS OR ANY SERVICE PROVIDERS, THIRD PARTY INFORMATION PROVIDERS, LICENSORS OR THE LIKE, SHALL CREATE A WARRANTY; NOR SHALL USER RELY ON ANY SUCH INFORMATION OR ADVICE. USER HEREBY ACKNOWLEDGES THAT COMPANY IS NOT RESPONSIBLE FOR ANY INTERCEPTED INFORMATION SENT VIA THE INTERNET, AND USER RELEASES COMPANY FROM ANY AND ALL CLAIMS ARISING OUT OF OR RELATED TO THE USE OF INTERCEPTED INFORMATION IN ANY UNAUTHORIZED MANNER.
- Limitation of Liability
UNDER NO CIRCUMSTANCES, INCLUDING NEGLIGENCE, SHALL COMPANY, ITS PARENTS, AFFILIATES, EMPLOYEES, AGENTS OR ANY THIRD PARTY INFORMATION PROVIDER, SERVICE PROVIDERS, LICENSOR, OR ANYONE ELSE INVOLVED IN CREATING, PRODUCING OR DISTRIBUTING THE SERVICES, BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, EXEMPLARY, ECONOMIC, PUNITIVE, LOST PROFIT, SPECIAL OR CONSEQUENTIAL DAMAGES OR FOR ANY DAMAGES THAT RESULT FROM OR ARE RELATED TO THE USE OF OR INABILITY TO USE THE SERVICES; OR THAT RESULT FROM MISTAKES, OMISSIONS, INTERRUPTIONS, DELETION OF FILES, ERRORS, DEFECTS, DELAYS IN OPERATION, OR TRANSMISSION, OR ANY FAILURE OF PERFORMANCE, WHETHER OR NOT LIMITED TO ACTS OF GOD, COMMUNICATIONS FAILURE, THEFT OR DESTRUCTION.
- Use of Apps
These Terms and Conditions apply to COMPANY’s apps as well. Use of COMPANY’s apps is also at your own risk. They are provided as a service to our members and guests, and COMPANY disclaims any and all responsibility for them. In order to use the apps, you must agree to the terms and conditions for use separately. COMPANY does not screen any users, so please use good judgment and common sense in deciding whom to meet or trust with your personal information. COMPANY does not provide contact details to other members through any of our apps and instead routes all messages through us. If at any time you wish to stop receiving messages from another member through a service such as Facebook, you can “block” them. You can also report threats, abuse or any other inappropriate conduct by contacting us using one of the methods listed in the Contacting Us section herein.
You agree to indemnify, defend and hold harmless, COMPANY, its parents, affiliates, employees, agents, third party information providers, service providers, licensors or the like and their respective officers, directors, employees, agents, licensors, representatives, and third party providers of the Services from and against all losses, expenses, damages and costs, including reasonable attorneys' fees, resulting from any violation of these Terms and Conditions. COMPANY reserves the right to assume, at its sole expense, the exclusive defense and control of any matter subject to indemnification, in which event you will fully cooperate with COMPANY in asserting any available defenses.
- Opt Out of Receiving Further Web Based Marketing
- Severability and Integration
These Terms and Conditions are not intended to alter the terms or conditions of any other agreement you may have with COMPANY or its affiliates, parents, service providers or business associates to the extent that those agreements govern issues other than your use of the Services.
Unless otherwise specified herein, this agreement constitutes the entire agreement between you and COMPANY with respect to these Services and supersedes all prior or contemporaneous communications between you and COMPANY with respect to the Services. If any part of these Terms and Conditions is held invalid or unenforceable, that portion shall be construed in a manner consistent with applicable law to reflect, as nearly as possible, the original intentions of the parties, and the remaining portions shall remain in full force and effect.
- Governing Law and Jurisdiction
These Terms and Conditions shall be governed by and construed in accordance with the laws of the State of Texas. You hereby consent to binding arbitration in the State of Texas to resolve any disputes arising under this Terms and Conditions.
- Arbitration of Disputes
Except for payment/collection issues or infringement of Company’s intellectual property, which can be heard by a court of competent jurisdiction, the parties agree that any dispute or claim in law or equity arising between them regarding the use of the Services or these Terms and Conditions, including any dispute regarding the enforceability or applicability of this arbitration provision, shall be decided by neutral, binding arbitration conducted in Travis County, Texas. The arbitrator shall be a retired judge, justice, or an attorney with at least ten (10) years of legal experience relating to the subject matter of this agreement, unless the parties mutually agree otherwise, who shall render an award in accordance with the substantive laws of Texas. In all other respects, the arbitration shall be conducted in accordance with the rules and procedures of the American Arbitration Association, subject to the parties being allowed limited discovery. Judgment upon the award of the arbitrator(s) may be entered in any court having jurisdiction.
NOTICE: BY USING THIS WEB SITE OR THE SERVICES OFFERED HEREUNDER, YOU ARE AGREEING TO HAVE ANY DISPUTE ARISING OUT OF THE MATTERS INCLUDED IN THIS “ARBITRATION OF DISPUTES” PROVISION DECIDED BY NEUTRAL ARBITRATION AND YOU ARE GIVING UP ANY RIGHTS YOU MIGHT POSSESS TO HAVE THE DISPUTE LITIGATED IN A COURT OR JURY TRIAL. YOU ARE GIVING UP YOUR JUDICIAL RIGHTS TO DISCOVERY AND APPEAL, UNLESS THOSE RIGHTS ARE SPECIFICALLY INCLUDED IN THE “ARBITRATION OF DISPUTES” PROVISION. IF YOU REFUSE TO SUBMIT TO ARBITRATION AFTER AGREEING TO THIS PROVISION YOU MAY BE COMPELLED TO ARBITRATE ANYHOW PURSUANT TO A COURT ORDER. YOUR AGREEMENT TO THIS ARBITRATION PROVISION IS VOLUNTARY. IF YOU DO NOT WISH TO AGREE TO ARBITRATION, THEN YOU MAY NOT USE THIS WEB SITE OR THE SERVICES OFFERED THROUGH THIS WEB SITE.
- Class Action Waiver
ARBITRATION OR ANY OTHER LEGAL ACTION ARISING IN CONNECTION WITH THE USE OF THIS WEB SITE, THE SERVICES OFFERED THROUGH THIS WEB SITE, OR THESE TERMS AND CONDITIONS MUST BE ON AN INDIVIDUAL BASIS. THIS MEANS NEITHER YOU NOR COMPANY MAY JOIN OR CONSOLIDATE CLAIMS BY OR AGAINST OTHER CUSTOMERS, OR LITIGATE IN COURT OR ARBITRATE ANY CLAIMS AS A REPRESENTATIVE OR MEMBER OF A CLASS OR IN A PRIVATE ATTORNEY GENERAL CAPACITY.
- Attorneys’ Fees
In any dispute, action, proceeding, or arbitration regarding the use of the Services or these Terms and Conditions, including the enforcement of any arbitration provision herein, the party prevailing in such action or proceeding shall be entitled to recover, in addition to any other award of damages or other remedies, its reasonable attorneys’ and experts’ fees, costs and expenses (including, without limitation, expenses for expert witnesses and all reasonable attorneys’ fees, costs and expenses upon appeal).