Terms and Conditions
Welcome to Synergy Fitness YYC LTD. (“Studio 85”).
Studio 85’s website (hereinafter referred to as the “Website”) is designed to provide you with high quality video of fitness classes, strength and stretch routines, foundational moves, information about fitness and bringing together a community of people that are interested in living an active lifestyle. This Website is not directed to persons under eighteen (18) years of age.
The Website is owned by Synergy Fitness YYC LTC. These Terms & Conditions of Use (this “Agreement”) apply to all of the products, services and websites offered by Studio 85, the mobile or tablet versions thereof, any Studio 85 software, and any applications created by Studio 85 whether available through a social networking site or its subsidiaries or affiliated companies (collectively, the “Service”). Please note that the availability of any Studio 85 applications on a social networking site, mobile or tablet device, internet television or other technology platform does not indicate any relationship or affiliation between Studio 85 and such social networking site, mobile or tablet device, or internet television or other technology platform.
PLEASE READ THIS AGREEMENT VERY CAREFULLY BEFORE USING THE WEBSITE.
1. Acceptance of Terms
This Agreement sets forth legally binding terms for your use of the Website. By using the Website, you agree to be bound by this Agreement, whether you are a “Visitor” (which means that you simply browse the Website) or you are a “Member” (which means that you have registered on the Website as a user). If you do not accept the terms of this Agreement, you should leave the Website and discontinue use of the Service immediately. We may modify this Agreement from time to time, and such modification shall be effective upon its posting on the Website. You agree to be bound by any modification to this Agreement when you use the Website after any such modification is posted; it is therefore important that you review this Agreement regularly.
2. General Registration Requirements
If you wish to become a Member, communicate with other Members and otherwise make use of the Service, you must read this Agreement and indicate your acceptance during the registration process. In consideration of your use of the Service, you represent that you are of legal age to form a binding contract and are not a person barred from receiving services under the laws of Canada or other applicable jurisdiction. You also agree to: (a) provide true, accurate, current and complete information about yourself as prompted by the registration form available on the Website (the “Registration Data”) and (b) maintain and promptly update your Registration Data to keep it true, accurate, current and complete. If you provide any information that is untrue, inaccurate, not current or incomplete, or we have reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, Studio 85 reserves the right to suspend or terminate your account and refuse any and all current or future use of the Service (or any portion thereof) at any time. Use of the Service and membership on the Website is void where prohibited. Content (as defined in Section 6 of this Agreement) on the Website is provided to you “AS IS” for your information and personal use only and may not be downloaded, copied, reproduced, distributed, transmitted, broadcast, displayed, sold, licensed, or otherwise exploited for any other purposes whatsoever without the prior written consent of Studio 85. Studio 85 reserves all rights not expressly granted in and to the Website and the Content.
You may access Website and Content as available:
- for your information and personal use;
- as intended through the normal functionality of the Studio 85 services; and
- for Streaming, (“Streaming” or “Stream” means a contemporaneous digital transmission of an audiovisual work via the Internet from the Studio 85 Service to a user’s device in such a manner that the data is intended for real-time viewing and not intended to be copied, stored, permanently downloaded, or redistributed by the user). Accessing Website videos for any purpose or in any manner other than Streaming is expressly prohibited.
3. Health Disclaimer
Physical exercise, in all of its forms and with or without the use of equipment such as dumbbells, blocks, straps or any other equipment that may be suggested by a Studio 85 instructor, is a strenuous physical activity. Accordingly, you are urged and advised to seek the advice of a physician before beginning any physical exercise regimen, routine, program or using any suggested equipment, shown in any of the video clips on the Website. Studio 85 is not a medical organization and its instructors or staff cannot give you medical advice or diagnosis. All suggestions and comments relating to the use of equipment, poses, moves and instruction are not required to be performed by you and are carried out at your election while viewing Studio 85 videos. Nothing contained in this Website should be construed as any form of such medical advice or diagnosis.
By using the Website you represent that you understand that physical exercise involves strenuous physical movement, and that such activity carries the risk of injury whether physical or mental. You understand that it is your responsibility to judge your physical and mental capabilities for such activities. It is your responsibility to ensure that by participating in classes and activities from Studio 85, you will not exceed your limits while performing such activity, and you will select the appropriate level of classes for your skills and abilities, as well as for any mental or physical conditions and/or limitations you have. You understand that, from time to time instructors may suggest physical adjustments or the use of equipment and it is your sole responsibility to determine if any such suggested adjustment or equipment is appropriate for your level of ability and physical and mental condition. You expressly waive and release any claim that you may have at any time for injury of any kind against Studio 85, or any person or entity involved with Studio 85, including without limitation its directors, principals, instructors, independent contractors, employees, agents, contractors, affiliates and representatives.
Studio 85 content is not directed to persons under eighteen (18) years of age, and by providing information about yourself to Studio 85 you are representing that you are eighteen (18) years of age or older.
5. Member Account, Password and Security
If you register on the Website, you will be required to choose a password and user name, and you may be asked for additional information regarding your account, such as your e-mail address. You are responsible for maintaining the confidentiality of your password and account information, and are fully responsible for all activities that occur under your password or account. You agree to (a) immediately notify Studio 85 of any unauthorized use of your password or account or any other breach of security, and (b) ensure that you log out from your account at the end of each session. You may never use another Member’s account without prior authorization from Studio 85. Studio 85 will not be liable for any loss or damage arising from your failure to comply with this Agreement.
6. Prohibited Conduct
You agree not to use the Service to post or otherwise transmit information, data, text, software, music, sound, photographs, graphics, video, messages, tags, or other materials (“Content”means the transmission of information, data, text, software, music, sound, photographs, graphics, video, messages, tags or other materials generated by a user) that:
- is patently offensive and/or promotes racism, bigotry, hatred or physical harm of any kind against any group or individual;
- harasses or advocates harassment of another person;
- exploits people in a sexual or violent manner;
- contains nudity, violence, pornography, sexually explicit material or offensive subject matter;
- provides any telephone numbers, street addresses, last names or email addresses of anyone other than your own;
- promotes information that you know is false or misleading or promotes illegal activities or conduct that is abusive, threatening, obscene, defamatory or libelous;
- violates any intellectual property or other proprietary right of any third party, including Content that promotes an illegal or unauthorized copy of another person’s copyrighted work, such as providing pirated computer programs or links to them, providing information to circumvent manufacture-installed copy-protect devices, or providing pirated music or links to pirated music files;
- involves the transmission of “junk mail,” “chain letters,” or unsolicited mass mailing, instant messaging, “spimming,” or “spamming”;
- contains restricted or password only access pages or hidden pages or images (those not linked to or from another accessible page);
- furthers or promotes any criminal activity or enterprise or provides instructional information about illegal activities including, but not limited to making or buying illegal weapons, violating someone’s privacy, or providing or creating computer viruses;
- solicits passwords or personal identifying information from other Members;
- involves commercial activities and/or sales without Studio 85’s prior written consent, such as contests, sweepstakes, barter, advertising, and/or pyramid schemes;
- includes a photograph of another person that you have posted without that person’s consent or otherwise constitutes an invasion of an individual’s privacy or infringement of publicity rights;
- denigrates, ridicules, or demeans another person; or
- contains a virus or other harmful component.
You agree not to use or launch any automated system, including without limitation, “robots,” “spiders,” or “offline readers,” that accesses the Website in a manner that sends more request messages to the Studio 85 servers in a given period of time than a human can reasonably produce in the same period by using a conventional on-line web browser.
7. Responsibility for Content
You, and not Studio 85, are entirely responsible for all Content that you post, email, transmit or otherwise make available via the Website. Studio 85 does not control the Content posted via the Website and, as such, we do not guarantee the accuracy, integrity or quality of such Content. You understand that by using the Service, you may be exposed to Content that you deem offensive, indecent or objectionable. Under no circumstances will Studio 85 be liable in any way for any Content, including, but not limited to, any errors or omissions in any Content, or any loss or damage of any kind incurred at any time as a result of the use of any Content posted, emailed, transmitted or otherwise made available via the Service.
8. Rejection/Removal of Content
You acknowledge that Studio 85 may or may not pre-screen Content posted on the Website, that Studio 85 is not responsible for behaviour or comments of teachers and/or students and/or music on the Website, but that Studio 85 shall have the right (but not the obligation) in its sole discretion to pre-screen, edit, refuse, or remove any Content or portion thereof that is available via the Service, for any reason. Without limiting the foregoing, Studio 85 shall have the right to remove from the Website any Content that violates this Agreement or is otherwise objectionable in the sole discretion of Studio 85.
If you become aware of misuse of the Service by any person, please contact us.
9. Termination or Suspension of Account
You agree that Studio 85 may at any time and for any reason, including a period of account inactivity, terminate your access to Studio 85 Services, or restrict or suspend your access to all or any part of the Service at any time, for any or no reason, with or without prior notice, and without liability.
11. Security Components
You understand that the Website and software embodied within the Website may include security components that permit digital materials to be protected, and that use of these materials is subject to usage rules set by Studio 85 and/or content providers who provide content to Studio 85. You may not attempt to override, disable, circumvent or otherwise interfere with any such security components and usage rules embedded into the Website.
12. Proprietary Rights
All materials on the Website, including, without limitation, names, logos, trademarks, images, text, columns, graphics, videos, photographs, illustrations, artwork, software and other elements (collectively, “Material”) are protected by copyrights, trademarks and/or other intellectual property rights owned and controlled by Studio 85 or by third parties that have licensed or otherwise provided their material to Studio 85. You acknowledge and agree that all Materials on the Website are made available for limited, non-commercial, personal use only. Except as specifically provided herein or elsewhere on this Website, no Material may be copied, reproduced, republished, sold, downloaded, posted, transmitted, or distributed in any way, or otherwise used for any purpose, by any person or entity, without Studio 85’s prior express written permission. You may not add, delete, distort, or otherwise modify the Material. Any unauthorized attempt to modify any Material, to defeat or circumvent any security features, or to utilize the Website or any part of the Material for any purpose other than its intended purposes is strictly prohibited.
13. Non-commercial Use
The Service may not be used in connection with any commercial purposes, except as specifically approved by Studio 85. Unauthorized framing of or linking to any of the Website is prohibited. Commercial advertisements, affiliate links, and other forms of solicitation may be removed from Member profiles and Content without notice and may result in termination of membership privileges.
14. License to Your Content
By posting, displaying, publishing, transmitting, or otherwise making available (individually and collectively, “Posting”) any Content on or through the Website or the Service, you hereby grant to Studio 85 a non-exclusive, fully-paid, royalty-free, perpetual, irrevocable, worldwide license (with the right to sublicense through unlimited levels of sublicensees) to use, copy, modify, adapt, translate, create derivative works, publish, publicly perform, publicly display, store, reproduce, transmit, distribute, and otherwise make available such Content on and through the Website, in print, or in any other format or media now known or hereafter invented, without prior notification, compensation, or attribution to you, and without your consent. If you wish to remove any Content from the Service, your ability to do so may depend on the type of Content, the location and manner of Posting, and other factors. You may contact us to request the removal of certain Content you have Posted, but Studio 85 has no obligation to remove any such Content, may choose whether or not to do so in its sole discretion, and makes no guarantee as to the complete deletion of any such Content and copies thereof. Notwithstanding the foregoing, a back-up or residual copy of any Content Posted by you may remain on Studio 85’s servers after the Content appears to have been removed from the Website, and Studio 85 retains the rights to all such remaining copies. You represent and warrant that: (a) you own all right, title and interest in all Content posted by you on or through the Website or the Service, or otherwise have the right to grant the license set forth in this section, and (b) the Posting of your Content on or through the Website or Service does not violate the privacy rights, publicity rights, copyrights, publishing, trademarks, patents, trade secrets, contract rights, confidentiality, or any other rights of any third party.
15. Studio 85 and Third Parties
Our Website contains Content of Studio 85, and Content of third party licensors to Studio 85 (including content provided by users of the Website, as described above), which is protected by copyright, trademark, patent, trade secret and other laws. Studio 85 owns and retains all rights, title and interest in the Studio 85. Studio 85 hereby grants to you a limited, revocable, non-sublicensable license to Stream and/or view the Studio 85 Content and any third party Content located on or available through the Website or Service (excluding any software code therein as set forth above) solely for your personal, non-commercial use in connection with viewing the Website and using the Service. Except for Content posted by you, you may not copy, modify, translate, publish, broadcast, transmit, distribute, perform, display, make available, or sell any Content appearing on or through the Website or Service. Any dealings with third parties included within or on the Website involving the delivery of and payment for goods and services, or any other terms, conditions, warranties, or representations associated with such third parties, are solely between you and that third party. Studio 85 is neither responsible nor liable for any part of such dealings or promotions. Any reference to any third party or the products or services of any third party on the Website does not constitute an endorsement or recommendation of such third party or the product or services of such third party by Studio 85 or any of its employees, officers, independent contractors, agents or other representatives. Any reference to any third party on the Website is provided to you for informational purposes only. Studio 85 encourages you to conduct your own research and due diligence regarding such third parties and their products and services. While Studio 85 works to ensure the information on the Website is current and accurate, Studio 85 does not warrant the accuracy of any information contained on the Website (including information provided by instructors) or its fitness for any particular purpose.
16. Other Sites
17. International Use
Due to the global nature of the Internet, you agree to comply with all local rules regarding online conduct and acceptable Content. Specifically, you agree to comply with all applicable laws regarding the transmission of technical data exported from Canada or the country in which you reside.
19. Infringement Policy
Studio 85 reserves the right in its sole discretion to immediately suspend and/or terminate access to the Service or the Website by any user who is alleged to have infringed on the intellectual property rights of Studio 85 or of a third party, or otherwise violated any intellectual property laws or regulations. Studio 85’s policy is to investigate any allegations of copyright infringement brought to its attention. If you have evidence, know, or have a good faith belief that your rights or the rights of a third party have been violated and you want Studio 85 to delete, edit, or disable the material in question, you must provide Studio 85 with all of the following information: (a) a physical or electronic signature of a person authorized to act on behalf of the owner of the exclusive right that is allegedly infringed; (b) 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; (c) identification of the material that is claimed to be infringed or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit Studio 85 to locate the material; (d) information reasonably sufficient to permit Studio 85 to contact you, such as an address, telephone number, and if available, an electronic mail address at which you may be contacted; (e) 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 (f) a statement that the information in the notification is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed. For this notification to be effective, you must provide it to Studio 85 by e-mail with a return receipt acknowledgment.
20. Member Disputes
You are solely responsible for your interactions with other Members. Studio 85 reserves the right, but has no obligation, to monitor or mediate disputes between you and other Members.
21. Terms and Termination
This Agreement shall remain in full force and effect for so long as it is posted on any of the Website. You may terminate your membership at any time, for any reason, by following the instructions on the Website. If you cancel your membership before the end of the applicable billing cycle, your account will be canceled as of the following month. You will not receive a refund for the current billing period.
Studio 85 reserves the right to terminate your account or your access to the Website immediately, with or without notice to you, and without liability to you, if Studio 85 believes that you have breached any of the terms of this Agreement, furnished Studio 85 with false or misleading information, or interfered with use of the Website or the Service by others.
When you close or de-activate your account or if your account is otherwise terminated, we have the right, but not the obligation, to store your personal information, settings, saved and completed classes, and teachers you have followed. Unless we have exercised our right to terminate your account, you can re-activate your account at any time by contacting us.
- No Sharing. Members of Studio 85 may not share, give or sell their password or username to any other person or entity. Excessive viewings or logins by any Member will be construed by Studio 85 as fraudulent use of the Website, which will result in the immediate cancellation of membership without refund. When becoming a Member you agree to take all actions possible to protect your username and password from fraudulent use.
- Fraudulent Use. Studio 85 reserves the right to cancel any membership it believes has been compromised, or is being used fraudulently, at its own discretion.
- Memberships are billed monthly. All memberships are renewed automatically until canceled. If using a promo code, once promo code special is expired or used you will automatically be charged a normal fee from then on. If membership is terminated due to a violation of this Agreement, Studio 85 will not reimburse the Member for the remainder of any paid month, nor will reimbursements be made for membership cancellations prior to any monthly renewal date. Members may cancel their membership at any time. Membership must be canceled prior to the renewal date in order to end membership charges. At times, special prepaid membership packages will be available for purchase.
- When you purchase a membership subscription, you will initially be charged at the rate applicable at the time of your agreement to subscribe. If Studio 85 later increases the price of the subscription, Studio 85 will notify you. The increase will apply to the next payment due from you after the notice, provided that you have been given at least 10 days’ prior notice before the charge is made. If you are given less than 10 days’ prior notice, the price increase will not apply until the payment after the next payment due.
23. Disclaimer of Warranties
You agree that your use of the Website shall be at your sole risk. The Website and the materials are provided “AS IS” and without warranties of any kind, either express or implied. To the fullest extent permitted by law, Studio 85, its officers, directors, employees, and agents disclaim all warranties, express or implied, in connection with the Website and your use thereof. Studio 85 makes no warranties or representations about the accuracy or completeness of this Website’s content or the content of any sites linked to this Website and assumes no liability or responsibility or any (I) errors, mistakes, or inaccuracies of content, (II) personal injury or property damage, of any nature whatsoever, resulting from your access to and use of the Website, (III) any unauthorized access to or use of Studio 85 secure servers and/or any and all personal information and/or financial information stored therein, (IV) any interruption or cessation of transmission to or from the Website, (V) any bugs, viruses, Trojan horses, or the like which may be transmitted to or through the Website by any third party, and/or (VI) any errors or omissions in any content or for any loss or damage of any kind incurred as a result of the use of any content posted, emailed, transmitted, or otherwise made available via the Website.
Studio 85 does not warrant, endorse, guarantee, or assume responsibility for any product or service advertised or offered by a third party through the Website or any hyperlinked website or featured in any banner or other advertising, and Studio 85 will not be a party to or in any way be responsible for monitoring any transaction between you and 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.
24. Limitation on Liability
In no event shall Studio 85, its officers, directors, employees, or agents, be liable to you for any direct, indirect, incidental, special, punitive, or consequential damages whatsoever resulting from any (I) errors, mistakes, or inaccuracies of content, (II) personal injury or property damage, of any nature whatsoever, resulting from your access to and use of the Website, (III) any unauthorized access to or use of Studio 85 secure servers and/or any and all personal information and/or financial information stored therein, (IV) any interruption or cessation of transmission to or from the Website, (V) any bugs, viruses, Trojan horses, or the like, which may be transmitted to or through the Website by any third party, and/or (VI) any errors or omissions in any content or for any loss or damage of any kind incurred as a result of your use of any content posted, emailed, transmitted, or otherwise made available via the Website, whether based on warranty, contract, tort, or any other legal theory, and whether or not the Studio 85 is advised of the possibility of such damages. The foregoing limitation of liability shall apply to the fullest extent permitted by law in the applicable jurisdiction.
You specifically acknowledge that Studio 85 shall not be liable for content posted by users or the defamatory, offensive, or illegal conduct of any third party and that the risk of harm or damage from the foregoing rests entirely with you.
Any reference to a person, entity, product, or service on this Website does not constitute an endorsement or recommendation by Studio 85 or any of its employees. Studio 85 is not responsible for any third party content on the Website or third party web page accessed from this Website, nor does Studio 85 warrant the accuracy of any information contained in a third party website or its fitness for any particular purpose.
Studio 85 reserves the right to remove any material posted on the Website that it determines in its sole discretion is violate of any law or right of any person, infringes the rights of any person, or is otherwise inappropriate for posting on the Website.
25. Exclusions and Limitations
Those who access or use the Website from other jurisdictions do so at their own volition and are responsible for compliance with local law. Some jurisdictions do not allow the exclusion of certain warranties or the limitation or exclusion of liability for incidental or consequential damages. Accordingly, in certain jurisdictions, some of the above limitations of liability may not apply to you; all other provisions of this Agreement remain in full force and effect.
You agree to defend, indemnify and hold harmless Studio 85, its subsidiaries, affiliates, subcontractors, officers, directors, employees, consultants, representatives and agents, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorneys’ fees and costs) arising from: (i) your use of and access to the Website; (ii) your violation of any term of this Agreement; (iii) your violation of any third party right, including without limitation any copyright, property, or privacy right; or (iv) any claim that one of your submissions of Content caused damage to a third party. This defense and indemnification obligation will survive this Agreement and your use of the Website.
27. Additional Terms
We may also require you to follow additional rules, guidelines or other conditions in order to participate in certain promotions or activities available through the Website, to obtain certain premium Content through the Website, or for other reasons. These additional terms are part of this Agreement, and you agree to comply with them when you participate in those promotions, or otherwise engage in activities governed by such additional terms.
28. Modification and Discontinuation
We reserve the right at any time to modify, edit, delete, suspend or discontinue, temporarily or permanently the Service or any of the Website (or any portion thereof) with or without notice. You agree that we will not be liable to you or to any third party for any such modification, editing, deletion, suspension or discontinuance of the Service or the Website.
This Agreement and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by Studio 85 without restriction.
30. Integration Clause
31. Waiver and Severability of Terms
The failure of Studio 85 to exercise or enforce any right or provision of this Agreement shall not constitute a waiver of such right or provision. If any provision of this Agreement is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties’ intentions as reflected in the provision, and the other provisions of this Agreement remain in full force and effect.
32. Statute of Limitations
You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Website, the Service or this Agreement must be filed within one (1) year after such claim or cause of action arose or be forever barred.
33. Governing Law and Venue
This Agreement shall be governed by the laws of the province of Alberta, without respect to its conflict of laws principles. Any claim or dispute between you and Studio 85 that arises in whole or in part from the Website shall be decided exclusively by a court of competent jurisdiction located in Calgary Alberta, Canada.
You agree that: (a) the Website shall be deemed solely based in Alberta; and (b) the Studio 85 Website shall be deemed a passive website that does not give rise to personal jurisdiction over Studio 85, either specific or general, in jurisdictions other than Alberta.
34. Ability to Accept Terms of Service
You affirm that you are at least eighteen (18) years of age, and are fully able and competent to enter into this Agreement, conditions, obligations, affirmations, representations, and warranties set forth in this Agreement, and to abide by and comply with this Agreement.
Studio 85 reserves the right to amend this Agreement at any time and without notice, and it is your responsibility to review this Agreement for any changes. Your use of the Website following any amendment of this Agreement will signify your assent to and acceptance of its revised terms.
If you have any questions or comments regarding this Agreement or the Website, feel free to contact us by e-mail.