TERMS AND CONDITIONS OF USE
Effective as of October 1, 2017
PLEASE READ THE TERMS AND CONDITIONS CAREFULLY BEFORE USING OUR SERVICES. THEY CONTAIN IMPORTANT INFORMATION ABOUT YOUR RIGHTS AND OBLIGATIONS, INCLUDING DISCLAIMERS OF WARRANTIES, DISCLAIMERS OF LIABILITY, AND MANDATORY ARBITRATION. THE TERMS AND CONDITIONS ARE SUBJECT TO CHANGE.
Threshold Athletics reserves the right to change, suspend and/or discontinue, at any time, any aspect or feature of our Services, including without limitation content, hours of availability and equipment needed for access or use. We also reserve the right to change or modify the Terms and Conditions applicable to your use of our Services, or any part thereof, or to impose new conditions, at any time. All such changes will take effect immediately after they have been posted on our Services, and you will be deemed to have accepted any such changes by your use of our Services following such time. Therefore, we encourage you to regularly review the Terms and Conditions.
OUR SERVICES ARE NOT DIRECTED TO, OR INTENDED FOR, CHILDREN UNDER 13 YEARS OF AGE. Threshold Athletics understands that protecting the privacy of young children is important. For that reason, children under the age of 13 may not use the Services. If you use the Services, you affirm that you are at least 13 years old.
You may be asked to register on or through our Services to participate in or receive various services offered by Threshold Athletics. The availability of these services may vary, and, in the future, we may add other services that may be accessed through our Services. While your use of our Services is subject to the Terms and Conditions, other services offered by Threshold Athletics may be subject to additional terms and conditions.
You are responsible for maintaining the confidentiality of any user names and passwords, and you are responsible for all activities that occur under your name, account, user name or password, whether or not authorized by you. You agree to immediately notify Threshold Athletics of any unauthorized use of your name, account, user name or password.
By registering on our Services, you agree to provide accurate and current information about yourself as prompted by the registration pages and to maintain and promptly update your information to keep it accurate and current.
YOUR USE OF OUR SERVICES
You agree that you will not:
Use Threshold Athletics’ Services in any way that may lead to the encouragement, procurement or carrying out of any illegal or criminal activity.
Use our Services to violate any applicable law.
Use our Services or any information obtained from our Services for any purpose other than your personal and non-commercial use related to any of the services offered by us or our affiliates – companies that control, are controlled by, or are under common control with Threshold Athletics.
Sell or transfer any information obtained from our Services to a third party.
Obtain or attempt to obtain any materials, documents or information through any means not purposely made available through our Services.
Penetrate or attempt to penetrate the security measures protecting our Services, including without limitation by hacking, password “mining” or any other illegitimate means.
Probe, scan or test the vulnerability or security of our Services.
Frame or utilize framing techniques to enclose any portion of our Services.
Intentionally disrupt the operation or functionality of our Services.
You further agree that you will not use our Services to:
Impersonate another person, whether actual or fictitious, including without limitation impersonating any Threshold Athletics employees or consultants.
Post, disseminate, submit, transmit, host, share and/or publish material that is unlawful, harassing, defamatory, abusive, threatening, obscene, harmful, tortuous, libelous or invasive of another’s privacy, or that encourages conduct that would be considered a criminal offense, give rise to civil liability, violate any law, or is otherwise inappropriate.
Transmit viruses, “Trojan horses,” chain letters, junk mail, “spam” or bulk communications of any kind.
Post, disseminate, submit, transmit, host, share and/or publish advertisements or solicitations of business.
Post, disseminate, submit, transmit, host, share and/or publish material that is protected by copyright, trade secret, patent, trademark and/or other proprietary rights, including without limitation privacy and publicity rights, unless you are the owner of such rights, or you have written permission from the rightful owner of such rights, and you grant us a license, consent and release with respect to such material as provided in the Terms and Conditions.
YOUR SUBMISSIONS TO OUR SERVICES
Our Services may allow you to post, disseminate, submit, transmit, host, share and/or publish various materials and information, including without limitation videos, photographs, biographical information and other materials (collectively, “User Materials”). You are solely responsible for your User Materials and the consequences of posting, disseminating, submitting, transmitting, hosting, sharing and/or publishing such User Materials on and/or to our Services.
By using our Services and posting, disseminating, submitting, transmitting, hosting, sharing and/or publishing such User Materials on and/or to our Services, you represent and warrant that you own the entire right, title and interest in and to such User Materials, including without limitation the copyrights therein and thereto (or you otherwise possess sufficient rights in such User Materials, through a written agreement with the owner(s) of such rights, to grant the license, consent and release herein), and that such User Materials: (i) are original and have not been copied in whole or in part from any other work; and, (ii) do not violate, infringe and/or misappropriate the proprietary rights of any third party, including without limitation privacy and publicity rights.
You hereby grant to Threshold Athletics and its agents, attorneys, representatives, predecessors, successors, affiliates, parents, subsidiaries, nominees, licensees, executors, administrators, assigns, media outlets/partners and those acting with authority of the foregoing (collectively, “Threshold Athletics Parties”), a worldwide, non-exclusive, perpetual, irrevocable, royalty-free, transferable and sublicensable right and license to use, share, reproduce, distribute, prepare derivative works of, publicly display, publicly perform, host, cache, route, transmit, store, reformat, excerpt, edit, archive, index, crawl, create algorithms based on, modify and/or transcode such User Materials, in any and all formats and through any and all means and channels, including without limitation through streaming and downloading technologies, on the Internet, in publications and advertisements, at scouting/recruiting events and in kits distributed to the media. You further hereby irrevocably consent and allow the Threshold Athletics Parties to use and share the name(s), voice(s), biographical information, appearance(s), likeness(es), features, characteristics, persona(s), form(s) and/or image(s) of, as well as any statement(s) made by or attributed to, all identifiable individual(s) depicted and/or described in such User Materials (collectively “Names and Likenesses”). You also hereby irrevocably waive as against the Threshold Athletics Parties all moral rights and rights of restraint in such User Materials.
You hereby fully and completely release, forever discharge, hold harmless and agree to defend and indemnify the Threshold Athletics Parties from any and all claims, liabilities, demands, actions, suits, causes of action and damages (including costs, expenses and attorneys’ fees), that you, or any third party, shall or may have arising out of or in connection with the use of such User Materials and/or Names and Likenesses as provided herein. The license, consent and release herein is binding upon you and your heirs, executors, administrators, successors, licensees and assigns.
You acknowledge that Threshold Athletics reserves the right to display advertisements in connection with such User Materials, to display such User Materials with similar materials from other users and to use such User Materials for marketing, promotional and advertising purposes. You further acknowledge that Threshold Athletics has the right, in our sole discretion, to prescreen, pre-approve, refuse and/or remove from our Services, without prior notice, any User Materials, including without limitation User Materials that violate the Terms and Conditions.
If you have any comments or questions regarding content or materials on our Services, please contact Threshold Athletics using the contact information found at the end of the Terms and Conditions. If you believe in good faith that any content or materials on our Services violate your copyright, please contact us as provided in the following section of the Terms and Conditions.
COPYRIGHT INFRINGEMENT AND THE DIGITAL MILLENNIUM COPYRIGHT ACT
Threshold Athletics respects the valid intellectual property rights of others. We will respond to allegations of copyright infringement with respect to content or materials on our Services, including without limitation User Materials, in accordance with the Digital Millennium Copyright Act (the “DMCA”).
The DMCA provides a process for copyright owners to give notification to online service providers concerning alleged copyright infringement. When Threshold Athletics receives a valid DMCA notification, we respond by removing (or disabling access to) the allegedly infringing content or materials. After removing such content or materials, Threshold Athletics will take reasonable steps to contact the owner of the removed content or materials so that a DMCA counter notification may be submitted. After receiving a valid counter notification, Threshold Athletics generally restores the allegedly infringing content or materials, unless we receive further notice from the copyright owner that a legal action has been filed seeking a court order to restrain the alleged copyright infringer from engaging in the allegedly infringing activity.
If you are a copyright owner, or an agent of a copyright owner, and you believe that any content or materials on our Services, including without limitation User Materials, violate your copyright, you may submit a notification pursuant to the DMCA by providing our DMCA agent with the following information in writing (please see 17 U.S.C. §512(c)(3) for further detail): (i) your physical or electronic signature; (ii) identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works are covered by a single notification, a representative list of such works; (iii) identification of the material that is claimed to be infringing or to be the subject of infringing activity, and information reasonably sufficient to permit Threshold Athletics to locate the material; (iv) information reasonably sufficient to permit Threshold Athletics to contact you, such as an address, telephone number, and, if available, an email address; (v) a statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and, (vi) a statement under penalty of perjury that the information in the notification is accurate, and that you are authorized to act on behalf of the owner of the allegedly infringed copyright.
Threshold Athletics’ designated agent to receive notifications of claimed copyright infringement under the DMCA is:
Threshold Athletics LLC
Attn: DMCA Notice
PO Box 843
Clovis, CA 93619
For the purposes of clarification, only notices pursuant to the DMCA should be directed to Threshold Athletics’ DMCA agent. All other questions or concerns about our Services or the Terms and Conditions should be directed to Threshold Athletics as set forth at the end of the Terms and Conditions.
If you believe that your User Materials have been improperly removed because they are not infringing, because you have authorization from the actual copyright owner or the owner’s agent and/or because you have the right to use the User Materials under applicable law, you may send a written counter notification to Threshold Athletics’ DMCA agent with the following information (please see 17 U.S.C. §512(g)(3) for further detail): (i) your physical or electronic signature; (ii) identification of the User Materials that have been removed or to which access has been disabled and the location(s) at which the User Materials appeared before such User Materials were removed or disabled; (iii) a statement under penalty of perjury that you have a good faith belief that such User Materials were removed or disabled as a result of mistake or misidentification of the material to be removed or disabled; (iv) your name, address, telephone number and, if available, email address; and, (v) a statement that you consent to the jurisdiction of Federal District Court for the judicial district in which your address is located or, if your address is outside of the United States, to the jurisdiction of the Federal District Court for the Eastern District of California, and that you will accept service of process from the party that provided notification to Threshold Athletics of the alleged infringement.
If Threshold Athletics’ DMCA agent receives a valid counter notification pursuant to the DMCA, we may send a copy of such counter notification to the original complaining party and we may inform such party that we may replace the removed or disabled content in ten (10) business days. Unless Threshold Athletics’ DMCA agent receives further notice from the original complaining party that it has filed an action seeking a court order to restrain the allegedly infringing activity, we may replace or re-enable access to the allegedly infringing content or materials not less than ten (10), nor more than fourteen (14), business days after receipt of the valid counter notification.
All text, graphics, photographs, videos, user interfaces, trademarks, logos, taglines, animations, sounds, and music contained on, or comprising, our Services, including without limitation the design, structure, selection, organization, compilation, display, arrangement, expression and “look and feel” of our Services, and the software comprising and/or embodying the foregoing (collectively, the “Threshold Athletics Content”), are owned, controlled or licensed by or to Threshold Athletics, and are protected under applicable intellectual property laws, including without limitation copyright, trade dress, trademark and/or patent laws. Your use of our Services gives you no ownership rights in the Threshold Athletics Content.
You may not, without limitation, copy, reproduce, republish, download, print, post, broadcast, record, mirror, transmit, commercially exploit, edit, communicate to the public or distribute in any way any part of our Services or the Threshold Athletics Content except as follows: (i) you may download Threshold Athletics Content to your website viewing device for the purpose of viewing it; and, (ii) you may print portions of our Services and the associated Threshold Athletics Content for your personal informational use as long as the printed portions are not subsequently modified or altered in any way. Any use other than as permitted under the Terms and Conditions may be undertaken only with the prior written authorization of Threshold Athletics.
TERMINATION OF YOUR RIGHT TO USE OUR SERVICES
Threshold Athletics reserves the right to suspend, restrict and/or terminate your access to our Services at any time, without notice, in our sole discretion, without limitation to any of our other rights. Further, Threshold Athletics reserves the right to terminate your account if your User Materials are the subject of multiple DMCA notifications and/or you are deemed to be a repeat infringer.
PRODUCTS AND SERVICES OFFERED BY THRESHOLD ATHLETICS
Threshold Athletics may offer products and services on or through our Services. When you enroll for such products or services, you accept the specific agreement(s) applicable to such products or services. Your use of any such products or services is governed by the terms and conditions in the applicable agreement(s) for such products or services and, to the extent such products or services are provided through our Services, the Terms and Conditions also will apply.
LINKS TO OTHER WEBSITES
Our Services may provide links to other websites or resources, including advertisers, over which we have no control. These links are provided solely as a convenience to you and, unless otherwise explicitly stated, should not be construed as an endorsement by Threshold Athletics of the content, product or services on such websites or resources. You access and use such websites or resources, including the content, products or services thereon, solely at your own risk. We make no representations or warranties with respect to the content, ownership, or legality of any such linked websites, and you agree that Threshold Athletics has no responsibility or liability for the availability of such websites or resources, or for the content, advertising, products, services or other materials available through such websites or resources.
THIRD PARTY ADVERTISING ON OUR SERVICES
Unless otherwise explicitly stated, Threshold Athletics does not endorse or guarantee any third-party products or services advertised on our Services or any third parties sponsoring parts of our Services. Your dealings with advertisers or other third parties found on or through our Services are solely the responsibility of you and the third party. These dealings include without limitation your participation in promotions, the payment for and delivery of products and services, if any, and any terms, conditions, warranties or representations associated with such dealings. You agree that Threshold Athletics will have no liability with respect to any loss or damage of any kind incurred as a result of any dealings between you and any third party, or as a result of the presence of such third parties on our Services.
DISCLAIMER OF WARRANTIES
You agree that your use of the services is entirely at your own risk. The services, and all materials, information (including, without limitation, text, graphics, links, or any information or materials obtained or accessed through the services), and products included therein are provided “as is,” “with all faults,” “as available,” with no warranties whatsoever and therefore threshold athletics expressly disclaims to the fullest extent permitted by law all express, implied, and statutory warranties, including, without limitation, the warranties of merchantability, fitness for a particular purpose, freedom from computer virus, title, and non-infringement of intellectual property or proprietary rights.
Threshold athletics disclaims any responsibility for the accuracy, completeness, legality, reliability, or operability of information, content, or materials on the services, the functionality of the services, or the availability of the services. Threshold athletics cannot and does not guarantee and does not promise any specific result from use of the services. No advice or information, whether oral or written, obtained by you from threshold athletics, or from or through the services, shall create any warranty not expressly stated herein. You have no right to rely on any information contained herein as accurate. Threshold athletics makes no such warranty. Threshold athletics does not warrant or make any representations regarding the results of the use of the information materials, software, facilities, services, or other content on the services or any sites linked to the services in terms of their correctness, accuracy, timeliness, reliability, or otherwise. Threshold athletics does not warrant that the functions and features made available through the services will be available, uninterrupted, or error-free, that defects will be corrected, or that its servers are free of viruses or other harmful components.
Threshold athletics expressly disclaims any and all responsibilities and liability for the conduct of any other user, and expressly disclaims that user materials inputted by other users are either correct or accurate. Threshold athletics is not responsible for the conduct, whether online or offline, of any user or other users of the services. Under no circumstances will threshold athletics be responsible for any loss or damage, including personal injury or death, resulting from anyone’s use of the services, any user materials posted on or through the services or transmitted to users or other users, or any interactions between or among users or other users of the services, whether online or offline. Threshold athletics takes no responsibility for third-party advertisements that are posted through the services, nor does it take any responsibility for the goods or websites provided by its advertisers.
Some states do not allow the exclusion or limitation of implied warranties, so the above disclaimers and exclusions may not apply to you. If applicable law does not allow the exclusion of some or all of the above implied warranties to apply to you, the above exclusions will apply to you only to the extent permitted by applicable law.
LIMITATION OF LIABILITY
Threshold athletics is not responsible for any problems or technical malfunction of any network, system, server or provider, computer equipment, software, failure of e-mail or players on account of technical problems, or traffic congestion on the internet or at any website or combination thereof. Threshold athletics is not responsible for any injury or damage to any devices belonging to any user or any other person related to or resulting from use of the services, viewing, playing, or downloading any user materials on or from the services, or otherwise in any way in connection with the services.
Threshold athletics assumes no responsibility for any error, omission, interruption, deletion, defect, delay in operation or transmission, communications line failure, theft or destruction or unauthorized access to, or alteration of, user or user communications. Under no circumstances will threshold athletics, its parents, subsidiaries, and affiliates, and their respective owners, officers, managers, other users, agents, and employees, be liable to you for any direct, indirect, incidental, consequential, special, exemplary, or punitive damages or losses (including without limitation loss of profits, revenue, goodwill, use data, or other intangible losses), whether based in contract, tort, strict liability, or otherwise, arising out of or in connection with use of, or inability to use, the services, whether or not threshold athletics has been advised of the possibility of such damages or loss. Such limitations of liability shall apply (a) whether the damages arise from the services or from the interruption, suspension, or termination of the services (including such damages incurred by third parties), and (b) notwithstanding any failure of essential purpose of any limited remedy and to the fullest extent permitted by law. If you are dissatisfied with any part of the services, your sole and exclusive remedy is to discontinue use of the services.
Some states do not allow the exclusion or limitation of incidental or consequential damages, so the above limitation and exclusions may not apply to you. In such states, under no circumstances shall threshold athletics be liable to you for any amount exceeding twenty-five dollars ($25.00) or the minimum amount allowed by law in the applicable jurisdiction.
ASSUMPTION OF RISK, WAIVER AND RELEASE OF LIABILITY, AND INDEMNITY AGREEMENT DECLARATIONS FOR PERSONAL TRAINING AND COACHING: The provision of personal training and/or coaching services by Threshold Athletics, and User’s use of any premises, facilities or equipment are contingent upon this Agreement. ASSUMPTION OF RISK: In consideration of coaching and training services provided by Threshold Athletics for the purposes of improving fitness and performance, I hereby attest that I am in good health and that my physical condition has been verified by a licensed medical doctor. I fully understand the risk inherent in such a fitness/running program and accept for myself, my heirs, and my personal representatives’ full responsibility for personal bodily injury, death, or property losses that may occur as a result of my being a part of this program or engaging in training sessions. I hereby indemnify and save and hold harmless Threshold Athletics (and Threshold Athletics’ affiliates, related entities, employees, agents, representatives, successors, and assigns) from any loss, liability, damage and cost I may incur due to my participation in this program. You agree that if you engage in any physical exercise or activity, including personal training, camp attendance, or enter our premises, permanent or rented, or use any facility or equipment on our premises for any purpose, you do so at your own risk and assume the risk of any and all injury and/or damage you may suffer, whether while engaging in physical exercise or not. This includes injury or damage sustained while and/or resulting from using any premises or facility, or using any equipment, whether provided to you by Threshold Athletics or otherwise, including injuries or damages arising out of the negligence of Threshold Athletics, whether active or passive, or any of Threshold Athletics’ affiliates, employees, agents, representatives, successors, and assigns. Your assumption of risk includes, but is not limited to, your use of any exercise equipment (mechanical or otherwise), track and field facilities, track and field equipment, trails, sports fields, courts, or other areas, locker rooms, sidewalks, parking lots, stairs, pools, whirlpools, saunas, steam rooms, lobby or other general areas of any facilities, or any equipment. You assume the risk of your participation in any activity, race, class, program, instruction, or event, including but not limited to weightlifting, walking, jogging, running, aerobic activities, aquatic activities, or any other sporting or recreational endeavor. You agree that you are voluntarily participating in the aforementioned activities and assume all risk of injury, illness, damage, or loss to you or your property that might result, including, without limitation, any loss or theft of any personal property, whether arising out of the negligence of Threshold Athletics or otherwise. RELEASE: You agree on behalf of yourself (and all your personal representatives, heirs, executors, administrators, agents, and assigns) to release and discharge Threshold Athletics (and Threshold Athletics’ affiliates, related entities, employees, agents, representatives, successors, and assigns) from any and all claims or causes of action (known or unknown) arising out of the negligence of Threshold Athletics, whether active or passive, or any of Threshold Athletics’ affiliates, employees, agents, representatives, successors, and assigns. This waiver and release of liability includes, without limitation, injuries which may occur as a result of (a) your use of any exercise equipment or facilities which may malfunction or break, (b) improper maintenance of any exercise equipment, premises or facilities, (c) negligent instruction or supervision, including personal training, (d) negligent hiring or retention of employees, and/or (e) slipping or tripping and falling while on any portion of a premises or while traveling to or from personal training, including injuries resulting from Threshold Athletics’ or anyone else’s negligent inspection or maintenance of the facility or premises. INDEMNIFICATION: By execution of this agreement, you hereby agree to indemnify and hold harmless Threshold Athletics from any loss, liability, damage, or cost Threshold Athletics may incur due to the provision of personal training by Threshold Athletics to you. ACKNOWLEDGMENTS: You expressly agree that the foregoing release, waiver, assumption of risk and indemnity agreement is intended to be as broad and inclusive as permitted by the law in the State of California and that if any portion thereof is held invalid, it is agreed that the balance shall, notwithstanding, continue in full legal force and effect. You acknowledge that Threshold Athletics offers or recommends services to clients encompassing the entire recreational and/or fitness spectrum. Threshold Athletics is not in the business of selling weightlifting equipment, exercise equipment, or other such products to the public, and the use of such items is incidental to the service provided by Threshold Athletics. You acknowledge and agree that Threshold Athletics does not place such items into the stream of commerce. This release is not intended as an attempted release of claims of gross negligence or intentional acts. You acknowledge that you have carefully read this waiver and release and fully understand that it is a release of liability, express assumption of risk and indemnity agreement. You are aware and agree that by executing this waiver and release, you are giving up your right to bring a legal action or assert a claim against Threshold Athletics for any negligence, or for any defective product used while receiving personal training from Threshold Athletics. You have read and voluntarily signed the waiver and release and further agree that no oral representations, statements, or inducement apart from the foregoing written agreement have been made.
The Terms and Conditions shall be governed by and construed under the law of the State of California, without regard to conflicts of laws rules. You agree that the courts of California shall have exclusive jurisdiction over the parties for all disputes. Venue shall lie exclusively and only in the state and federal courts in the Eastern District of California.
Any proceedings to resolve or litigate any dispute in any forum will be conducted solely on an individual basis. Neither you nor Threshold Athletics will seek to have any dispute heard as a class action or in any other proceeding in which either party acts or proposes to act in a representative capacity. No arbitration or proceeding will be combined with another without the prior written consent of all parties to all affected arbitrations or proceedings.
Any arbitration necessary under this section will be held through confidential binding arbitration in accordance with the commercial rules of arbitration. The arbitrator’s award shall be binding and may be entered as a judgment in a court of competent jurisdiction. You agree that Threshold Athletics may seek any interim or preliminary relief from a court of competent jurisdiction in California necessary to protect its rights or property pending the completion of arbitration.
To the extent permitted by law, any claim or dispute under these Terms and Conditions must be filed within one year in an arbitration proceeding. The one-year period begins when the claim or notice of dispute first could be filed.
LIABILITY FOR TECHNICAL DISRUPTIONS TO OUR SERVICES
If you cause a technical disruption of our Services or any aspect of its functionality you agree to be responsible for any and all loss, costs, liabilities or expenses Threshold Athletics may suffer and you agree to be liable for any attorneys’ fees and costs arising from and/or related to the same. The foregoing shall be without limitation of our other venders in law or equity.
You agree to compensate, indemnify, defend, and hold harmless Threshold Athletics, our officers, directors, employees, agents, business partners, affiliates, distributors, licensors and licensees for, from and against all claims, losses, expenses, damages, costs, or demands, resulting from any claim, action, investigation, demand, or proceeding arising in connection with your use of our Services or any violation of the Terms and Conditions.
Each provision of the Terms and Conditions shall be construed separately and independently of each other and the invalidity of any one part shall not affect the validity of any other part.
The failure of Threshold Athletics to enforce any provisions of the Terms and Conditions or to respond to a breach by you or other parties shall not in any way waive its rights to enforce subsequently any terms or conditions of the Terms and Conditions or to act with respect to similar breaches.
HOW TO CONTACT US
Should you have questions or concerns about the Terms and Conditions, please contact us at firstname.lastname@example.org.