Terms & Conditions – Pure Nutrition
Please review the following User Agreement carefully. Your acceptance of the terms set forth below is a condition to your participation in the Pure Nutrition Coaching Program.
If you do not agree to the terms of this Agreement, then you may not subscribe to the Program and you may not access or use the Site or any of Compel’s Subscription Tools as such terms are defined in the User Agreement.
BY PROVIDING YOUR TELEPHONE NUMBER AND EMAIL ADDRESS DURING THE REGISTRATION PROCESS FOR THE PROGRAM, YOU HEREBY EXPRESSLY AGREE AND CONSENT TO RECEIVING INFORMATIONAL AND/OR MARKETING RELATED PHONE CALLS, EMAILS AND TEXT MESSAGES FROM TIME TO TIME DURING THE SUBSCRIPTION TERM, INCLUDING THROUGH THE USE OF AUTO-DIALER OR COMPUTER-ASSISTED TECHNOLOGY. YOU MAY OPT-OUT OF RECEIVING AUTOMATED PHONE CALLS, EMAILS OR TEXT MESSAGES FROM COMPEL AT ANY TIME BY PROVIDING WRITTEN NOTICE TO COMPEL AT THE CONTACT INFORMATION BELOW, OR BY FOLLOWING THE OPT-OUT INSTRUCTIONS CONTAINED IN AUTOMATED MESSAGES SENT TO YOU BY COMPEL.
PURE NUTRITION COACHING PROGRAM USER AGREEMENT
Last Updated: November 21, 2016
Welcome to the Pure Nutrition Coaching Program (the “Program”)! The website and User portal available at https://my.precisionnutrition.com/users/sign_in (collectively, the “Site”), along with all Subscription Tools (defined below) made available on the Site, are operated by Compel Fitness, LLC (“Compel” or “us”). This Pure Nutrition Coaching Program User Agreement (“Agreement”) is a legally binding contract between Compel and you (“User” or “you”), that spells out what you can expect from us, and what we expect from you in connection with the Program. Your access to and use of the Site and Subscription Tools are subject to and governed by this Agreement. Compel reserves the right, at its discretion, to change, modify, add or remove terms from this Agreement at any time, which changes shall become effective upon posting of the updated Agreement to the Site.
BY ACCESSING THE SITE AND/OR USING ANY OF THE SUBSCRIPTION TOOLS, YOU HEREBY AGREE THAT: (i) you are 18 years of age or older; (ii) you have read, understood and agree to be bound by all the terms of this Agreement (including without limitation the Program Legal Documents referenced herein); (iii) this Agreement constitutes the entire agreement of the parties with respect to the Program; (iv) Compel has made no express or implied warranties or representations other that those expressly set forth in this Agreement; (v) you assume any and all risks associated with your participation in the Program; and (vi) to the fullest extent permitted by law, you release and discharge Compel and its officers, directors, shareholders, agents and employees, and their heirs, executors, administrators, predecessors, successors and assigns (collectively, “Compel Indemnitees”) from any and all liability resulting from your participation in the Program.
IF YOU ARE UNDER THE AGE OF 18 OR YOU DO NOT UNEQUIVOCALLY AGREE TO ALL THE TERMS OF THIS AGREEMENT, YOU MAY NOT USE OR OTHERWISE ACCESS THE SITE OR ANY SUBSCRIPTION TOOLS.
a. “Content” means all information, software, photos, video, text, graphics, music, sounds or other material provided by Company or third parties via the Site and Subscription Tools.
b. “Fees” means the fees applicable to your Program subscription, as set forth by Compel on the Site, which are payable to Compel by User in connection with a Subscription.
c. “Intellectual Property” means intellectual property rights (including, but not limited to, patents, patent applications, trade secrets, trademarks, trade names, service marks, logos, moral rights, copyrights, and any other rights inherent thereunder, along with any registrations and applications to register, as applicable) in tangible and intangible materials or information which may be continually under development, modification or improvement, including, but not limited to, software, source code, object code, routines, tools, documentation, methodologies, techniques, algorithms, inventions, ideas, databases, and know-how.
d. “Subscription” means User’s right to access and use certain Subscription Tools via the Site.
e. “Subscription Term” means the twelve (12) Month period of time following registration of a Subscription, during which a User has the right to access Subscription Tools via the Site.
f. “Subscription Tools” means the nutrition-related resources, Content, coaching, strategies, tools, and features accessible through the Site and in connection with accountability check-ins initiated by a Compel representative via the Site, telephone call, email or text message.
g. “User Data” means all data, information, photos, video, text, comments, graphics, music, sounds or other material provided by User to Compel in connection with User’s use of the Site and Subscription Tools.
2. Provision of Program
a. Access and Rights of Use. If User purchases a Subscription, User is granted a limited, nonexclusive, non-transferable and non-sublicensable license to access and use the Site and Subscription Tools solely for User’s own personal, non-commercial purposes for the duration of the Term. User shall not allow any third party to use or access any Subscription Tools without Compel’s prior written consent. All rights not otherwise expressly granted by this Agreement are reserved by Compel and its licensors. You agree not to reproduce, duplicate, copy, distribute, transmit, sell, trade, resell or exploit for any purpose any portion of or any information from the Site or Subscription Tools. Other than Subscription Tools currently licensed to User under an existing Subscription, Compel may discontinue or alter any aspect of the Site, remove Content from the Site, restrict the time the Site is available, or restrict the amount of use permitted at Compel’s sole discretion and without prior notice or liability. You agree that such measures shall be taken in Compel’s sole discretion and without liability to you or any third party.
b. Check-Ins. In connection with the Program, you may receive additional communications from Compel Representatives by email, phone call or text message to ensure your accountability with the Program (“Check-Ins”). It is User’s sole responsibility to participate in Check-Ins made available during the Subscription Term, and failure to participate in no way constitutes or creates a right to cancel this Agreement, to receive a refund of any Fees, or any abatement of amounts owed. BY PROVIDING YOUR TELEPHONE NUMBER AND EMAIL ADDRESS DURING THE REGISTRATION PROCESS FOR THE PROGRAM, YOU HEREBY EXPRESSLY AGREE AND CONSENT TO RECEIVING INFORMATIONAL AND ACCOUNTABILITY-RELATED PHONE CALLS, EMAILS AND/OR TEXT MESSAGES FROM COMPEL REPRESENTATIVES FROM TIME TO TIME DURING THE SUBSCRIPTION TERM. YOU MAY REVOKE YOUR CONSENT FOR SUCH COMMUNICATIONS AT ANY TIME BY PROVIDING COMPEL WITH WRITTEN NOTICE AT THE CONTACT INFORMATION PROVIDED BELOW. By participating in Check-Ins, you expressly acknowledge and agree that:
i. Check-Ins are for informational and accountability purposes only. All information, advice and recommendations expressed by a Compel representative are the individual opinions of such representative, are not the opinions of Compel, nor have they been verified or approved by Compel;
ii. You should undertake your own research to be satisfied that any information, advice or recommendations provided during Check-Ins is appropriate and safe for you; and
iii. COMPEL AND ITS LICENSORS WILL NOT BE LIABLE FOR ANY CLAIM, INJURY OR DAMAGE (INCLUDING DEATH) TO ANY PERSON OR PROPERTY ARISING IN CONNECTION WITH YOUR PARTICIPATION IN CHECK-INS OR INTERACTIONS WITH REPRESENTATIVES, EITHER ONLINE OR OFFLINE.
c. User Data. Any User Data provided to Compel by User, either during the Subscription registration process or any Check-In, or in connection with User’s use of the Subscription Tools, is the Intellectual Property of User. By posting, delivering or otherwise providing User Data, you hereby grant to Compel a limited, transferable, nonexclusive, worldwide, perpetual, royalty-free license to use, reproduce, modify, edit, adapt, publish, translate, display, distribute, sell, sublicense and create derivative works and compilations incorporating such User Data. Compel does not generally monitor or otherwise remove User Data after it is provided or posted on the Site except as required or permitted by law or otherwise in the sole discretion of Compel, and reserves the right to remove any and all material that it feels is actually or potentially inappropriate, offensive, illegal or harmful in any respect or which may violate this Agreement. Compel does not make any warranties or representations regarding any User Data. User is responsible for the accuracy and content of all User Data. User is also responsible for securing and maintaining all rights in User Data to allow Compel to provide the Program (including any Subscription Tools) to User without violating any third party’s rights, including any Intellectual Property rights.
d. Content. User acknowledges that the Site contains and provides access to Content 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. Compel does not necessarily approve, endorse, sanction, encourage, verify or agree with any message embodied in any Content. Compel is not and will not be liable for any Content that may be offensive, indecent, vulgar, defamatory or otherwise objectionable.
e. Ownership Rights. Access to the Site and Subscription Tools is licensed and not sold to User. User shall not acquire any rights whatsoever in the Site or Subscription Tools aside from the limited licenses granted under this Agreement, and User expressly disclaims any other rights. All rights not specifically granted herein are reserved by Compel and its licensors. Unless otherwise specifically noted in this Agreement or on the Site, all images, trademarks, service marks, logos and icons displayed on the Site are the property of Compel and/or its licensors and may not be used without Compel’s prior written consent. Any unauthorized use of any Content, whether owned by Compel or other parties, may violate copyright laws, trademark laws, privacy and publicity laws and communications regulations and statutes. You will not copy, reverse engineer, disassemble, decompile, translate, modify, reproduce, republish, transmit, sell, offer for sale, disseminate or redistribute any Intellectual Property found in the Site or any part thereof, or grant any other person or entity the right or access to do so.
3. Additional Terms and Conditions
c. Additional Terms. The disclaimers, terms and conditions set forth in this Agreement are of general application and may be supplemented by additional policies, procedures, disclaimers, guidelines, rules, terms or conditions of specific application disclosed by Compel, including through a registration process or other means. In the event of a conflict between this Agreement and any additional policies, procedures, disclaimers, guidelines, rules, terms or conditions of specific application, the additional policies, procedures, disclaimers, guidelines, rules, terms or conditions of specific application shall control.
4. User Obligations
a. Primary Obligations. User shall have the sole responsibility for acquiring, installing and maintaining its own technology environment and equipment necessary to properly access, operate and utilize the Site and Subscription Tools; for any communications or other costs incurred in operating, accessing and using the Site and Subscription Tools; and for any other expenses relating to the foregoing. User shall use its best efforts to protect Content accessed through the Site against unauthorized use, dissemination or disclosure.
b. Account. Access to the Subscription Tools is provided on a Subscription basis. User is required to register with Compel through the Site in order to obtain access. The registration process will require User to provide certain requested information (including personal information and payment information). Upon completion of the registration process, User will be provided with account and login information. User is fully responsible and liable for ensuring User’s compliance with this Agreement. User must immediately notify us if User’s registration information changes or if User learns of or have reason to suspect any unauthorized use of User’s account or any other breach of security. User is responsible for maintaining the confidentiality of User’s login credentials, and is fully responsible for all activities that occur under User’s account. User also agrees to provide truthful and accurate information during the registration process. Compel may refuse to grant you a particular username for any reason, including, without limitation, if Compel has reason to believe that such username impersonates someone else, is protected by trademark or other proprietary rights, or is vulgar or otherwise offensive.
c. Data Protection. User shall be responsible for protection of its data against loss, damage or destruction, including, but not limited to, back-ups, anti-virus protection and data security measures. Compel will have no responsibility or liability for lost, damaged or destroyed data. User hereby agrees to indemnify and hold harmless the Compel Indemnitees from and against any and all damages, losses, liabilities, settlements and expenses (including, without limitation, reasonable costs and attorneys’ fees) in connection with loss, damage or destruction of its data.
d. Suitability. You are solely responsible for determining the suitability of the Site and Subscription Tools for your individual needs, and whether the Site and Subscription Tools will achieve the results that you desire. You are responsible for ensuring the accuracy of any User Data or other data you input into the Site and ensuring and confirming the accuracy of any output, results or recommendations (including in connection with any coaching services) provided or created by the Site. You hereby agrees to indemnify and hold harmless all Compel Indemnitees from and against any and all damages, losses, liabilities, settlements and expenses (including, without limitation, reasonable costs and attorneys’ fees) in connection with output, results, recommendations or other information made available through the Site and Subscription Tools.
e. User Conduct. When using the Site or participating in Check-Ins, User agrees that it will not:
i. Delete, hack, or attempt to change or alter any Content or notices;
ii. Modify, decompile, reverse compile, disassemble, reverse engineer, decrypt, or otherwise seek to recreate the source code of the Site or Subscription Tools;
iii. Use any device, software, or routine intended to damage, bypass, modify, circumvent or interfere with the proper functioning of the Site, servers, or networks connected to the Site, or take any other action that interferes with any other person’s use of the Site;
iv. Use any device or process to harvest information from the Site for any reason;
v. Introduce into the Site any malicious or intentionally destructive software routines designed to permit unauthorized access to limit the functionality of software or hardware, gain unauthorized access to any other computer system, crack passwords or security encryption codes, or otherwise disable, erase, or harm the Site or any Content;
vi. Attempt to access any other user’s information;
vii. Send any chain letters, junk mail, spam, unauthorized e-mail, or advertisements;
viii. Encourage any illegal activities, or post anything that is obscene, defamatory, threatening, harassing, abusive, slanderous, or hateful to any other person or entity;
ix. Use the Site information to create or sell a similar service or similar information; or
x. Post, upload, or transmit any User Data that is unlawful, harmful, threatening, abusive, harassing, defamatory, vulgar, obscene, pornographic, profane, indecent, sexually explicit, invasive of another’s privacy, hateful, or intended to offend any person based on a person’s race, ethnic heritage, national origin, sex, sexual orientation or preference, age, physical or mental illness or disability, marital status, employment status, housing status, or religion.
5. Fees and Payment
a. Fees. As consideration for User’s Subscription, User agrees to pay Compel, either by recurring monthly payments or by pre-payment of the entire amount due for the Subscription Term, the applicable Fees set forth in Section 1(b). If User opts to make recurring monthly payments of Fees, then Fees for each 30-day period of the Subscription Term (each, a “Month”) are due and payable in advance of the applicable Month, with the first payment occurring on the User’s Subscription registration date and continuing forward on a Monthly basis thereafter. In addition to the Fees, User will pay any applicable taxes or duties, including without limitation, sales, use or value added taxes, but excluding any taxes on the income of Compel.
b. Payment Processing Services. When purchasing a Subscription, User will be required to provide its name, billing address, credit card and bank account details to the Payment Service Provider (“PSP”) retained by Compel to process payments for the Site. Compel’s current PSP is Stripe. Compel is not a party to any terms of service set by Stripe or any other PSP, and has no obligations or liability to User or any other party under such terms. Payment processing services are provided by Stripe and are subject to the Stripe Connected Account Agreement, which includes the Stripe Terms of Service (collectively, the “Stripe Services Agreement”). By agreeing to these Terms or purchasing any products or services through the Site, you agree to be bound by the Stripe Services Agreement, as the same may be modified by Stripe from time to time. As a condition of Compel enabling payment processing services through Stripe, you agree to provide Compel accurate and complete information about you, and you authorize Compel to share it and transaction information related to your use of the payment processing services provided by Stripe.
c. Auto-Bill Payment Authorization. In the event User elects to provide payment of Fees on a Monthly recurring basis during the Subscription Term, User hereby authorizes Compel or its PSP or assigns to make periodic charges or withdrawals (“Payment Authorizations”) from the account designated by User during the registration process for User’s Subscription and accepted by Compel (the “Account”), for payment of any and all Fees, late charges of all varying charges and withdrawals, costs, expenses or any other monies due to Compel under the terms and conditions of this Agreement. User understands that User may be entitled to notice in connection with the Payment Authorizations, but User hereby waives the right to receive such prior notice to the fullest extent permitted by law. User may change the account designated herein upon written notice to Compel or by updating its account information through the Site. User understands and agrees that this authorization shall remain in effect until User provides written notice to Compel, provided however, that such cancellation shall become effective upon the earlier of: (i) payment of then next scheduled payment; of (ii) 31 days from the date such notice is received by Compel. User may timely notify the financial institution in control of User’s account to terminate this Payment Authorization, but such notification will constitute a default and may cause all sums under this Agreement to be due and payable immediately together with all costs of collection to the fullest extent permitted by law (including without limitation the Act). Upon the processing of any Payment Authorization by Compel, Compel shall, within a reasonable time, mail a statement of the charges associated with such Payment Authorization to User, provided however that any failure by Compel or its PSP or agents, to mail such statement, to the fullest extent permitted by law (including without limitation the Act), shall not invalidate this Agreement, provide User with a right to cancel this Agreement, or provide User with a right to receive a refund of any fees paid pursuant to this Agreement, or to receive any abatement of amounts owed pursuant to this Agreement.
d. Acknowledgement of Recurring Charges. In the event User elects to provide payment of Fees on a Monthly recurring basis during the Subscription Term, User hereby authorizes Compel or its PSP or agents to make periodic Payment Authorizations from the Account for payment of any and all Fees, late charges any other monies due to Compel under the terms and conditions of said recurring, Monthly Subscription for the Program, and hereby waives the right to receive prior notice in connection with such Payment Authorizations.
e. Late Charges. User shall be subject to late charges in the event all applicable Fees are not timely paid. In the event of non-payment of any Fees, Compel may, in addition to other rights and remedies under this Agreement and in law, suspend User’s access to the Site and Subscription Tools and terminate this Agreement, in whole or in part, without prior notice to User. If Compel is required to bring legal action for recovery of any amounts due hereunder, User agrees to be responsible for payment of all reasonable attorney’s fees and costs incurred by Compel. Compel and its assigns reserves the right to:
i. Add the following fees to User’s account balance, should any of the following occur: (i) re-clear customer check and/or Payment Authorization (as defined below), a fee of seven dollars and fifty cents ($7.50); (ii) declined credit/debit card and/or declined checking/savings account fee of twenty dollars ($20);
ii. Add the following late fee to the User’s account balance for scheduled payments received more than ten (10) days after the due date: (i) for a scheduled payment amount of less than twenty-five dollars ($25.00), a late fee of ten dollars ($10.00); or (ii) for a scheduled payment amount of twenty-five dollars ($25.00) or more, a late fee of fifteen dollars ($15.00); and
iii. Add a late fee to User’s account balance for scheduled payments received more than ten (10) days after the due date, equal to the interest on such unpaid amounts at the then maximum lawful rate as calculated from the date due to the date of payment.
f. Money Back Guarantee. Compel will provide a full refund of all applicable Fees paid by User for the Subscription Term in the event User is not satisfied with the results of the Program after fully participating and engaging in the Program for the entire Subscription Term (including providing daily updates regarding User’s progress with the Program). In order to be eligible for a refund, User must make a written request to Compel (via the contact information listed below) for a refund within thirty (30) days following the expiration of the User’s Subscription Term. Upon receipt of a timely refund request, Compel will determine, in its sole and absolute discretion, if User is eligible for a refund pursuant to the terms of this Section.
6. Compel’s Termination and Suspension Rights
a. Termination for Misuse of the Site or Subscription Tools. Compel may suspend or terminate User’s access or use of the Site or Subscription Tools immediately if Compel reasonably determines that User is using the Site or Subscription Tools in any manner that is not permitted under this Agreement.
b. Termination for Failure to Pay. Compel may suspend or terminate User’s access or use of the Site or Subscription Tools immediately if User fails to timely pay any amount due Compel hereunder and does not cure such default within ten (10) days after being given written notice specifying the default.
c. Effect of Termination. Upon any suspension or termination of User’s access or use of the Site or Subscription Tools, all rights granted to User hereunder shall cease, User shall immediately discontinue use of the Site and Subscription Tools, and Compel shall have the right to pursue any other remedies available to it at law or in equity. Termination will not negate any obligations or liability arising from authorized activities of User up to the effective time of termination.
7. Disclaimers of Warranties
PLEASE NOTE THE FOLLOWING IMPORTANT DISCLAIMERS OF WARRANTIES:
EXCLUSION OF WARRANTIES/DISCLAIMER. USE OF THE SITE AND SUBSCRIPTION TOOLS IS ENTIRELY AT YOUR OWN RISK. TO THE MAXIMUM EXTENT ALLOWED BY LAW, THE SITE AND SUBSCRIPTION TOOLS AND ANY CONTENT ARE PROVIDED “AS IS” AND “AS AVAILABLE”. ALTHOUGH COMPEL USES REASONABLE EFFORTS TO ENSURE THAT THE INFORMATION CONTAINED ON THE SITE AND THROUGH THE S SUBSCRIPTION TOOLS IS AS ACCURATE AND UP-TO-DATE AS POSSIBLE, COMPEL GIVES NO WARRANTY OF ANY KIND REGARDING THE SITE OR SUBSCRIPTION TOOLS AND/OR CONTENT POSTED OR OTHERWISE MADE AVAILABLE THEREIN. FURTHER, COMPEL DOES NOT WARRANT THE ACCURACY, COMPLETENESS OR RELIABILITY OF ANY CONTENT, NOR THAT THE RESULTS OBTAINED FROM THE USE OF THE SITE, SUBSCRIPTION TOOLS, CONTENT OR CHECK-INS WILL MEET YOUR EXPECTATIONS. COMPEL EXPRESSLY DISCLAIMS ALL WARRANTIES, REPRESENTATIONS, CONDITIONS, UNDERTAKINGS OR OTHER OBLIGATIONS INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT.
8. Assumption of Risk, Release of Liability & Indemnification
a. Assumption of Risk. USER absolutely and unconditionally AGREES TO ASSUME ANY AND ALL RISKS AND RESPONSIBILITIES INVOLVED WITH USER’S PARTICIPATION IN THE PROGRAM AND ACKNOWLEDGES THAT IT IS THE SOLE RESPONSIBILITY OF USER TO SEEK COMPETENT MEDICAL OR OTHER PROFESSIONAL ADVICE, REGARDING ANY CONCERNS OR QUESTIONS INVOLVED WITH THE ABILITY OF USER TO TAKE PART IN THE PROGRAM.
b. Release of Liability. USER (ON BEHALF OF USER AND USER’S EXECUTORS, ADMINISTRATORS, PREDECESSORS, SUCCESSORS AND ASSIGNS), TO THE FULLEST EXTENT PERMITTED BY LAW, ABSOLUTELY AND UNCONDITIONALLY FOREVER RELEASES, HOLDS HARMLESS AND INDEMNIFIES THE COMPEL INDEMNITEES FROM ANY AND ALL LIABILITY, CLAIMS AND/OR LITIGATION ACTIONS THAT USER MAY HAVE FOR INJURIES, DISABILITY OR DEATH OR OTHER DAMAGES OF ANY KIND, RELATED TO USER’S PARTICIPATION IN THE PROGRAM, INCLUDING, BUT NOT LIMITED TO (I) USER’S PARTICIPATION IN DIET, NUTRITION AND MEAL PLANNING ACTIVITIES, (II) USER’S ACCESS TO OR USE OF THE SITE, SUBSCRIPTION TOOLS, CONTENT, OR USER DATA, OR (III) USER’S VIOLATION OF THIS AGREEMENT, EVEN IF CAUSED BY THE NEGLIGENCE, GROSS NEGLIGENCE, INTENTIONAL ACTS OR OMISSIONS AND/OR ANY OTHER TYPE OF FAULT OF ANY COMPEL INDEMNITEE. USER ACKNOWLEDGES RECEIPT OF GOOD AND VALUABLE CONSIDERATION FOR AGREEING TO ALL OF THE TERMS AND CONDITIONS CONTAINED IN THIS AGREEMENT, INCLUDING, BUT NOT LIMITED TO, USER’S ASSUMPTION OF RISK AND RELEASE OF COMPEL AS PROVIDED IN THIS SECTION AND IN OTHER SECTIONS OF THIS AGREEMENT.
9. Our Communications
a. The e-mail address and phone number you provide during the account registration process will be used for all Site-related communications to you. We may also send you messages via your account for the Site. It is your responsibility to monitor these messages and respond in an appropriate manner. Our Site may contain links or forms that can be used to contact us so you can comment, make a complaint, make suggestions, and ask questions. You represent and warrant that any information you enter into the Site is correct and applies only to you and that you will keep your e-mail address, phone number and other information about you in your account up-to-date.
b. You can contact us through your account, by phone or by e-mail. Unless you tell us otherwise, or the law requires otherwise, you agree to receive all communications from us by e-mail, text message, phone call or by our posting notices to your account. You agree that all communications that we send to you electronically satisfy any legal requirement that a communication be in writing. You may choose to get legal notices in paper form through the mail if you tell us you do not want legal notices sent electronically. If you choose to request a paper form, legal notices will be sent to you in paper form by postal mail or as otherwise permitted or required by law. All other communications not required by law to be in paper form will be sent electronically or by phone or text message. To tell us you do not want legal notices sent electronically, and for any other notices under this Agreement, send written notice to Compel at the address listed below.
a. Method of Performance. Compel will have the right to determine the method and means of performing all services described hereunder.
b. Relationship of the Parties. Compel is an independent contractor under this Agreement, and nothing herein will be construed to create a partnership, joint venture, agency or employment relationship between Compel and User. Neither Compel nor User will have authority to enter into agreements of any kind on behalf the other, or otherwise bind or obligate the other in any manner to any third party, by virtue of the relationship contemplated by this Agreement.
c. Survival. The terms and provisions of Sections 2(e), 3, 5, 6, 8, 9, and 10 shall survive any termination or expiration of this Agreement, as well as those other provisions included in this Agreement that by their content are intended to survive the termination of this Agreement
d. Successors and Assigns. User understands and agrees that: (i) to the fullest extent permitted by law, Compel shall be entitled to sell, assign or otherwise transfer this Agreement to any other party without further consent from User; (ii) all terms and conditions of the Agreement shall be binding upon the heirs, personal representatives, lawful successors, and assigns of User, and anyone claiming by or through User; and (iii) this Agreement shall inure to the benefit of Compel and its successors and permitted assigns.
e. Enforceability. User specifically agrees all the terms and conditions are to be enforced and, to the fullest extent permitted by law, User specifically waives any statute or other right of any type, which would invalidate the enforceability of any provision or portion of a provision of this Agreement. Notwithstanding the foregoing, the parties agree that any provision or portion of this Agreement is declared void and unenforceable, such provision or portion of a provision shall be deemed severed from this Agreement which shall otherwise remain in full force and effect. The parties further agree that if any such provision or portion of a provision may be reduced and/or narrowed in scope or the like, such provision or portion of a provision shall be reduced, narrowed and/or the like, to the minimum amount necessary to make such provision enforceable, and so enforced. Compel has the right to terminate this Agreement at any time for any reason in its sole discretion.
f. Governing Law. THIS SECTION AFFECTS YOUR RIGHTS, PLEASE READ CAREFULLY. This Agreement shall be governed by the laws of the State of Delware. If any provision of this Agreement conflicts with state or local law, the applicable state or local law shall supersede that provision to the minimum extent necessary to make the Agreement valid, legal and enforceable, and this Agreement shall remain in full force and effect as to all other clauses, terms, and conditions, and the remaining provisions of this Agreement shall be amended so as to render the Agreement as a whole most nearly consistent with the parties’ intentions in light of the superseded provision.
g. Compliance with Non-US Law. We do not make any representation that the Site, Subscription Tools, Content, or other material or information provided through the Site is appropriate to or available in locations outside of the United States. You may not use the Site or export Content in violation of United States export laws, regulations, or restrictions. If you access the Site from outside of the United States, you are responsible for compliance with all applicable laws.
h. Contact Information. Notwithstanding anything else contained herein to the contrary, all written notices required by this Agreement shall be mailed by certified or registered mail, return receipt requested, to COMPEL FITNESS, LLC, 11711 PRINCETON PIKE SUITE 341-307, CINCINNATI, OHIO 45246. For general questions and feedback feel free to contact the Compel Fitness customer service line at (866)-291-8599.