Effective Date: Jan 13, 2020 (v. 1.0)
CorpFit is a personal data administrator registered under the Personal Data Protection Act. CorpFit Ltd. undertakes to take all possible measures to ensure the privacy of personal data provided by users of the site, and not to disclose it, except when required by government bodies or officials authorized by law to require and collect information containing personal data and in compliance with the statutory order.
Due to the nature of the Internet as a global network, information sharing may not always be fully secure and guarantees cannot be given that any part of the information will not fall into unauthorized persons. Also, no system is absolutely secure and protected from hacking or data manipulation.
CorpFit may provide statistics on traffic to the site of advertisers / advertising agencies that maintain statistics on the number of entries and more. consumer actions on their advertising banners and links, as well as produce internal statistics for direct marketing purposes (theirs and that of their partners).
(3) PLATFORM ACCESS AND ACCOUNT REGISTRATION
(4) CORPFIT SUBSCRIPTION PLANS/MEMBERSHIP LEVELS AND PAYMENT
1. Subscription Plan/membership levels and Subscription Management
a. Plan Scope and Term . The CorpFit subscription plan you purchase, register for, order,
or renew includes the features set forth on https://www.corp.fit/membership-account/membership-levels/ http://www.corp.fit/membership-account/membership-levels/ (e.g., Basic, Premium) (each, a “ Plan ”). CorpFit grants you, and you alone, access to the Platform for the subscription term length set forth at the time of redemption or purchase during online checkout (the “ Initial Term ”) in strict accordance with these Terms. If you purchase a monthly plan, your Initial Term is one month from the date of purchase, whereas the purchase of an annual plan results in a one year Initial Term. Any renewal of the Initial Term (or a Renewal Term), whether such renewal occurs by way of your automatic renewal or online checkout, or otherwise, shall be deemed a
“ Renewal Term ”, and together with the Initial Term, the “ Term ”, as applicable.
b. Automatic Renewal . YOU UNDERSTAND AND AGREE THAT AT THE END OF EACH APPLICABLE TERM WE WILL AUTOMATICALLY RENEW YOUR PLAN (INCLUDING ALL SUBSCRIPTIONS ON YOUR PLAN AT THAT TIME) FOR A PERIOD EQUAL TO THE INITIAL TERM AND PROCESS YOUR PAYMENT METHOD OR INVOICE FOR PAYMENT FOR THE RENEWAL TERM UP TO THIRTY DAYS PRIOR TO YOUR RENEWAL DATE AT THE THEN-APPLICABLE PRICE FOR YOUR PLAN.
2. Payment . Access to the Platform is expressly conditioned on timely payment of the then-applicable fee for the Plan in the amount and on the billing frequency set forth during online checkout. Your use of and access to the Platform is expressly conditioned upon timely payment of the applicable fee(s) associated with your Plan and governed by these Terms. We reserve the right to increase or decrease any fee at any time; however, to the extent you have paid your fee(s) in advance, the increase or decrease will not become effective for your subscription Plan or service until the end of your current Term.
3. Payment Method . By registering for, subscribing to, or purchasing a Plan and providing billing information, you grant us and our authorized third-party payment processor(s) the right to process payment using the debit card, credit card, bank information, third-party payment provider you provide, authorize, or maintain on your account (individually, and collectively, “ Payment Method ”) if applicable.
a. Chargebacks . If you file a chargeback disputing charges made to Payment Method by CorpFit and the chargeback is granted, your account will be deactivated.
b. Excess Use. If you use the Platform or services in violation of the scope granted hereunder, including but not limited to unauthorized rotation of your subscription to others (“ Excess Use ”), CorpFit may, in its sole discretion, invoice you for the Excess Use, at our current list price for subscriptions and/or services for such Excess Use.
(5) FREE TRIAL
You agree to provide your Payment Method during online checkout before beginning your free trial. We will not process your Payment Method for payment of your fee during your free trial though you may see an authorization on your Payment Method--see Section “PAYMENT”. On the last day of your free trial we will convert your free trial into a paid Plan and process your Payment Method for the applicable fee on the billing frequency chosen during online checkout. From that date on, the automatic renewal provisions set forth in Section PAYMENT(3) will also apply. By providing your Payment Method in conjunction with registration for a free trial, you agree to these charges and billing practices. If you do not wish to be charged, you must cancel before the end of your free trial. Upon cancellation of your free trial, your access to the Platform will terminate immediately.
(6) PROPRIETARY MATERIALS
(a) Use of CorpFit’s Proprietary Materials . The Platform contains copyrighted materials, trademarks, proprietary and confidential information, and intellectual property of CorpFit (collectively, “ Proprietary Materials ”), including without limitation video, text, photos, graphics and images. You agree not to modify, publish, transmit, participate in the transfer or sale of, create derivative works of, or in any way exploit, in whole or in part, any Proprietary Materials. Proprietary Materials may only be accessed through the Platform, and not by or from any other site or means. The right of access to the Platform does not grant to you any right to download or store any Proprietary Materials in any medium, other than (i) that downloadable content that may be provided for certain training courses, including exercise files, course slides (ii) files that are automatically cached by your web browser for display purposes, and (iii) if we provide desktop, mobile, or other applications for download, a single copy of such application for your computer or mobile device solely for your own, personal use, provided you agree to be bound by these Terms and the end user license agreement below (collectively, the “ Authorized Downloadable Materials ”). Authorized Downloadable Materials are held by you pursuant to a limited revocable license only, and are subject to all restrictions described herein, including the prohibition on further transfer, sale, creation of derivative works, or exploitation in any manner.
(b) End-user License Agreement . CorpFit grants to you a non-exclusive license for the use and installation of the Authorized Downloadable Materials subject to all the terms and conditions as set forth in the Terms. This license governs any and all software upgrades or additional features provided by CorpFit that would replace or supplement the original installed version of the Authorized Downloadable Materials, unless those other upgrades or features are covered under a separate license, in which case those terms govern.
(c) Reservation of Rights . CorpFit reserves all intellectual property rights to the Proprietary Materials, other than as specifically granted under the applicable license granted you under these Terms. No posting, copying, transmission, retransmission, distribution, redistribution, publication, republication or otherwise reproducing, storing, transmitting, modifying, or commercially exploiting any Proprietary Materials in any form or by any means, for any purpose, is permitted without our express written permission.
(d) CorpFit Copyright and Marks . The entire Platform is protected by copyright. Complying with all applicable copyright laws is your responsibility. “CorpFit” logos are service marks and trademarks of CorpFit.
(e) Third-Party Marks . Other trademarks, service marks and logos used on the Site are the trademarks, service marks or logos of their respective owners. CorpFit is using these third party trademarks, service marks or logos with the permission of the trademark owner or for identification purposes only.
(f) Violation of Copyright or Intellectual Property Laws. We respect the intellectual property of others, and we ask our users to do the same. We may, in appropriate circumstances and at our sole discretion, remove or disable access to any materials on the Platform that we believe (or are notified) may infringe on the rights of others. If you believe that your work has been copied in a way that constitutes copyright infringement or otherwise infringes on your intellectual property rights, please report it to us promptly by way of the procedures that we maintain at http://www.corp.fit /copyright-procedure .
(7) USER CONTENT
(a) The Platform may provide you with the ability to upload, post, submit, publish, or transmit information to the Platform, other users, or to third parties (“ User Content ”).
(i) Unless otherwise noted, all User Content you submit to the Platform or that is otherwise made available to CorpFit will be considered confidential and proprietary.
(ii) To the extent that you provide any User Content, you represent and warrant that (a) you have all necessary rights, licenses and/or clearances to provide such User Content as provided above, (b) such User Content is accurate and reasonably complete, (c) as between you and CorpFit, you are responsible for the payment of third-party fees, if any, related to the provision and use of such User Content, (d) such User Content does not and will not infringe or misappropriate any third-party rights or constitute a fraudulent statement or misrepresentation or unfair business practices, (e) you are responsible for any User Content you upload or provide to the Platform and for complying with applicable laws relating thereto, including export control regulations, and (f) you agree to comply with all applicable rules regarding online conduct and acceptable content we may post on the Platform from time to time, including those set forth in Section 10 below (e.g. uploads in the Forum).
(iii) User Content that is submitted within certain areas of the Platform, such publicly-available channels or blog posts, will be considered non-confidential and non-proprietary, and by so doing, you hereby grant us and our affiliates and service providers, and each other and our respective licensees, successors, and assigns the right to use, reproduce, modify, perform, display, distribute, and otherwise disclose to third parties any such material.
(b) Monitoring and Enforcement . We have the right to:
(i) remove or refuse to post any User Content for any or no reason in our sole discretion; (ii) take any action with respect to any User Content that we deem necessary or appropriate in our sole discretion, including if we believe that such User Content violates these Terms, infringes any intellectual property right or other right of any person or entity, threatens the personal safety of users of the Platform or the public, or could create risk or liability for CorpFit; (iii) disclose your identity or other information about you to any third party who claims that material posted by you violates their rights, including their intellectual property rights or their right to privacy;
(iv) take appropriate legal action, including without limitation referral to law enforcement for any illegal or unauthorized use of the Platform; and (v) terminate or suspend your access to all or part of the Platform for any violation of these Terms.
(c) Notwithstanding anything to the contrary, we have no obligation to review any User Content or materials before they are posted on the Platform, and we cannot ensure prompt removal of objectionable material after it has been posted. Accordingly, we assume no liability for any action or inaction regarding transmissions, communications, or content provided by any user or third party, and we have no liability or responsibility to anyone for performance or nonperformance of the activities described in this Section.
We welcome and encourage you to provide feedback, comments, and suggestions for improvements to the Platform. You acknowledge and agree that any and all feedback provided by way of the Platform or otherwise will be the sole and exclusive property of CorpFit, and you hereby irrevocably assign to CorpFit and agree to irrevocably assign to CorpFit all of your right, title, and interest in and to all feedback, including without limitation all worldwide patent rights, copyright rights, trade secret rights, and other proprietary or intellectual property rights therein. At our request and expense, you will execute documents and take such further acts as we may reasonably request to assist CorpFit to acquire, perfect, and maintain its intellectual property rights and other legal protections for the feedback.
(9) CorpFit “DOs” and “DON’Ts”
As a condition of using the Platform, you agree to adhere and abide to the following DOs and DON’Ts.
(a) DOs (Your Obligations) . You acknowledge and agree that you will :
(i) comply with all applicable federal, state, local, or international law or regulations(including without limitation any laws regarding copyright, intellectual property, privacy and personal identity, or the export of data or software to and from the U.S. or other countries);
(ii) provide true and accurate information to us and keep it updated;
(iii) use all portions on the Platform in a respectful manner;
(iv) exit from your account at the end of each session or use of the Platform; and
(v) use your subscription for non-commercial home or personal use only.
(b) DON’Ts (Prohibited Conduct) . You acknowledge and agree that you will not :
(i) reproduce, redistribute, transmit, assign, sell, broadcast, rent, share, lend, modify, adapt, edit, create derivative works of, license, capture, download, save, upload, print, or otherwise transfer or retain information or content available on the Platform other than with regard to Authorized Downloadable Materials, subject to the limited permissions set forth herein;
(ii) manually or systematically harvest, scrape, collect or otherwise extract information or data contained on the Platform, other than permitted use of Authorized Downloadable Materials or temporary storage of video materials for offline viewing (if permitted by your Plan).
(iii) permit or provide others access to the Platform;
(iv) impersonate or attempt to impersonate CorpFit, a CorpFit employee, another user, or any other person or entity (including without limitation by using e-mail addresses or account information associated with any of the foregoing) or provide incorrect or knowingly false information;
(v) remove or modify any copyright, trademark, legal notices, or other proprietary notations from the Proprietary Materials or any other content available on the Platform;
(vi) violate or attempt to violate the Platform’s security mechanisms, attempt to gain unauthorized access to the Platform or assist others to do so, or otherwise breach the security of the Platform or corrupt the Platform in any way;
(vii) co-brand or frame the Platform or establish a link in such a way as to suggest any form or association, approval, or endorsement on our part, without the prior express written permission of an authorized representative of CorpFit;
(viii) use any portion of the Platform to aid in transmitting, or procure the sending of, any advertising or promotional material, including any “junk mail”, “chain letter”, or “spam” or any other similar solicitation;
(ix) post to any portion of the Platform any inappropriate, offensive, racist, hateful, sexist, pornographic, false, misleading, infringing, defamatory, or libelous content;
(x) use the Platform or its contents (including User Content) to recruit, solicit, or contact in any form other users or potential users for employment or contracting for a business not affiliated with us without the prior express written permission of an authorized representative of CorpFit;
(xi) use or attempt to use the Platform to store or transmit software viruses, worms, time bombs, Trojan horses, or any other computer code, files, or programs designed to interrupt, destroy, or limit the functionality of any computer software, hardware, or telecommunications equipment;
(xii) engage in any conduct that restricts or inhibits anyone’s use or enjoyment of the Platform, or which, as determined by us, may harm us or users of the Platform or expose them to liability; and/or
(xiii) use the Platform in any manner that could disable, overburden, damage, or impair the Platform, interfere with any other party’s use of the Platform (including their ability to engage in real time activities through the Platform), or otherwise attempt to interfere with the proper working of the Platform.
(c) Restricted Use of Platform . We reserve the right to monitor use of the Platform and to suspend, revoke, deny, disable, or terminate your access if you violate any provisions of these Terms (including, but not limited to the DOs and DON’Ts above) or if your or behavior exceeds reasonable limits, as determined in our sole discretion.
(d) Export Controls . The Platform and its features are subject to United States export controls. No Platform content or materials may be downloaded or exported (i) into (or to a resident of) Cuba, Sudan, North Korea, Iran, Syria, the Crimea region of the Ukraine or any other country subject to an applicable embargo or other trade restriction by any government regulatory agency having jurisdiction, or (ii) by or to any person or entity on the United States Treasury Department’s list of Specially Designated Nationals (SDN) or the United States Commerce Department’s Consolidated Screening List (CSL). By accessing or using the Platform, you represent and warrant that you are not located in, under the control of, or a national or resident of any such country or on any such list. Although the Platform may be accessible worldwide, we make no representation that the Platform is appropriate or available for use in locations outside the United States, and accessing the Platform from territories where its contents or materials are illegal, is prohibited. Those who choose to access the Platform from other locations do so at their own initiative and are responsible for compliance with local laws. Any offer for any product, service, and/or information made in connection with the Platform is void where prohibited.
(10) REPRESENTATION, WARRANTIES, AND COVENANTS
(a) Your Representations and Warranties . You represent and warrant that:
(i) You are over the age of 16 as all portions of the Platform are intended for only individuals over 16. If you are under 16 years of age, you may not register for an account or otherwise use the Platform;
(ii) You are solely responsible for all service, telephony, data charges, and other fees and costs associated with your access to and use of the Platform, including without limitation maintaining all internet, browser software and extensions, computer hardware, telephone, and other equipment required for such access.
(b) Authority . You and CorpFit each represent, warrant, and covenant that it has the full power and authority to:
(i) enter into an agreement subject to these Terms; (ii) perform its obligations hereunder, and that its performance hereunder does not conflict with, limit, or be contrary to any other agreement; (iii) and that by so doing, it does not violate any applicable laws or any contractual relationship.
(c) CorpFit Intellectual Property . We represent, warrant, and covenant that:
(i) we have and will have all rights, titles, licenses, intellectual property, permissions and approvals necessary in connection with our performance under these Terms to grant you rights granted hereunder; and
(ii) neither the Platform (including the Proprietary Materials), nor the provision or utilization thereof as contemplated under these Terms , will infringe, violate, trespass or in any manner contravene or breach or constitute the unauthorized use or misappropriation of any intellectual property of any third party.
(d) Reliance and Functionality . CorpFit does not warrant that the content or functions of the Platform will meet your requirements or that the operation of the Platform will be uninterrupted or error free. The content and materials presented on or through the Platform is made available solely for general information purposes. We do not warrant the accuracy, completeness, or usefulness of this information. Any reliance you place on such information is strictly at your own risk. We disclaim all liability and responsibility arising from or related to any reliance placed on our materials by you or any other visitor to the Platform, or by anyone who may be informed of any of its contents. The Platform may include content provided by third parties, including materials provided by other users, bloggers, or third-party licensors, syndicators, aggregators, and reporting services. All statements and opinions expressed in these materials, and all articles and responses to questions and other content, other than the content provided by CorpFit, are solely the opinions and the responsibility of the person or entity providing those materials. These materials do not necessarily reflect the opinion of CorpFit. We are not responsible or liable to you or any third party, for the content or accuracy of any materials provided by any third parties, and use of any services provided by third parties is subject to their policies and at your own risk (e.g. guest lecturers and references to topics).
(e) Availability of Platform . You recognize that the traffic of data through the Internet may cause delays during your use of or access to the Platform, and accordingly, you agree not to hold us liable for delays that are ordinary in the course of Internet use. You further acknowledge and accept that the Platform may not be available on a continual 24-hour basis due to such delays, delays caused by our upgrading, modification, or standard maintenance of the Platform, or any other delays outside of our control.
(f) Non-CorpFit Products . If you install or enable Non-CorpFit Products for use with Platform, Customer acknowledges that providers of those Non-CorpFit Products may have access to your data in connection with the interoperation of the Platform. CorpFit will not be responsible for any use, disclosure, modification, or deletion of your data while accessed or transmitted through such Non-CorpFit Products.
(11) TERMINATION; CANCELLATION POLICY
(c) No Refunds . All portions of the fees paid, whether paid monthly or annually, are completely non-refundable . Exceptions for extenuating circumstances may be considered by emailing email@example.com or through the website contact form; however, we are in no way required to refund you any portion of the fees paid. In the event that you request deletion of your account, no portion of your fee will be refunded, regardless of the time remaining in your Term.
(d) You acknowledge and agree that CorpFit may retain and store your information on CorpFit’s systems for archival purposes notwithstanding any termination or cancellation of your account or Plan. You can request to be forgotten and all of your personal information to be erased.
(a) Indemnification . You agree to defend, indemnify and hold harmless CorpFit, its directors, employees, licensors, independent contractors, providers, subsidiaries, and affiliates, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses or fees (including reasonable attorneys’ fees) (hereinafter, “ Claims ”) arising out of or relating to : (i) your violation of these Terms; (ii) any information you post to the Platform; (iii) any use by you of the Platform’s material, content, services, or products other than as expressly authorized in these Terms; or (iv) your use of any information obtained from the Platform.
(b) Indemnification Procedure . You agree to cooperate as fully as reasonably required in the defense of any Claims, including asserting any available defenses. We reserve the right, at our own expense, to assume the exclusive defense and control of any Claims or matter otherwise subject to indemnification by you and you may not in any event settle any Claims without our prior written consent.
(13) NO WARRANTY; LIMITATIONS ON LIABILITY
(a) No Warranty . EXCEPT FOR THOSE WARRANTIES OUTLINED HEREIN, THE PLATFORM IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT WARRANTY OF ANY KIND, WHETHER EXPRESSED OR IMPLIED. NEITHER CORPFIT NOR ANY PERSON OR ENTITY ASSOCIATED WITH CORPFIT MAKES ANY PROMISE, WARRANTY, OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY OR AVAILABILITY OF THE PLATFORM. WITHOUT LIMITING THE FOREGOING, NEITHER CORPFIT NOR ANY PERSON OR ENTITY ASSOCIATED WITH CORPFIT PROMISES, REPRESENTS OR WARRANTS THAT THE PLATFORM OR CONTENT OBTAINED THROUGH THE PLATFORM OR ANY PORTION THEREOF WILL BE ACCURATE, RELIABLE, ERROR-FREE OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT THE PLATFORM OR THE SERVER THAT MAKES THEM AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT THE SITE OR ITS CONTENT OR MATERIALS WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS. CORPFIT HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, NONINFRINGEMENT, AND FITNESS FOR A PARTICULAR PURPOSE.
(b) Limitation on Liability . IN NO EVENT WILL CORPFIT, ITS AFFILIATES, OR THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, OR DIRECTORS BE LIABLE TO YOU OR ANY THIRD PARTY WITH RESPECT TO THE PLATFORM OR THE SUBJECT MATTER OF THESE TERMS UNDER ANY CONTRACT, NEGLIGENCE, TORT, STRICT LIABILITY, OR OTHER LEGAL OR EQUITABLE THEORY, EVEN IF FORESEEABLE, FOR: (i) ANY AMOUNT IN THE AGGREGATE IN EXCESS OF THE GREATER OF THE AMOUNT YOU HAVE PAID TO CORPFIT FOR THE PLATFORM IN THE THREE (3) MONTHS IMMEDIATELY PRIOR TO LIABILITY ARISING; (ii) FOR ANY SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES OF ANY KIND WHATSOEVER, INCLUDING WITHOUT LIMITATION LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS, LOSS OF ANTICIPATED SAVINGS, LOSS OF USE, OR LOSS OF GOODWILL; (iii) DATA LOSS OR COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES; (iv) FOR ANY MATTER BEYOND OUR REASONABLE CONTROL; OR (v) FOR ANY ACTIONS OF, OR SERVICES PROVIDED BY, THIRD-PARTY SERVICE PROVIDERS OR INDEPENDENT CONTRACTORS (INCLUDING MENTORS) PROVIDING SERVICES ON BEHALF OF CORPFIT OR VIA THE PLATFORM. THE FOREGOING DOES NOT AFFECT ANY LIABILITY WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
(14) CHANGES TO TERMS OR THE PLATFORM
(b) Changes to the Platform . CorpFit may at any time, without notice or liability, change or eliminate any content or feature of the Platform or any portion thereof, or restrict the use of any portion of the Platform. Your only right with respect to any dissatisfaction with any service-related change or elimination is to cease use of the Platform. We will not be liable if for any reason all or any part of the Platform is unavailable at any time or for any reason.
(a) Non-Waiver . Failure by CorpFit to enforce any provision(s) of these Terms will not be construed as a waiver of any provision or right.
(b) Severability . If any provision of these Terms is found to be illegal, void, or unenforceable, then that provision will be deemed severable from these
(c) Equitable Relief . You acknowledge that a breach of these Terms may cause us irreparable damage, for which the award of damages would not be adequate compensation. Consequently, you agree that we may institute an action to enjoin you from any and all acts in violation of those provisions, which remedy will be cumulative and not exclusive, and we may seek the entry of an injunction enjoining any breach or threatened breach of those provisions, in addition to any other relief to which we may be entitled at law or in equity.