TERMS OF SERVICE
LIABILITY WAIVER
When you visit Solae or send emails to us, you are communicating with us
electronically, and therefore consent to receive communications from us electronically.
We will communicate with you by email, SMS or by posting notices on our website and
social media channels. You agree that all agreements, notices, disclosures, and other
communications that we provide to you electronically satisfy any legal requirement that
such communications be in writing.
In consideration for the privilege of participation in Solae Classes, Workshops, or
Trainings, (the “Programs”) offered by Solae., I hereby agree that: 1. I understand that
there are inherent risks involved in the Programs, including the risk of serious physical
injury and death and I fully assume all risks associated with the Programs, including:
intensive physical activity and exertion, causation or aggravation of a physical injury or
medical condition, lack of warnings or inadequate warnings: lack of instructions,
inadequate instructions, or my failure to follow instructions: slipping from slippery
surfaces such as mats or floors; equipment failure; and the like. I am fully aware of and
accept the risks and hazards involved, and agree to assume full responsibility for any
risks, conditions, injuries or damages, known or unknown, which I might incur or
aggravate as a result of my participation in the programs. 2. I understand that it is my
responsibility to consult with a physician prior to and regarding my participation in the
Programs and to receive prior approval to participate. I represent and warrant that I am
physically fit and I have no medical condition or injury, which would prevent my full
participation in the Programs.. 3. I, for myself and my heirs, assigns, successors,
executors, administrators, and legal representatives hereby release and agree that I will
not sue Solae Fit, LLC (DBA Solae), its Affiliates, Officers, Directors, Agents, Servants,
and Employees or the landlord of any premises at which it may operate, for money
damages for personal injury or property damage sustained by me during my use of
presence in, and/or participation in the Solae Fit, LLC. facilities, equipment and
Programs. 4. I, for myself and my heirs, assigns, successors, executors, administrators,
and legal representatives hereby agree I will defend, indemnify and hold harmless Solae
Fit, LLC., its Affiliates, Officers, Directors, Agents, Servants and Employees or the
landlord of any premises at which it may operate, from any and all claims, suits or
demands by anyone arising from my use of, presence in, and/or participation in the
Solae Fit, LLC. facilities, equipment and Programs. 5. I understand that it is my
continuing responsibility to inform the instructor(s) at Solae, of any previous medical
conditions, injuries or surgeries prior to my first class and at such other times as I
acquire information as to same. 6. I also understand that, except for monetary refund, I
have no claim against Solae or the landlord of the premises (except for the monetary
refund) by reason of their refusal to allow me to participate in the Programs. I have read
the above Release and Waiver of Liability and fully understand its contents. I voluntarily
agree to the terms and conditions stated above.
Solae may photograph and record you. They may publish and distribute these
photographs and recordings in connection with your participation in Solae activities and
your attendance at Solae facilities. By acknowledging these terms, you agree andconsent that Solae may display these photographs and recordings through our website and social media channels.
TERMS & CONDITIONS
These Terms of Use constitute a legally binding agreement made between you, whether
personally or on behalf of an entity (“you”) and Solae Fit, LLC, doing business as Solae
("Solae", “we”, “us”, or “our”), concerning your access to and use of the solae.fit website
as well as any other media form, media channel, mobile website or mobile application
related, linked, or otherwise connected thereto (collectively, the “Site”). You agree that
by accessing the Site, you have read, understood, and agreed to be bound by all of
these Terms of Use. IF YOU DO NOT AGREE WITH ALL OF THESE TERMS OF USE,
THEN YOU ARE EXPRESSLY PROHIBITED FROM USING THE SITE AND YOU
MUST DISCONTINUE USE IMMEDIATELY.
Supplemental terms and conditions or documents that may be posted on the Site from
time to time are hereby expressly incorporated herein by reference. We reserve the
right, in our sole discretion, to make changes or modifications to these Terms of Use at
any time and for any reason. We will alert you about any changes by updating the “Last
updated” date of these Terms of Use, and you waive any right to receive specific notice
of each such change. It is your responsibility to periodically review these Terms of Use
to stay informed of updates. You will be subject to, and will be deemed to have been
made aware of and to have accepted, the changes in any revised Terms of Use by your
continued use of the Site after the date such revised Terms of Use are posted.
The information provided on the Site is not intended for distribution to or use by any
person or entity in any jurisdiction or country where such distribution or use would be
contrary to law or regulation or which would subject us to any registration requirement
within such jurisdiction or country. Accordingly, those persons who choose to access the
Site from other locations do so on their own initiative and are solely responsible for
compliance with local laws, if and to the extent local laws are applicable.
The Site is not tailored to comply with industry-specific regulations (Health Insurance
Portability and Accountability Act (HIPAA), Federal Information Security Management
Act (FISMA), etc.), so if your interactions would be subjected to such laws, you may not
use this Site. You may not use the Site in a way that would violate the Gramm-Leach-
Bliley Act (GLBA).
The Site is intended for users who are at least 13 years of age. All users who are minors
in the jurisdiction in which they reside (generally under the age of 18) must have the
permission of, and be directly supervised by, their parent or guardian to use the Site. If
you are a minor, you must have your parent or guardian read and agree to these Terms
of Use prior to you using the Site.
ACCOUNTSRegistration: You must create an account to use certain features we offer (e.g., to view a
Program). To do so, you must provide an email address. By creating an account, you
agree to receive notices from Solae when you purchase at this email address.
Account Security: You are responsible for all activity that occurs under your account,
including unauthorized activity. You must safeguard the confidentiality of your account
credentials. If you are using a computer that others have access to, you must log out of
your account after each session. If you become aware of unauthorized access to your
account, you must change your password and notify us immediately.
CLASS VIEWING & PURCHASE OPTIONS
We may offer the following purchase options through Solae:
• Rental: After paying the stated fee, you may stream the Solae class an unlimited
number of times during the stated rental period.
• Subscription: For a recurring fee, you may stream the classes offered within
Solae subscription channel an unlimited number of times during your subscription
period. Solae may add or remove classes from the channel at any time.
To make a purchase, you must provide a valid payment method. We may apply taxes to
any charges. Prices and other terms of purchase are subject to change. If Solae
provides you access to a Class on a free basis, such access will be deemed a
“purchase” for the purpose of this Agreement.
ALL PURCHASES, INCLUDING RECURRING CHARGES, ARE FINAL AND NON-
REFUNDABLE.
Free trials and Discounts: Solae may offer free-trial or discounted subscriptions. When a
free-trial period ends, your paid subscription begins (unless you have cancelled) and
you must pay the full monthly fee. If Solae provides a discount for the first subscription
period, you must pay the discounted fee; in any renewal, you must pay the full fee.
Automatic Renewal: To the extent permitted by applicable law, subscriptions
automatically renew for the subscription period until you cancel. Your payment method
will be charged at the beginning of each subscription period. If a Purchaser offers a free-
trial period, your payment method will be charged at the end of the free-trial period
unless you cancel before the end of that period.
How to Decline Renewal: To pause or cancel a subscription, visit your account settings.
Your changes will be applied to your next subscription period.
INTELLECTUAL PROPERTY RIGHTS
Unless otherwise indicated, the Site is our proprietary property and all source code,
databases, functionality, software, website designs, audio, video, text, photographs, andgraphics on the Site (collectively, the “Content”) and the trademarks, service marks, and
logos contained therein (the “Marks”) are owned or controlled by us or licensed to us,
and are protected by copyright and trademark laws and various other intellectual
property rights and unfair competition laws of the United States, international copyright
laws, and international conventions. The Content and the Marks are provided on the
Site “AS IS” for your information and personal use only. Except as expressly provided in
these Terms of Use, no part of the Site and no Content or Marks may be copied,
reproduced, aggregated, republished, uploaded, posted, publicly displayed, encoded,
translated, transmitted, distributed, sold, licensed, or otherwise exploited for any
commercial purpose whatsoever, without our express prior written permission.
Provided that you are eligible to use the Site, you are granted a limited license to access
and use the Site and to download or print a copy of any portion of the Content to which
you have properly gained access solely for your personal, non-commercial use. We
reserve all rights not expressly granted to you in and to the Site, the Content and the
Marks.
USER REPRESENTATIONS
By using the Site, you represent and warrant that: (1) all registration information you
submit will be true, accurate, current, and complete; (2) you will maintain the accuracy of
such information and promptly update such registration information as necessary; (3)
you have the legal capacity and you agree to comply with these Terms of Use; (4) you
are not under the age of 13; (5) you are not a minor in the jurisdiction in which you
reside, or if a minor, you have received parental permission to use the Site; (6) you will
not access the Site through automated or non-human means, whether through a bot,
script, or otherwise; (7) you will not use the Site for any illegal or unauthorized purpose;
and (8) your use of the Site will not violate any applicable law or regulation.
If you provide any information that is untrue, inaccurate, not current, or incomplete, we
have the right to suspend or terminate your account and refuse any and all current or
future use of the Site (or any portion thereof).
USER REGISTRATION
You may be required to register with the Site. You agree to keep your password
confidential and will be responsible for all use of your account and password. We
reserve the right to remove, reclaim, or change a username you select if we determine,
in our sole discretion, that such username is inappropriate, obscene, or otherwise
objectionable.
PROHIBITED ACTIVITIESYou may not access or use the Site for any purpose other than that for which we make
the Site available. The Site may not be used in connection with any commercial
endeavors except those that are specifically endorsed or approved by us.
As a user of the Site, you agree not to:
USER GENERATED CONTRIBUTIONS
The Site may invite you to chat, contribute to, or participate in blogs, message boards,
online forums, and other functionality, and may provide you with the opportunity to
create, submit, post, display, transmit, perform, publish, distribute, or broadcast content
and materials to us or on the Site, including but not limited to text, writings, video, audio,
photographs, graphics, comments, suggestions, or personal information or other
material (collectively, "Contributions"). Contributions may be viewable by other users of
the Site and through third-party websites. As such, any Contributions you transmit may
be treated as non-confidential and non-proprietary. When you create or make available
any Contributions, you thereby represent and warrant that:
1. The creation, distribution, transmission, public display, or performance, and the
accessing, downloading, or copying of your Contributions do not and will not infringe the
proprietary rights, including but not limited to the copyright, patent, trademark, trade
secret, or moral rights of any third party.
2. You are the creator and owner of or have the necessary licenses, rights, consents,
releases, and permissions to use and to authorize us, the Site, and other users of the
Site to use your Contributions in any manner contemplated by the Site and these Terms
of Use.
3. You have the written consent, release, and/or permission of each and every
identifiable individual person in your Contributions to use the name or likeness of each
and every such identifiable individual person to enable inclusion and use of your
Contributions in any manner contemplated by the Site and these Terms of Use.
4. Your Contributions are not false, inaccurate, or misleading.
5. Your Contributions are not unsolicited or unauthorized advertising, promotional
materials, pyramid schemes, chain letters, spam, mass mailings, or other forms of
solicitation.
6. Your Contributions are not obscene, lewd, lascivious, filthy, violent, harassing,
libelous, slanderous, or otherwise objectionable (as determined by us).
7. Your Contributions do not ridicule, mock, disparage, intimidate, or abuse anyone.
8. Your Contributions do not advocate the violent overthrow of any government or
incite, encourage, or threaten physical harm against another.
9. Your Contributions do not violate any applicable law, regulation, or rule.
10. Your Contributions do not violate the privacy or publicity rights of any third party.
11. Your Contributions do not contain any material that solicits personal information
from anyone under the age of 18 or exploits people under the age of 18 in a sexual or
violent manner.12. Your Contributions do not violate any applicable law concerning child pornography,
or otherwise intended to protect the health or well-being of minors;
13. Your Contributions do not include any offensive comments that are connected to
race, national origin, gender, sexual preference, or physical handicap.
14. Your Contributions do not otherwise violate, or link to material that violates, any
provision of these Terms of Use, or any applicable law or regulation.
Any use of the Site in violation of the foregoing violates these Terms of Use and may
result in, among other things, termination or suspension of your rights to use the Site.
CONTRIBUTION LICENSE
By posting your Contributions to any part of the Site, you automatically grant, and you
represent and warrant that you have the right to grant, to us an unrestricted, unlimited,
irrevocable, perpetual, non-exclusive, transferable, royalty-free, fully-paid, worldwide
right, and license to host, use, copy, reproduce, disclose, sell, resell, publish, broadcast,
retitle, archive, store, cache, publicly perform, publicly display, reformat, translate,
transmit, excerpt (in whole or in part), and distribute such Contributions (including,
without limitation, your image and voice) for any purpose, commercial, advertising, or
otherwise, and to prepare derivative works of, or incorporate into other works, such
Contributions, and grant and authorize sublicenses of the foregoing. The use and
distribution may occur in any media formats and through any media channels.
This license will apply to any form, media, or technology now known or hereafter
developed, and includes our use of your name, company name, and franchise name, as
applicable, and any of the trademarks, service marks, trade names, logos, and personal
and commercial images you provide. You waive all moral rights in your Contributions,
and you warrant that moral rights have not otherwise been asserted in your
Contributions.
We do not assert any ownership over your Contributions. You retain full ownership of all
of your Contributions and any intellectual property rights or other proprietary rights
associated with your Contributions. We are not liable for any statements or
representations in your Contributions provided by you in any area on the Site. You are
solely responsible for your Contributions to the Site and you expressly agree to
exonerate us from any and all responsibility and to refrain from any legal action against
us regarding your Contributions.
We have the right, in our sole and absolute discretion, (1) to edit, redact, or otherwise
change any Contributions; (2) to re-categorize any Contributions to place them in more
appropriate locations on the Site; and (3) to pre-screen or delete any Contributions at
any time and for any reason, without notice. We have no obligation to monitor your
Contributions.GUIDELINES FOR REVIEWS
We may provide you areas on the Site to leave reviews or ratings. When posting a
review, you must comply with the following criteria: (1) you should have firsthand
experience with the person/entity being reviewed; (2) your reviews should not contain
offensive profanity, or abusive, racist, offensive, or hate language; (3) your reviews
should not contain discriminatory references based on religion, race, gender, national
origin, age, marital status, sexual orientation, or disability; (4) your reviews should not
contain references to illegal activity; (5) you should not be affiliated with competitors if
posting negative reviews; (6) you should not make any conclusions as to the legality of
conduct; (7) you may not post any false or misleading statements; and (8) you may not
organize a campaign encouraging others to post reviews, whether positive or negative.
We may accept, reject, or remove reviews in our sole discretion. We have absolutely no
obligation to screen reviews or to delete reviews, even if anyone considers reviews
objectionable or inaccurate. Reviews are not endorsed by us, and do not necessarily
represent our opinions or the views of any of our affiliates or partners. We do not
assume liability for any review or for any claims, liabilities, or losses resulting from any
review. By posting a review, you hereby grant to us a perpetual, non-exclusive,
worldwide, royalty-free, fully-paid, assignable, and sublicensable right and license to
reproduce, modify, translate, transmit by any means, display, perform, and/or distribute
all content relating to reviews.
MOBILE APPLICATION LICENSE
Use License
If you access the Site via a mobile application, then we grant you a revocable, non-
exclusive, non-transferable, limited right to install and use the mobile application on
wireless electronic devices owned or controlled by you, and to access and use the
mobile application on such devices strictly in accordance with the terms and conditions
of this mobile application license contained in these Terms of Use. You shall not: (1)
decompile, reverse engineer, disassemble, attempt to derive the source code of, or
decrypt the application; (2) make any modification, adaptation, improvement,
enhancement, translation, or derivative work from the application; (3) violate any
applicable laws, rules, or regulations in connection with your access or use of the
application; (4) remove, alter, or obscure any proprietary notice (including any notice of
copyright or trademark) posted by us or the licensors of the application; (5) use the
application for any revenue generating endeavor, commercial enterprise, or other
purpose for which it is not designed or intended; (6) make the application available over
a network or other environment permitting access or use by multiple devices or users at
the same time; (7) use the application for creating a product, service, or software that is,
directly or indirectly, competitive with or in any way a substitute for the application; (8)
use the application to send automated queries to any website or to send any unsolicited
commercial e-mail; or (9) use any proprietary information or any of our interfaces or ourother intellectual property in the design, development, manufacture, licensing, or
distribution of any applications, accessories, or devices for use with the application.
Apple and Android Devices
The following terms apply when you use a mobile application obtained from either the
Apple Store or Google Play (each an “App Distributor”) to access the Site: (1) the
license granted to you for our mobile application is limited to a non-transferable license
to use the application on a device that utilizes the Apple iOS or Android operating
systems, as applicable, and in accordance with the usage rules set forth in the
applicable App Distributor’s terms of service; (2) we are responsible for providing any
maintenance and support services with respect to the mobile application as specified in
the terms and conditions of this mobile application license contained in these Terms of
Use or as otherwise required under applicable law, and you acknowledge that each App
Distributor has no obligation whatsoever to furnish any maintenance and support
services with respect to the mobile application; (3) in the event of any failure of the
mobile application to conform to any applicable warranty, you may notify the applicable
App Distributor, and the App Distributor, in accordance with its terms and policies, may
refund the purchase price, if any, paid for the mobile application, and to the maximum
extent permitted by applicable law, the App Distributor will have no other warranty
obligation whatsoever with respect to the mobile application; (4) you represent and
warrant that (i) you are not located in a country that is subject to a U.S. government
embargo, or that has been designated by the U.S. government as a “terrorist supporting”
country and (ii) you are not listed on any U.S. government list of prohibited or restricted
parties; (5) you must comply with applicable third-party terms of agreement when using
the mobile application, e.g., if you have a VoIP application, then you must not be in
violation of their wireless data service agreement when using the mobile application;
and (6) you acknowledge and agree that the App Distributors are third-party
beneficiaries of the terms and conditions in this mobile application license contained in
these Terms of Use, and that each App Distributor will have the right (and will be
deemed to have accepted the right) to enforce the terms and conditions in this mobile
application license contained in these Terms of Use against you as a third-party
beneficiary thereof.
SUBMISSIONS
You acknowledge and agree that any questions, comments, suggestions, ideas,
feedback, or other information regarding the Site ("Submissions") provided by you to us
are non-confidential and shall become our sole property. We shall own exclusive rights,
including all intellectual property rights, and shall be entitled to the unrestricted use and
dissemination of these Submissions for any lawful purpose, commercial or otherwise,
without acknowledgment or compensation to you. You hereby waive all moral rights to
any such Submissions, and you hereby warrant that any such Submissions are original
with you or that you have the right to submit such Submissions. You agree there shall beno recourse against us for any alleged or actual infringement or misappropriation of any
proprietary right in your Submissions.
THIRD-PARTY WEBSITE AND CONTENT
The Site may contain (or you may be sent via the Site) links to other websites ("Third-
Party Websites") as well as articles, photographs, text, graphics, pictures, designs,
music, sound, video, information, applications, software, and other content or items
belonging to or originating from third parties ("Third-Party Content"). Such Third-Party
Websites and Third-Party Content are not investigated, monitored, or checked for
accuracy, appropriateness, or completeness by us, and we are not responsible for any
Third-Party Websites accessed through the Site or any Third-Party Content posted on,
available through, or installed from the Site, including the content, accuracy,
offensiveness, opinions, reliability, privacy practices, or other policies of or contained in
the Third-Party Websites or the Third-Party Content. Inclusion of, linking to, or permitting
the use or installation of any Third-Party Websites or any Third-Party Content does not
imply approval or endorsement thereof by us. If you decide to leave the Site and access
the Third-Party Websites or to use or install any Third-Party Content, you do so at your
own risk, and you should be aware these Terms of Use no longer govern. You should
review the applicable terms and policies, including privacy and data gathering practices,
of any website to which you navigate from the Site or relating to any applications you
use or install from the Site. Any purchases you make through Third-Party Websites will
be through other websites and from other companies, and we take no responsibility
whatsoever in relation to such purchases which are exclusively between you and the
applicable third party. You agree and acknowledge that we do not endorse the products
or services offered on Third-Party Websites and you shall hold us harmless from any
harm caused by your purchase of such products or services. Additionally, you shall hold
us harmless from any losses sustained by you or harm caused to you relating to or
resulting in any way from any Third-Party Content or any contact with Third-Party
Websites.
SITE MANAGEMENT
We reserve the right, but not the obligation, to: (1) monitor the Site for violations of these
Terms of Use; (2) take appropriate legal action against anyone who, in our sole
discretion, violates the law or these Terms of Use, including without limitation, reporting
such user to law enforcement authorities; (3) in our sole discretion and without limitation,
refuse, restrict access to, limit the availability of, or disable (to the extent technologically
feasible) any of your Contributions or any portion thereof; (4) in our sole discretion and
without limitation, notice, or liability, to remove from the Site or otherwise disable all files
and content that are excessive in size or are in any way burdensome to our systems;
and (5) otherwise manage the Site in a manner designed to protect our rights and
property and to facilitate the proper functioning of the Site.PRIVACY POLICY
We care about data privacy and security. Please review our Privacy Policy: https://
www.solae.fit/privacypolicy. By using the Site, you agree to be bound by our Privacy
Policy, which is incorporated into these Terms of Use. Please be advised the Site is
hosted in the United States. If you access the Site from any other region of the world
with laws or other requirements governing personal data collection, use, or disclosure
that differ from applicable laws in the United States, then through your continued use of
the Site, you are transferring your data to the United States, and you agree to have your
data transferred to and processed in the United States. Further, we do not knowingly
accept, request, or solicit information from children or knowingly market to children.
Therefore, in accordance with the U.S. Children’s Online Privacy Protection Act, if we
receive actual knowledge that anyone under the age of 13 has provided personal
information to us without the requisite and verifiable parental consent, we will delete that
information from the Site as quickly as is reasonably practical.
COPYRIGHT INFRINGEMENTS
We respect the intellectual property rights of others. If you believe that any material
available on or through the Site infringes upon any copyright you own or control, please
immediately notify us using the contact information provided below (a “Notification”). A
copy of your Notification will be sent to the person who posted or stored the material
addressed in the Notification. Please be advised that pursuant to applicable law you
may be held liable for damages if you make material misrepresentations in a
Notification. Thus, if you are not sure that material located on or linked to by the Site
infringes your copyright, you should consider first contacting an attorney.
TERM AND TERMINATION
These Terms of Use shall remain in full force and effect while you use the Site.
WITHOUT LIMITING ANY OTHER PROVISION OF THESE TERMS OF USE, WE
RESERVE THE RIGHT TO, IN OUR SOLE DISCRETION AND WITHOUT NOTICE OR
LIABILITY, DENY ACCESS TO AND USE OF THE SITE (INCLUDING BLOCKING
CERTAIN IP ADDRESSES), TO ANY PERSON FOR ANY REASON OR FOR NO
REASON, INCLUDING WITHOUT LIMITATION FOR BREACH OF ANY
REPRESENTATION, WARRANTY, OR COVENANT CONTAINED IN THESE TERMS
OF USE OR OF ANY APPLICABLE LAW OR REGULATION. WE MAY TERMINATE
YOUR USE OR PARTICIPATION IN THE SITE OR DELETE YOUR ACCOUNT AND
ANY CONTENT OR INFORMATION THAT YOU POSTED AT ANY TIME, WITHOUT
WARNING, IN OUR SOLE DISCRETION.
If we terminate or suspend your account for any reason, you are prohibited from
registering and creating a new account under your name, a fake or borrowed name, orthe name of any third party, even if you may be acting on behalf of the third party. In
addition to terminating or suspending your account, we reserve the right to take
appropriate legal action, including without limitation pursuing civil, criminal, and
injunctive redress.
MODIFICATIONS AND INTERRUPTIONS
We reserve the right to change, modify, or remove the contents of the Site at any time or
for any reason at our sole discretion without notice. However, we have no obligation to
update any information on our Site. We also reserve the right to modify or discontinue all
or part of the Site without notice at any time. We will not be liable to you or any third
party for any modification, price change, suspension, or discontinuance of the Site.
We cannot guarantee the Site will be available at all times. We may experience
hardware, software, or other problems or need to perform maintenance related to the
Site, resulting in interruptions, delays, or errors. We reserve the right to change, revise,
update, suspend, discontinue, or otherwise modify the Site at any time or for any reason
without notice to you. You agree that we have no liability whatsoever for any loss,
damage, or inconvenience caused by your inability to access or use the Site during any
downtime or discontinuance of the Site. Nothing in these Terms of Use will be construed
to obligate us to maintain and support the Site or to supply any corrections, updates, or
releases in connection therewith.
GOVERNING LAW
These Terms of Use and your use of the Site are governed by and construed in
accordance with the laws of the State of Maryland applicable to agreements made and
to be entirely performed within the State of Maryland, without regard to its conflict of law
principles.
DISPUTE RESOLUTION
Informal Negotiations
To expedite resolution and control the cost of any dispute, controversy, or claim related
to these Terms of Use (each a "Dispute" and collectively, the “Disputes”) brought by
either you or us (individually, a “Party” and collectively, the “Parties”), the Parties agree
to first attempt to negotiate any Dispute (except those Disputes expressly provided
below) informally for at least thirty (30) days before initiating arbitration. Such informal
negotiations commence upon written notice from one Party to the other Party.
Binding ArbitrationIf the Parties are unable to resolve a Dispute through informal negotiations, the Dispute
(except those Disputes expressly excluded below) will be finally and exclusively
resolved through binding arbitration. YOU UNDERSTAND THAT WITHOUT THIS
PROVISION, YOU WOULD HAVE THE RIGHT TO SUE IN COURT AND HAVE A
JURY TRIAL. The arbitration shall be commenced and conducted under the
Commercial Arbitration Rules of the American Arbitration Association ("AAA") and,
where appropriate, the AAA’s Supplementary Procedures for Consumer Related
Disputes ("AAA Consumer Rules"), both of which are available at the AAA
website: www.adr.org. Your arbitration fees and your share of arbitrator compensation
shall be governed by the AAA Consumer Rules and, where appropriate, limited by the
AAA Consumer Rules. The arbitration may be conducted in person, through the
submission of documents, by phone, or online. The arbitrator will make a decision in
writing, but need not provide a statement of reasons unless requested by either Party.
The arbitrator must follow applicable law, and any award may be challenged if the
arbitrator fails to do so. Except where otherwise required by the applicable AAA rules or
applicable law, the arbitration will take place in baltimore city, Maryland. Except as
otherwise provided herein, the Parties may litigate in court to compel arbitration, stay
proceedings pending arbitration, or to confirm, modify, vacate, or enter judgment on the
award entered by the arbitrator.
If for any reason, a Dispute proceeds in court rather than arbitration, the Dispute shall be
commenced or prosecuted in the state and federal courts located in Baltimore City,
Maryland, and the Parties hereby consent to, and waive all defenses of lack of personal
jurisdiction, and forum non conveniens with respect to venue and jurisdiction in such
state and federal courts. Application of the United Nations Convention on Contracts for
the International Sale of Goods and the the Uniform Computer Information Transaction
Act (UCITA) is excluded from these Terms of Use.
In no event shall any Dispute brought by either Party related in any way to the Site be
commenced more than one (1) years after the cause of action arose. If this provision is
found to be illegal or unenforceable, then neither Party will elect to arbitrate any Dispute
falling within that portion of this provision found to be illegal or unenforceable, and such
Dispute shall be decided by a court of competent jurisdiction within the courts listed for
jurisdiction above, and the Parties agree to submit to the personal jurisdiction of that
court.
Restrictions
The Parties agree that any arbitration shall be limited to the Dispute between the Parties
individually. To the full extent permitted by law, (a) no arbitration shall be joined with any
other proceeding; (b) there is no right or authority for any Dispute to be arbitrated on a
class-action basis or to utilize class action procedures; and (c) there is no right or
authority for any Dispute to be brought in a purported representative capacity on behalf
of the general public or any other persons.
Exceptions to Informal Negotiations and ArbitrationThe Parties agree that the following Disputes are not subject to the above provisions
concerning informal negotiations and binding arbitration: (a) any Disputes seeking to
enforce or protect, or concerning the validity of, any of the intellectual property rights of
a Party; (b) any Dispute related to, or arising from, allegations of theft, piracy, invasion
of privacy, or unauthorized use; and (c) any claim for injunctive relief. If this provision is
found to be illegal or unenforceable, then neither Party will elect to arbitrate any Dispute
falling within that portion of this provision found to be illegal or unenforceable and such
Dispute shall be decided by a court of competent jurisdiction within the courts listed for
jurisdiction above, and the Parties agree to submit to the personal jurisdiction of that
court.
CORRECTIONS
There may be information on the Site that contains typographical errors, inaccuracies, or
omissions, including descriptions, pricing, availability, and various other information. We
reserve the right to correct any errors, inaccuracies, or omissions and to change or
update the information on the Site at any time, without prior notice.
DISCLAIMER
THE SITE IS PROVIDED ON AN AS-IS AND AS-AVAILABLE BASIS. YOU AGREE
THAT YOUR USE OF THE SITE AND OUR SERVICES WILL BE AT YOUR SOLE
RISK. TO THE FULLEST EXTENT PERMITTED BY LAW, WE DISCLAIM ALL
WARRANTIES, EXPRESS OR IMPLIED, IN CONNECTION WITH THE SITE AND
YOUR USE THEREOF, INCLUDING, WITHOUT LIMITATION, THE IMPLIED
WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE,
AND NON-INFRINGEMENT. WE MAKE NO WARRANTIES OR REPRESENTATIONS
ABOUT THE ACCURACY OR COMPLETENESS OF THE SITE’S CONTENT OR THE
CONTENT OF ANY WEBSITES LINKED TO THE SITE AND WE WILL ASSUME NO
LIABILITY OR RESPONSIBILITY FOR ANY (1) ERRORS, MISTAKES, OR
INACCURACIES OF CONTENT AND MATERIALS, (2) PERSONAL INJURY OR
PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR
ACCESS TO AND USE OF THE SITE, (3) ANY UNAUTHORIZED ACCESS TO OR
USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL
INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN, (4) ANY
INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE SITE, (5)
ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE WHICH MAY BE
TRANSMITTED TO OR THROUGH THE SITE BY ANY THIRD PARTY, AND/OR (6)
ANY ERRORS OR OMISSIONS IN ANY CONTENT AND MATERIALS OR FOR ANY
LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY
CONTENT POSTED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE
SITE. WE DO NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME
RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFEREDBY A THIRD PARTY THROUGH THE SITE, ANY HYPERLINKED WEBSITE, OR ANY
WEBSITE OR MOBILE APPLICATION FEATURED IN ANY BANNER OR OTHER
ADVERTISING, AND WE WILL NOT BE A PARTY TO OR IN ANY WAY BE
RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN YOU AND ANY
THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES. AS WITH THE
PURCHASE OF A PRODUCT OR SERVICE THROUGH ANY MEDIUM OR IN ANY
ENVIRONMENT, YOU SHOULD USE YOUR BEST JUDGMENT AND EXERCISE
CAUTION WHERE APPROPRIATE.
LIMITATIONS OF LIABILITY
IN NO EVENT WILL WE OR OUR DIRECTORS, EMPLOYEES, OR AGENTS BE
LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DIRECT, INDIRECT,
CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL, OR PUNITIVE DAMAGES,
INCLUDING LOST PROFIT, LOST REVENUE, LOSS OF DATA, OR OTHER
DAMAGES ARISING FROM YOUR USE OF THE SITE, EVEN IF WE HAVE BEEN
ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING
ANYTHING TO THE CONTRARY CONTAINED HEREIN, OUR LIABILITY TO YOU
FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE
ACTION, WILL AT ALL TIMES BE LIMITED TO THE AMOUNT PAID, IF ANY, BY YOU
TO US DURING THE SIX (6) MONTH PERIOD PRIOR TO ANY CAUSE OF ACTION
ARISING. CERTAIN US STATE LAWS AND INTERNATIONAL LAWS DO NOT ALLOW
LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF
CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE
ABOVE DISCLAIMERS OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MAY
HAVE ADDITIONAL RIGHTS.
INDEMNIFICATION
You agree to defend, indemnify, and hold us harmless, including our subsidiaries,
affiliates, and all of our respective officers, agents, partners, and employees, from and
against any loss, damage, liability, claim, or demand, including reasonable attorneys’
fees and expenses, made by any third party due to or arising out of: (1) your
Contributions; (2) use of the Site; (3) breach of these Terms of Use; (4) any breach of
your representations and warranties set forth in these Terms of Use; (5) your violation of
the rights of a third party, including but not limited to intellectual property rights; or (6)
any overt harmful act toward any other user of the Site with whom you connected via the
Site. Notwithstanding the foregoing, we reserve the right, at your expense, to assume
the exclusive defense and control of any matter for which you are required to indemnify
us, and you agree to cooperate, at your expense, with our defense of such claims. We
will use reasonable efforts to notify you of any such claim, action, or proceeding which is
subject to this indemnification upon becoming aware of it.USER DATA
We will maintain certain data that you transmit to the Site for the purpose of managing
the performance of the Site, as well as data relating to your use of the Site. Although we
perform regular routine backups of data, you are solely responsible for all data that you
transmit or that relates to any activity you have undertaken using the Site. You agree
that we shall have no liability to you for any loss or corruption of any such data, and you
hereby waive any right of action against us arising from any such loss or corruption of
such data.
ELECTRONIC COMMUNICATIONS, TRANSACTIONS, AND SIGNATURES
Visiting the Site, sending us emails, and completing online forms constitute electronic
communications. You consent to receive electronic communications, and you agree that
all agreements, notices, disclosures, and other communications we provide to you
electronically, via email and on the Site, satisfy any legal requirement that such
communication be in writing. YOU HEREBY AGREE TO THE USE OF ELECTRONIC
SIGNATURES, CONTRACTS, ORDERS, AND OTHER RECORDS, AND TO
ELECTRONIC DELIVERY OF NOTICES, POLICIES, AND RECORDS OF
TRANSACTIONS INITIATED OR COMPLETED BY US OR VIA THE SITE. You hereby
waive any rights or requirements under any statutes, regulations, rules, ordinances, or
other laws in any jurisdiction which require an original signature or delivery or retention
of non-electronic records, or to payments or the granting of credits by any means other
than electronic means.
CALIFORNIA USERS AND RESIDENTS
If any complaint with us is not satisfactorily resolved, you can contact the Complaint
Assistance Unit of the Division of Consumer Services of the California Department of
Consumer Affairs in writing at 1625 North Market Blvd., Suite N 112, Sacramento,
California 95834 or by telephone at (800) 952-5210 or (916) 445-1254.
MISCELLANEOUS
These Terms of Use and any policies or operating rules posted by us on the Site or in
respect to the Site constitute the entire agreement and understanding between you and
us. Our failure to exercise or enforce any right or provision of these Terms of Use shall
not operate as a waiver of such right or provision. These Terms of Use operate to the
fullest extent permissible by law. We may assign any or all of our rights and obligations
to others at any time. We shall not be responsible or liable for any loss, damage, delay,
or failure to act caused by any cause beyond our reasonable control. If any provision or
part of a provision of these Terms of Use is determined to be unlawful, void, or
unenforceable, that provision or part of the provision is deemed severable from theseTerms of Use and does not affect the validity and enforceability of any remaining
provisions. There is no joint venture, partnership, employment or agency relationship
created between you and us as a result of these Terms of Use or use of the Site. You
agree that these Terms of Use will not be construed against us by virtue of having
drafted them. You hereby waive any and all defenses you may have based on the
electronic form of these Terms of Use and the lack of signing by the parties hereto to
execute these Terms of Use.
CONTACT US
In order to resolve a complaint regarding the Site or to receive further
information regarding use of the Site, please contact us at:
Sollae Fit, LLC
840 Willow Rd, unit P
Northbrook, IL 60062
United States
Phone: 773-807-2074
contact@solae.fit