Fit2Me – Terms of Service
PLEASE READ THESE TERMS CAREFULLY BEFORE USING THE FIT2ME SERVICES.
ANY DISPUTE BETWEEN YOU AND US MUST BE RESOLVED BY BINDING ARBITRATION. PLEASE READ THE ARBITRATION PROVISION IN THESE TERMS AS IT AFFECTS YOUR RIGHTS UNDER THESE TERMS.
Welcome to Fit2Me. We are FitBots, LLC (“FitBots,” “we,” “us,” and “our”). We work with users to better manage their health by creating plans for each user’s diet and activities (“health management plans”). We provide our services online, including via websites, electronic mail, texts and other communications (collectively, the “Services”). Some of the Services are provided via our parent site at Fit2Me.com (the “Fit2Me Site”).
We use the term “user” or “you” or “your” to mean any user of our Services, whether or not the user has registered with us. We use the term “registered user” to refer to anyone who has registered with us. Any user who does not register with us is an “unregistered user”.
Users may use the Services to track and update their health management plans. All such information is treated as your Content, as discussed below. These Terms of Service (“Terms”) govern your access to and use of our Services. By accessing or using the Services, or by registering as a user, you agree to be bound by these Terms as if these Terms were signed by you in ink on a hard-copy agreement. We may periodically ask you to confirm that you agree to these terms, including by taking particular actions such as clicking a button labelled “I Agree”.
Any personally-identifiable information about you or anyone else (“Personal Information”) may be stored on or through the Services. Please take precautions to protect your password and other account data, and contact us at firstname.lastname@example.org if you believe your account has been accessed by an unauthorized person.
You are responsible for safeguarding the password and other account data that you use to access the Services and for any activities or actions on your account. Therefore, you must not share with or disclose your password or account data to anyone.
We may require you to use a “strong” password or other login process to make it more difficult for others to access your account. However, you acknowledge that passwords and other login processes may be compromised.
Any information, text, graphics, photos or other materials uploaded, downloaded or appearing on our Services, including all Personal Information, are collectively referred to as “Content”. When you provide Content to us (“your Content”), you warrant to us that you have all rights necessary to provide your Content to us.
In addition to your Content, some of the Content on the Services is owned by us (“FitBots Content”), and by other people and entities (“Third Party Content”). You may use FitBots Content and Third Party Content for your personal use while you are a user of the Services. Except for your Content, you may not share any Content with any other person or entity without the prior written permission of the owner of that Content. For example, you would need to obtain the prior written permission of the third party that owns the Third Party Content prior to re-posting it to another website or sharing it with others.
We own the FitBots Content and the Services. You may not remove, alter or conceal any copyright, trademark, service mark or other proprietary rights notices in or accompanying the Services or any of the Content other than your Content. You may not reproduce, modify, adapt, prepare derivative works based on, perform, display, publish, distribute, transmit, broadcast, sell, license or otherwise exploit the Services or any Content other than your Content.
All Content, whether publicly posted or privately transmitted, is the sole responsibility of the person or organization that originates the Content. We do not monitor the Content posted via the Services. Except for FitBots Content, FitBots will not be liable for any Content, including but not limited to any errors or omissions in any Content, or any loss or damage of any kind incurred arising out of the Content or any use of any Content.
Your use of or reliance on any Content or materials posted on the Services or obtained by you through the Services is at your own risk. We do not endorse, support, represent or guarantee the completeness, truthfulness, accuracy, or reliability of any Content or communications posted via the Services. We do not endorse any opinions expressed via the Services.
You understand that by using the Services, you may be exposed to Content that might be offensive, harmful, inaccurate or otherwise inappropriate, or in some cases, postings or Content that have been mislabeled or are otherwise deceptive.
For any of your Content that you provide to us, you grant FitBots all rights necessary to process your data, including a nonexclusive, perpetual, irrevocable, worldwide, unlimited, assignable, sublicenseable, transferable, fully paid-up and royalty-free right and license to copy, prepare derivative works of, improve, distribute, publish, remove, retain, add, process, analyze, use and commercialize your Content in any form, format or process now known or hereafter discovered, via the Services or otherwise, including but not limited to any user-generated Content, ideas, concepts, techniques or data, without any further consent by you, and without any notice or compensation to you or to any third parties (“Content License”). Except for the Content License you grant to us, you retain ownership or any other rights you may have to your Content. Prior to providing us with your Content, you should retain a copy of your Content in a safe place accessible to you.
You are responsible for your use of the Services, for your Content, and for the consequences of what you do and the decisions you make.
As a condition to your right to access and use the Services, you agree to these Terms and to strictly observe the following Do’s and Don’ts.
Do the following:
Do comply with all applicable laws, including, without limitation, privacy laws, intellectual property laws, export control laws, tax laws, and regulatory requirements.
Do provide accurate information to us and update it as necessary.
Do review our Privacy Statement.
Do review and comply with notices sent by us concerning the Services.
Don’t do the following:
Don’t act dishonestly, inappropriately or unprofessionally by posting inappropriate, inaccurate, or objectionable Content. Such Content includes, but is not limited to, any Content that: (i) is patently offensive to users of the Services or promotes racism, bigotry, hatred or physical harm of any kind against any group or individual; (ii) harasses or advocates harassment of any person or includes personal information about any person, such as their address, email address or telephone number; (iii) promotes illegal activities or conduct that is abusive; (iv) relates to gambling, tobacco, alcohol or any illicit drug use; (v) is threatening, obscene, defamatory or libelous; (vi) is pornographic or sexually explicit in nature; (vii) solicits, or seeks or recommends providers that solicit, personal information from anyone under the age of 18; or (viii) violates any applicable laws.
Don’t reverse engineer, decompile, disassemble, decipher or otherwise attempt to derive the source code for any underlying intellectual property contained or embedded in or used to provide the Services or FitBots Content, or any part thereof.
Don’t use software, devices, scripts, robots or other means or processes to access, “scrape,” “crawl” or “spider” any web pages or other part of the Services.
Don’t use “bots” or other automated methods to add or download Personal Information or other Content, or send or redirect messages or other permitted activities, except through tools provided or expressly permitted by FitBots.
Don’t override any security component included in or underlying the Services.
You must be at least 18 years old to use the Services. You warrant that you have the right, authority and capacity to enter into these Terms as a binding agreement.
If you are 17 years old or younger, please ask your parent or guardian to open and operate an account with us on your behalf. If anyone under the age of 18 registers with us or provides any Content to us, the young person’s parent or guardian may contact us at one of the addresses listed below in the “Contact Us” section. We will delete the young person’s account and delete any Content provided by the young person.
As noted in our Privacy Statement, and subject to applicable data protection, privacy and security laws and regulations, we provide the Services to registered users from within the United States, and we currently store all personally-identifiable information (“Personal Information”) of users that we collect and retain on servers inside the United States. At any time after the date of these Terms, we may also choose to store Personal Information and Content on servers located outside the United States.
Certain types of Content you submit to us might reveal your gender, ethnic origin, nationality, age, religion, sexual orientation, health information, or other Personal Information about you or others. Each time you use our Services or submit Personal Information or other Content to us, or register with us, you confirm your consent to the collection, storage, processing, use, sharing, and onward transfer of your Personal Information and any other Personal Information you submit, and all other Content you provide, as further stated in the version of these Terms and the version of the Privacy Statement that are current as of the date of your submission.
We reserve the right at all times (but we do not have an obligation) to remove or refuse any Content on the Services, to suspend or terminate users, and to reclaim user names without liability to you. We also reserve the right to access, read, preserve, and disclose any Content, data or other information (including Personal Information) as we reasonably believe is necessary to (i) satisfy any applicable law, regulation, legal process or governmental request, (ii) enforce the Terms, including investigation of potential violations hereof, (iii) detect, prevent, or otherwise address fraud, security or technical issues, (iv) respond to user support requests, or (v) protect the rights, property or safety of FitBots, the Services, our users and the general public.
The Services may contain links to third-party websites, social media or features. There may also be links to third-party websites, social media or features in images or comments within the Services. As noted elsewhere in these Terms, the Services include and contain Content that we do not control, maintain or endorse. The Services may also permit interactions between the Services and a third-party website, social media or feature, including applications that connect the Services or your profile on the Services with a third-party website, social media or feature. FitBots does not control any of these third-party services or any of their content. You expressly acknowledge and agree that FitBots is not liable for any such third-party services, content, or features.
By using a third party service, you acknowledge and agree to the following: (i) if you use a third party service to share information, you are consenting to the sharing of information in and about your profile with and through the third party service; (ii) your use of a third party service may cause your Personal Information and other Content to be publicly disclosed, even if FitBots has not itself provided such information; and (iii) your use of a third party service is at your own option and risk, and you hereby defend and indemnify us against, and hold us harmless from, any harm, damage, cost, and claims that may result from or be related to your use of any third party service.
FitBots respects the intellectual property rights of others and expects users of our Services to do the same. We will respond to notices of alleged copyright infringement that comply with applicable law (including the Digital Millennium Copyright Act or “DMCA” at 17 U.S.C. §512) and are properly provided to us. If you would like the benefit of your legal protections under the DMCA, please review the DMCA to ensure your compliance.
If you believe that Content has been copied in a way that constitutes copyright infringement or the infringement of other intellectual property rights, please send us a written request to remove the allegedly-infringing Content (“takedown notice”). Each takedown notice must be in English and include the following information:
On our receipt of a takedown notice, we may publish the takedown notice to the general public, or provide a copy of the takedown notice to the user that uploaded or provided the Content accused to be infringing (“Accused Content”). For any takedown notice that is subject to the provisions of the DMCA, the original provider of the Accused Content may have the right to send a notice to us (“counter notice”) demanding that the Accused Content be restored to the Services.
In compliance with the DMCA or other applicable law, we may implement any takedown notice by removing the Accused Content or other material from public view on the Services, and we may implement any counter notice by restoring the Accused Content or other material to public view on the Services. In either case, FitBots shall bear no liability to you or anyone else for the posting, removal or re-posting of any Accused Content.
Independent of the DMCA and any other applicable laws or regulations, we reserve the right to remove any Accused Content without prior notice, at our sole discretion, and without liability to you or anyone else. In appropriate circumstances, FitBots will also terminate a registered user’s account if we determine the registered user to be a repeat infringer. Our designated copyright agent for sending takedown notices and counter notices is:
Attn: Copyright Agent, FitBots, LLC, 1315 Walnut Street, Suite 932, Philadelphia, PA 19107, USA.
SOME COUNTRIES AND JURISDICTIONS DO NOT ALLOW THE DISCLAIMER OF IMPLIED TERMS IN CONTRACTS WITH CONSUMERS AND, AS A RESULT, THE CONTENTS OF THIS SECTION MAY NOT APPLY TO YOU.
WE PROVIDE THE SERVICES AND ALL INFORMATION, INCLUDING THE CONTENT, ON AN “AS IS” AND “AS AVAILABLE” BASIS. WE DO NOT PROVIDE ANY EXPRESS WARRANTIES OR REPRESENTATIONS ABOUT OUR SERVICES OR THOSE OF OUR PARTNERS.
TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW, WE DISCLAIM ANY AND ALL IMPLIED WARRANTIES AND REPRESENTATIONS, INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NONINFRINGEMENT. IF YOU ARE DISSATISFIED OR FEEL HARMED BY US, THE SERVICES, OR ANYTHING RELATED TO THE SERVICES, YOU MAY CLOSE OR TERMINATE YOUR ACCOUNT AND STOP USING THE SERVICES, AS FURTHER STATED IN THE TERMINATION PROVISIONS OF THESE TERMS. TERMINATION IS YOUR SOLE AND EXCLUSIVE REMEDY.
WE NEITHER WARRANT NOR REPRESENT THAT YOUR USE OF THE SERVICES WILL NOT INFRINGE THE RIGHTS OF THIRD PARTIES. WE DO NOT GUARANTEE THAT THE SERVICES WILL FUNCTION WITHOUT INTERRUPTION OR WITHOUT ERRORS. THE OPERATION OF THE SERVICES, INCLUDING THE FIT2ME SITE, MAY BE INTERRUPTED DUE TO MAINTENANCE, UPDATES, OR SYSTEM OR NETWORK FAILURES. WE DISCLAIM ALL LIABILITY FOR DAMAGES CAUSED BY ANY SUCH INTERRUPTION OR ERRORS. FURTHERMORE, WE DISCLAIM ALL LIABILITY FOR ANY MALFUNCTIONS, IMPOSSIBILITY OF ACCESS, OR POOR USE CONDITIONS OF THE SERVICE DUE TO INAPPROPRIATE EQUIPMENT, DISTURBANCES RELATED TO INTERNET SERVICE PROVIDERS, TO THE SATURATION OF THE INTERNET OR ANY OTHER NETWORK, AND FOR ANY OTHER REASON.
You may terminate your Fit2Me account for any reason or no reason, and at any time. To terminate your Fit2Me account, contact us at email@example.com. Termination of your account will be effective upon our processing of the notice we received from you.
We may terminate your Fit2Me account and these Terms for any reason or no reason, at any time, with or without notice. Any termination by us shall be effective immediately or as may be specified in our notice.
We may restrict, suspend or terminate the account of any registered user, or block the access of any unregistered user or registered user, who abuses or misuses the Services. Misuse includes, among other things, registering under more than one identity, infringing any intellectual property rights, using any functionality, feature or capability of the Services to generate, support or transmit any form of spam, engaging in any behavior or activity that we asked you not to do, or any other behavior that we, in our sole discretion, deem contrary to the mission and purpose of Fit2Me and the Services.
Upon the termination of your Fit2Me account, you will lose access to some or all of the Services. We may block access to the Services from an Internet Protocol (“IP”) address or range of IP addresses associated with those of terminated users. Upon termination, all licenses and other rights granted to you by us in these Terms will immediately cease, but any licenses you have granted to us will survive termination regardless of the reason for such termination. In addition, any fees invoiced to you prior to termination that have not been paid will continue to be due in accordance with these Terms.
You agree to defend, indemnify and hold FitBots harmless from and against any claims, liabilities, damages, losses, and expenses, including without limitation, reasonable attorney’s fees and costs, arising out of or in any way connected with any of the following alleged activities: (i) your Content or your access to or use of the Services; (ii) any alleged breach of these Terms; (iii) any breach, infringement, misappropriation or violation of any third-party right including without limitation any intellectual property right, publicity right, confidentiality, property right or privacy right; (iv) your violation of any laws, rules, regulations, codes, statutes, ordinances or orders of any governmental and quasi-governmental authorities, including, without limitation, any regulatory, administrative and legislative authorities; or (v) any misrepresentation made by you. We ask that you cooperate as reasonably requested by FitBots in the defense of any claim. FitBots reserves the right to assume the exclusive defense and control of any matter subject to indemnification by you, and you will not in any event settle any claim against FitBots without the prior written consent of FitBots, which consent FitBots may refuse in its sole discretion.
SOME REGIONS, COUNTRIES AND OTHER JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY AND AS A RESULT THE CONTENTS OF THIS SECTION MAY NOT APPLY TO YOU. FOR EXAMPLE, THE STATE OF NEW JERSEY DOES NOT PERMIT THE LIMITATION OR EXCLUSION OF LIABILITY IN CONSUMER CONTRACTS.
TO THE EXTENT PERMITTED BY LAW, Neither FITBOTS nor any of our PARTNERS, OR ANY OF OUR RESPECTIVE subsidiaries, affiliated companies, officers, employees, members, directors OR SERVICE PROVIDERS (“FITBOTS Affiliates”) shall be liable for any damages in excess of the fees, if any, you paid FITBOTS during the calendar year in which such event is claimed to have occurred, or USD $100, whichever amount is greater.
Neither FITBOTS nor any OF THE FITBOTS Affiliates shall be liable for any special, incidental, indirect, punitive or consequential damages or loss of use, profit, revenue or data to you, ANY ENTITY, or any third person. This limitation of liability shall apply regardless of whether (i) you base your claim on contract, tort, statute or any other legal theory, (ii) we knew or should have known about the possibility of such damages, or (iii) the limited remedies provided IN these Terms fail of their essential purpose.
Severability. If any provision of these Terms is found by an arbitrator or court of competent jurisdiction to be illegal, void, or unenforceable, the provision will be modified so as to render it enforceable and effective to the maximum extent possible in order to effect the intention of the parties with respect to the provisions within the context of the overall Terms. If a court or arbitrator finds the modified provision invalid, illegal, void or unenforceable, the validity, legality and enforceability of the remaining provisions of these Terms will not be affected.
Entire Agreement. These Terms, together with the Privacy Statement, which is incorporated herein by this reference as if set forth herein in its entirety, constitute the entire, complete and exclusive agreement between you and us regarding the Services, and supersede all prior agreements and understandings, whether written or oral, or whether established by custom, practice, policy or precedent, with respect to the subject matter of these Terms and the Privacy Statement. You acknowledge that you have had the opportunity to review these Terms and our Privacy Statement with counsel of your choice.
Amendments to these Terms. We reserve the right to modify, supplement or replace these Terms, effective upon prior written notice to the email address we have for you. If we have no email address for you, then the modified Terms will take effect ten (10) calendar days after we post them on the Services. Your use of the Services thirty days after any such update or modification shall confirm your agreement to the modified version of the Terms. If you do not want to agree to any version or set of changes to the Terms, you may terminate your account with us, or otherwise terminate your use of the Services, prior to the modified Terms taking effect, in which case the prior set of Terms in effect as of the date of termination shall continue to control any disputes or other issues that may arise regarding your use of the Services. Only modifications, supplements or replacements of these Terms as stated in this provision shall be valid and effective to amend the Terms. Any other purported amendments shall be void and of no force or effect.
No Informal Waivers, Agreements or Representations. Any failure to act with respect to a breach of these Terms by one party does not waive the other party’s right to act with respect to that breach or subsequent similar or other breaches. Except as expressly and specifically contemplated by the Terms, no representations, statements, consents, waivers or other acts or omissions by either party or its affiliates shall be deemed legally binding unless expressly and specifically documented in a writing signed by the parties that refers to the Terms and states expressly the intent to modify or supplement the Terms.
Assignment and Delegation. You may not assign or delegate any rights or obligations under the Terms without the prior written permission of FitBots. Any purported assignment and delegation by you shall be ineffective. We may freely assign or delegate some or all of our rights and obligations under the Terms and Privacy Statement, effective on sending a notice to you at the email address we have for you, or if we have no email address for you, by posting a notice of assignment on the FitBots Services.
Contact Us. You may contact us via email at firstname.lastname@example.org. Or via postal mail or courier at:
Attn: Law Department, FitBots, LLC, 1315 Walnut Street, Suite 932, Philadelphia, PA 19107, USA.
Governing Law and Arbitration
These Terms and any action related thereto are governed by the law of the State of Delaware, and the federal law of the United States of America, without regard to or application of any conflict of laws provisions or principles. Any dispute between us or arising out of these Terms, the Privacy Statement, the Services, or their performance, shall be determined by one arbitrator in binding arbitration. For any arbitration with a resident or citizen of the United States, the arbitration will be administered by the American Arbitration Association (“AAA”) pursuant to its current Commercial Arbitration Rules; otherwise, the arbitration will be administered by the International Centre for Dispute Resolution (“ICDR”) pursuant to its current International Arbitration Rules. The language of the arbitration shall be English. To accommodate parties and witnesses that may be distant from each other, each hearing shall be conducted and all testimony shall be entered by audio conference or video conference. The award of the arbitrator shall be final and binding on the parties, and may be entered and enforced in any court or other tribunal of competent jurisdiction.
These Terms were last revised: December ___, 2017.
Prior revisions of these Terms: