Stay Fit 305 LLC, a Florida limited liability company (“Company” or “we” or “us” or “our”) respects the privacy of its Users and Partners (“you”) that use our website located at http://www.stayfit305.com (“Website”) and the Platform in connection therewith.
The following privacy policy (“Privacy Policy”) is designed to inform you, as a User or Partner of the Platform, about the types of information that the Company may gather about or collect from you in connection with your use thereof. It also is intended to explain the conditions under which Company uses and discloses that information, and your rights in relation to that information. Changes to this Privacy Policy are discussed at the end of this document. Each time you use the Website, however, the current version of this Privacy Policy will apply. Accordingly, each time you use the Website you should check the date of this Privacy Policy (which appears at the end of this document) and review any changes since your last visit.
This Privacy Policy is expressly incorporated into our User Terms of Use and Partner Terms (collectively, the “Platform Terms”), which can be accessed by clicking the links contained herein. Any defined or capitalized terms not otherwise defined herein shall have the meaning ascribed to them in the Platform Terms.
The Website is hosted in the United States of America and is subject to U.S. state and federal law. If you are accessing our Website from other jurisdictions, please be advised that you are transferring your personal information to us in the United States, and by using our Website, you consent to that transfer and use of your personal information in accordance with this Privacy Policy. You also agree to abide by the applicable laws of applicable states and U.S. federal law concerning your use of the Website and your agreements with us. Any persons accessing our Website from any jurisdiction with laws or regulations governing the use of the Internet, including personal data collection, use and disclosure, different from those of the jurisdictions mentioned above may only use the Website in a manner lawful in their jurisdiction. If your use of the Website would be unlawful in your jurisdiction, please do not use the Website.
From time to time, we may want to contact you with information about announcements, Website updates, promotions and special offers. We also may want to contact you with information about products and services from our business partners. You may opt out of such communications at any time by clicking the “unsubscribe” link found within the Company’s emails and changing your contact preferences. If you have a User Account or Partner Account with us, you may continue to receive transactional messages related to our Platform, even if you unsubscribe from promotional emails.
For EEA Users: We only send marketing communications to Users and Partners located in the EEA with your prior consent. Please see the section “For EEA Users” below.
“Non-Personally-Identifying Information” is information that, without the aid of additional information, cannot be directly associated with a specific person. “Personally-Identifying Information,” by contrast, is information such as a name or email address that, without more, can be directly associated with a specific person. Like most website operators, the Company gathers from Users and Partners Non-Personally-Identifying Information of the sort that web browsers and mobile device applications, depending on their settings, may make available. That information includes a User’s or Partner’s Internet Protocol (IP) address, operating system, browser type and the locations of websites or apps the User or Partner views right before arriving at, while navigating and immediately after leaving the Website, as more fully described herein. Although such information is not Personally-Identifying Information, it may be possible for Company to determine from an IP address your internet service provider and the geographic location of your point of connectivity as well as other statistical usage data. Company may analyze Non-Personally-Identifying Information gathered from Users and Partners to help the Company better understand how the Platform is being used. By identifying patterns and trends in usage, Company is able to better design the Platform to improve Users’ and Partners’ experiences, both in terms of content and ease of use. From time to time, Company may also release the Non-Personally-Identifying Information gathered from Users and Partners in the aggregate, such as by publishing a report on trends in the usage of the Website.
We also may collect User Content and/or Partner Content, as defined in our Platform Terms.
Certain data about the devices you use to connect with our Platform and your use thereof are automatically logged in our systems, including:
Mobile Device Information. If you use a mobile device to access the Website, we may collect device information (such as your mobile device ID, model and manufacturer), operating system, version information and IP address.
Log data. As with most websites and technology services delivered over the internet, our servers automatically collect data when you access or use our Website and record it in log files. This log data may include the IP address, browser type and settings, the date and time of use, information about browser configuration, language preferences, and cookie data.
Usage information. This is information about the Website and how you use it. We may also obtain data from our third-party service providers, including Partners, to analyze how Users and Partners use our Platform. For example, we will know how many Users or Partners access a specific page on the Website and which links they clicked on. We use this aggregated information to better understand and optimize the Platform.
Device information. This is data from your computer or mobile device, such as the type of hardware and software you are using (for example, your operating system and browser type), as well as unique device identifiers for devices that are using our software.
Web Cookies. Data obtained from cookies are described below and in our Cookie Policy.
Web Cookies are small text files stored on your device and used by web browsers to deliver personalized content and remember logins and account settings. The Company uses Web Cookies and similar technologies, including tracking pixels and web beacons, to collect usage and analytic data that helps us provide our Website to you, as well as to help deliver ads for relevant products and services to you when you visit certain pages on the Website and then visit certain third-party sites. For more information on cookies and how the Company uses them, please see our Cookie Policy.
WEBSITE USERS WHO DO NOT WISH TO HAVE WEB COOKIES PLACED ON THEIR COMPUTERS SHOULD SET THEIR BROWSERS TO REFUSE WEB COOKIES BEFORE ACCESSING THE WEBSITE, WITH THE UNDERSTANDING THAT CERTAIN FEATURES OF THE WEBSITE MAY NOT FUNCTION PROPERLY WITHOUT THE AID OF WEB COOKIES. WEBSITE USERS WHO REFUSE WEB COOKIES ASSUME ALL RESPONSIBILITY FOR ANY RESULTING LOSS OF FUNCTIONALITY.
A “Web Beacon” is an object that is embedded in a web page or email that is usually invisible to the user and allows website operators to check whether a user has viewed a particular web page or an email. Company may use Web Beacons on the Website and in emails to count Users or Partners who have visited particular pages, viewed emails and to deliver co-branded services. Web Beacons are not used to access Users’ or Partners’ Personally-Identifying Information. They are a technique that the Company may use to compile aggregated statistics about Website usage. Web Beacons collect only a limited set of information, including a number, time and date of a page or email view and a description of the page or email on which the Web Beacon resides. You may not decline Web Beacons. However, they can be rendered ineffective by declining all Web Cookies or modifying your browser setting to notify you each time a Web Cookie is tendered, permitting you to accept or decline Web Cookies on an individual basis.
We may use third-party vendors, including Google, who use first-party Web Cookies (such as the Google Analytics cookie) and third-party Web Cookies (such as the DoubleClick cookie) together to inform, optimize and serve ads based on your past activity on the Website, including Google Analytics for Display Advertising. The information collected may be used to, among other things, analyze and track data, determine the popularity of certain content and better understand online activity. If you do not want any information to be collected and used by Google Analytics, you can install an opt-out in your web browser (https://tools.google.com/dlpage/gaoptout/) and/or opt out from Google Analytics for Display Advertising or the Google Display Network by using Google’s Ads Settings (www.google.com/settings/ads). More information on Web Cookies can be found in our Cookie Policy.
We may share aggregated and Non-Personally Identifying Information we collect under any of the above circumstances. We may also share it with third parties and our affiliate companies to develop and deliver targeted advertising on the Website and on websites of third parties. We may combine Non-Personally Identifying Information we collect with additional Non-Personally Identifying Information collected from other sources. We also may share aggregated information with third parties, including advisors, advertisers and investors, for the purpose of conducting general business analysis. For example, we may tell our advertisers the number of visitors to the Website and the most popular features accessed. This information does not contain any Personally-Identifying Information and may be used to develop Platform content that we hope you and other Users and Partners will find of interest and to target content and advertising.
Geo-Location Information. Unless we have received your prior consent, we do not access or track any location-based information from your mobile device at any time while accessing our Website on your mobile device, except that it may be possible for Company to determine from an IP address the geographic location of your point of connectivity, in which case we may gather and use such general location data.
We may use hyperlinks on the Website which will redirect you to a social network if you click on the respective link. However, when you click on a social plug-in, such as Facebook’s “Like” button, Twitter’s “tweet” button or the Google+, that particular social network’s plugin will be activated and your browser will directly connect to that provider’s servers. If you do not use these buttons, none of your data will be sent to the respective social network’s plugin provider. So, for example, when you click on the Facebook’s “Like” button on the Website, Facebook will receive your IP address, the browser version and screen resolution, and the operating system of the device you have used to access the Website. Settings regarding privacy protection can be found on the websites or applications of these social networks and are not within our control.
As defined above, Personally-Identifying Information is information that can be directly associated with a specific person. Company may collect a range of Personally-Identifying Information from and about Users and Partners. Much of the Personally-Identifying Information collected by Company about Users and Partners is information provided by Users and Partners themselves when (1) registering for a User Account or Partner Account, (2) logging in with social network credentials, (3) participating in polls, contests, surveys or other features of our Platform, or responding to offers or advertisements, (4) communicating with us, (5) paying for a Membership, annual Partner Account fee, or our merchandise, or (6) signing up to receive newsletters. Such information may include each User’s or Partner’s name, address, email address and telephone number, and, if you transact business with us, financial information such as your payment method (valid credit card number, type, expiration date or other financial information). We also may request information about your interests and activities, your gender, age, date of birth, username, hometown and other demographic or relevant information as determined by the Company from time to time. Users and Partners are under no obligation to provide Company with Personally-Identifying Information of any kind, with the caveat that such refusal to do so may prevent access to the Platform. BY SUBMITTING ANY INFORMATION OR CONTENT THROUGH THE PLATFORM, YOU CONSENT TO THE USE AND DISCLOSURE OF YOUR PERSONALLY-IDENTIFYING INFORMATION AS DESCRIBED IN THIS “COLLECTION, USE AND DISCLOSURE OF PERSONALLY-IDENTIFYING INFORMATION” SECTION.
We may occasionally use your name and email address to send you notifications regarding new services that we think you may find valuable. We may also send you service-related announcements from time to time through the general operation of the Platform. Generally, you may opt out of such emails at the time of registration or through your User Account or Partner Account settings, if available, though we reserve the right to send you notices about your User Account or Partner Account, such as service announcements and administrative messages, even if you opt out of all voluntary email notifications.
Company will disclose Personally-Identifying Information under the following circumstances:
A. By Law or to Protect Rights.
When we believe disclosure is appropriate, we may disclose Personally-Identifying Information in connection with efforts to investigate, prevent or take other action regarding illegal activity, suspected fraud or other wrongdoing; to protect and defend the rights, property or safety of Company, our Users, our Partners, our employees or others; to comply with applicable law or cooperate with law enforcement; to enforce our agreements or policies, in response to a subpoena or similar investigative demand, a court order or a request for cooperation from a law enforcement or other government agency; to establish or exercise our legal rights; to defend against legal claims; or as otherwise required by law. In such cases, we may raise or waive any legal objection or right available to us.
B. Marketing Communications.
Unless you opt-out from receiving Company marketing materials upon registration, Company may email you about products and services that Company believes may be of interest to you. If you wish to opt-out of receiving marketing materials from Company, you may do so by following the unsubscribe link in the email communications, by going to your User Account or Partner Account settings (if applicable) or contacting us using the contact information below.
C. Third-Party Service Providers.
We may share your Personally-Identifying Information, which may include your name and contact information (including email address) with our authorized third-party service providers that perform certain services on our behalf, including Partners, as defined in the User Terms of Use. These services may include Partner Services, as well as providing customer service and marketing assistance, performing business and sales analysis, supporting the Website’s functionality and supporting any contests, sweepstakes, surveys and other features that may be offered through the Website from time to time. We will also share your name, contact information and credit card information with Stripe®, our authorized payment processor for credit card payments. Such third-party service providers referenced herein may have access to Personally-Identifying Information needed to perform their agreed-upon services. You acknowledge and agree that each third-party service provider, including Partners, to whom Personally-Identifying Information is shared may have their own privacy practices and SF305 disclaims any liability for the re-use or dissemination of any Personally-Identifying Information by any third-party with whom your Personally-Identifying Information is shared.
D. Business Transfers; Bankruptcy.
Company reserves the right to transfer all Personally-Identifying Information in its possession to a successor organization in the event of a merger, acquisition, bankruptcy or other sale of all or a portion of Company’s assets. Other than to the extent ordered by a bankruptcy or other court, the use and disclosure of all transferred Personally-Identifying Information will be subject to this Privacy Policy, or to a new privacy policy if you are given notice of that new privacy policy and are given an opportunity to affirmatively opt-out of it. Personally-Identifying Information submitted or collected after a transfer, however, may be subject to a new privacy policy adopted by the successor organization.
E. Changing Personally-Identifying Information; Account Termination.
You may at any time review or change your Personally-Identifying Information by going to your User Account or Partner Account settings (if applicable) or contacting us using the contact information below. Upon your request, we will deactivate or delete your User Account or Partner Account and contact information from our active databases. Such information will be deactivated or deleted as soon as practicable based on your account activity and in accordance with our deactivation policy and applicable law. To make this request, either go to your User Account or Partner Account settings (if applicable) or contact us as provided below. We will retain in our files some Personally-Identifying Information to prevent fraud, to troubleshoot problems, to assist with any investigations, to enforce our to comply with legal requirements as is permitted by law. Therefore, you should not expect that all your Personally-Identifying Information will be completely removed from our databases in response to your requests. Additionally, we keep a history of changed information to investigate suspected fraud with your User Account or Partner Account.
The Company uses the Personally-Identifying Information in the file we maintain about you, and other information we obtain from your current and past activities on the Website (1) to deliver the merchandise that you have ordered through the Platform; (2) to manage your User Account or Partner Account and provide you with customer support; (3) to communicate with you by email, postal mail, telephone and/or mobile devices about products or services that may be of interest to you either from us, our affiliate companies or other third parties; (4) to develop and display content and advertising tailored to your interests on the Website and other sites; (5) to resolve disputes and troubleshoot problems; (6) to measure consumer interest in our Platform; (7) to inform you of updates; (8) to customize your experience; (9) to detect and protect us against error, fraud and other criminal activity; (10) to enforce our Platform Terms; and (11) to do as otherwise described to you at the time of collection. At times, we may look across multiple Users and Partners to identify problems. In particular, we may examine your Personally-Identifying Information to identify Users and Partners using multiple IDs or aliases. We may compare and review your Personally-Identifying Information for accuracy and to detect errors and omissions. We may use financial information or payment method to process payment for any purchases made on the Website to protect against or identify possible fraudulent transactions and otherwise as needed to manage our business.
We take the security of your Personally-Identifying Information seriously and use reasonable electronic, personnel and physical measures to protect it from loss, theft, alteration or misuse. However, please be advised that even the best security measures cannot fully eliminate all risks. We cannot guarantee that only authorized persons will view your information. We are not responsible for third-party circumvention of any privacy settings or security measures.
We are dedicated to protecting all information on the Website as is necessary. However, you are responsible for maintaining the confidentiality of your Personally-Identifying Information by keeping your password confidential. You should change your password immediately if you believe someone has gained unauthorized access to it or your User Account or Partner Account. If you lose control of your User Account or Partner Account, you should notify us immediately.
Company may, in its sole discretion, change this Privacy Policy from time to time. Any and all changes to Company’s Privacy Policy will be reflected on this page and the date new versions are posted will be stated at the top of this Privacy Policy. Unless stated otherwise, our current Privacy Policy applies to all information that we have about you and your User Account or Partner Account. Users should regularly check this page for any changes to this Privacy Policy. Company will always post new versions of the Privacy Policy on the Website. However, Company may, as determined in its discretion, decide to notify Users of changes made to this Privacy Policy via email or otherwise. Accordingly, it is important that Users and Partners always maintain and update their contact information when changes go into effect.
The Children’s Online Privacy Protection Act (“COPPA”) protects the online privacy of children under thirteen (13) years of age. We do not knowingly collect or maintain Personally-Identifying Information from anyone under the age of thirteen (13), unless or except as permitted by law. Any person who provides Personally-Identifying Information through the Website represents to us that he or she is at least thirtee (13) years of age or older. If we learn that Personally-Identifying Information has been collected from a User under thirteen (13) years of age on or through the Website, then we will take the appropriate steps to cause this information to be deleted. If you are the parent or legal guardian of a child under thirteen (13) who has become a User or has otherwise transferred Personally-Identifying Information to us, please contact Company using our contact information below to have that child’s User Account or Partner Account terminated and information deleted.
Nevada law allows consumers to direct certain businesses not to sell their personally identifiable information collected on a business’s platform or other online service to third parties to license or sell that information to additional third parties. If you are a Nevada resident, you may submit such opt-out requests by email at info@stayfit305.com. To be effective, your request must include your full name, address, phone number, and email address to verify the authenticity of your request.
If you are a California resident, the following additional rights may be available to you.
Shine the Light
Users and Partners who are California residents may request (i) a list of categories of personal information disclosed to third parties during the immediately preceding calendar year for those third parties’ own direct marketing purposes; and (ii) a list of the categories of third parties to whom we disclosed such information. To exercise a request, please send us an email or a letter to the addresses in the section entitled “Contact Us” below and specify you are making a “California Shine the Light” request. We may require additional information from you to allow us to verify your identity and are only required to respond to requests once during any calendar year.
California Consumer Privacy Act of 2018 (CCPA)
Beginning January 1, 2020, the CCPA provides California residents with additional rights as described below. Please note your right to know and right to delete are subject to certain exceptions under the CCPA.
Notice of Collection
During the past twelve (12) months, we have collected the following categories of personal information that the CCPA covers:
Right to Know
You have the right to know certain information about our data practices in the preceding twelve (12) months. You have the right to request the following information from us:
Right to Delete
You have the right to request the deletion of personal information that we collect or maintain about you and your User Account or Partner Account.
Right to Opt-Out of “Sale”
Company does not sell information as the term “sell” is traditionally understood. However, Company may disclose certain information about you when you use our Platform for purposes that may be considered a “sale” under the CCPA. For example, we may disclose information to advertising partners, advertising technology companies, and companies that perform advertising-related services in order to provide you with more relevant advertising tailored to your interests. This information may include identifiers such as your IP address, advertising identifiers, commercial information, your internet or other electronic network information such as your interaction with an ad, geolocation data and inferences. To the extent Company sells your personal information as the term “sell” is defined under the CCPA, you have the right to opt-out of the sale of your personal information by us to third parties at any time. You may submit a request to opt-out by clicking Do Not Sell My Personal Information, where applicable, and following the instructions, or by contacting us as set forth below.
How to Exercise Your CCPA Rights
To exercise any of these rights, please email us at info@stayfit305.com. In the request, please specify which right you are seeking to exercise and the scope of the request. We will confirm receipt of your request within ten (10) days. We may require specific information from you to help us verify your identity and process your request. This is a security measure to help ensure that your personal information is not disclosed to someone that does not have the right to receive it. If we are unable to verify your identity, we may deny your requests to know or delete.
If you choose to exercise any of these rights, you will not receive different prices or quality of services unless permitted by applicable law, including if those difference are reasonable related to your information.
Please note that if you opt out of receiving marketing communications from us, we may still send communications to you about your transactions, any accounts you have with us, and any contests, competitions, prize draws or sweepstakes you have entered. Opting out of one form of communication does not mean you’ve opted out of other forms as well. For example, if you opt out of receiving marketing emails, you may still receive marketing text messages if you’ve opted in to receiving them.
Individuals located in the European Economic Area (EEA) have certain rights in respect to their personal information, including the right to access, correct, or delete Personally-Identifying Information we process through your use of the Platform. If you’re a User or Partner based in the EEA, you can:
• Request a Personally-Identifying Information report by submitting a request through your User Account or Partner Account or emailing us at the address provided below. This report will include the Personally-Identifying Information we have about you, provided to you in a structured, commonly used, and portable format. You must be signed into your User Account or Partner Account to submit this request. Please note that the Company may request additional information from you to verify your identity before we disclose any information.
• Have your Personally-Identifying Information corrected or deleted. Some Personally-Identifying Information can be updated by you: You can update your name and email address, as well as language preference, through your User Account or Partner Account settings. If you registered for the Website using Google or Facebook, or if you otherwise have problems updating this information, please contact us. You can remove your Personally-Identifying Information from the Website by deleting your User Account or Partner Account.
• Object to us processing your Personally-Identifying Information. You can ask us to stop using your Personally-Identifying Information, including when we use your Personally-Identifying Information to send you marketing emails. We only send marketing communications to Users and Partners located in the EEA with your prior consent, and you may withdraw your consent at any time. Please note you will continue to receive transactional messages related to our Platform, even if you unsubscribe from marketing emails.
• Request that we transfer your Personally-Identifying Information to another person by submitting a support ticket through your User Account or Partner Account or e-mailing us at the e-mail address listed at the bottom of this Privacy Policy.
• Complain to a regulator. If you are based in the EEA and believe that we have not complied with data protection laws, you have a right to lodge a complaint with your local supervisory authority.
Most web browsers and some mobile operating systems include a Do-Not-Track (“DNT”) feature or setting you can activate to signal your privacy preference not to have data about your online browsing activities monitored and collected. Because there is not yet a common understanding of how to interpret the DNT signal, the Website currently does not respond to DNT browser signals or mechanisms.
If you have any questions regarding our Privacy Policy, please contact us by email at info@stayfit305.com.
Stay Fit 305 LLC
86 SW 8th St., Apt. 4304
Miami, FL 33130
Last Updated: May 3, 2021
These User Terms of Use (the “Terms of Use” or “Agreement”) are made and entered into by and between you (“User”, “you” or “your”) and Stay Fit 305 LLC, a Florida limited liability company (referred to in these Terms of Use as “SF305, “we”, “us” or “our”). SF305 is the operator of the website www.stayfit305.com (the “Website”), which provides an online platform that allows Users to access exclusive deals, discounts, and other experiences from our third-party partners (“Partners”, and collectively, our services and the Website will be referred to together as the “Platform”). This Agreement applies when you access or visit the Platform. By accessing our Platform, you further agree to be bound by any additional terms and conditions contained on each page of the Website. If you do not agree to the terms contained herein you may not access, visit or use the Platform. Other users of the Platform are also collectively referred to as “Users”.
BEFORE YOU PROCEED, PLEASE READ THESE TERMS OF USE CAREFULLY. THIS AGREEMENT CONTAINS WARRANTY AND LIABILITY DISCLAIMERS. BY ACCESSING STAYFIT305.COM OR OTHERWISE USING OUR PLATFORM, YOU ACCEPT AND AGREE TO THESE TERMS OF USE WITHOUT ANY MODIFICATIONS, ADDITIONS OR DELETIONS. YOU AGREE TO ABIDE BY AND BE BOUND BY THE TERMS AND CONDITIONS DESCRIBED HEREIN AND BY ALL TERMS, POLICIES AND GUIDELINES INCORPORATED BY REFERENCE AS WELL AS ANY ADDITIONAL TERMS AND RESTRICTIONS PRESENTED IN RELATION TO SPECIFIC CONTENT OR A SPECIFIC PRODUCT, SERVICE OR FEATURE OFFERED BY SF305 (IF YOU DO NOT AGREE TO THESE TERMS OF USE, YOU ARE NOT AUTHORIZED TO USE OUR PLATFORM).
Our Platform allows Users to access exclusive deals, discounts, and other experiences from our Partners (“Partner Services”). As further set forth in these Terms of Use, you acknowledge and agree that Partners are not employees or agents of SF305 and SF305 does not provide the Partner Services. You agree to release and hold harmless SF305 from any and all liability, damages, or injuries that may result from your interactions with a Partner or in connection with the Partner Services, whether through the Platform or outside.
You will be required to create an account with us (“User Account”) in order to access and use the Platform. To create a User Account, you must be at least eighteen (18) years of age and will be required to provide us with information about yourself, such as your name and email address. In order to access the Platform, you must pay for a Membership for your User Account (as defined below).
By creating a User Account, you agree that you shall (i) provide true, accurate, current and complete information about yourself as requested during the registration process, and (ii) maintain and promptly update such information to ensure that it is true, accurate, current and complete. If your information changes at any time, you are responsible for updating your User Account to reflect those changes. We may, at any time and in our sole discretion, require you to update your User Account or provide additional information. If you fail to respond to such request or otherwise provide any information that is untrue, inaccurate, not current or incomplete, Company may, at its sole discretion, suspend or terminate your User Account and refuse any and all current or future use of the Platform or any portion thereof.
Additionally, by creating a User Account, you agree that you are solely responsible for ensuring that these Terms of Use are in compliance with all laws, rules and regulations applicable to you, and any right we grant to you to access and use the Platform is and shall be revoked where these Terms of Use or your use of the Platform is prohibited or conflicts with any applicable law, rule or regulation.
You acknowledge that Company utilizes Memberstack and Jetboost.io as third-party service providers to support the functionality of the Platform, including the ability to create and modify User Accounts. You understand that you may not use the Platform unless you have read and agree to Memberstack’s and Jetboost.io’s terms, policies, and security practices, which can be accessed at the following websites: https://www.memberstack.com/legal/terms-of-service and https://app.jetboost.io/tos.
In order to receive access to the Partner Services through the Platform, Users must purchase a membership for their User Account (“Membership”). As of the last update to these Terms of Use, Memberships are available on an annual or month to month basis. Annual Memberships are offered at a discounted rate of twenty-five ($25.00) Dollars for the first year, and automatically renew for successive one-year terms at sixty ($60.00) Dollars per year thereafter. Month to month Memberships are offered at a rate of ($10.00) per month, and automatically renew each month. Notwithstanding the foregoing, Memberships are subject to further terms presented to and selected by you through the Platform at the time of paying for such Membership, including the time period (i.e., annual, monthly, etc.), the price, and the Partner Services that will be made available. Membership terms and pricing are subject to change by Company, in its sole discretion, as may be presented to you at the time of your Membership purchase.
Memberships renew automatically (including processing of payment therefor), unless you terminate the Membership prior to its renewal using the cancel feature located in your User Account portal. In the event that you cancel your Membership as provided for in the preceding sentence, you will continue to have access through the end of your billing period. Company will not issue refunds or credits for any remaining Membership period.
You hereby acknowledge that any payment made through our Platform utilizes our third-party provider Memberstack, which in turn utilizes the payment processing services of a third party, Stripe, and by making any purchase of a Membership through the Platform, you further agree to Stripe’s terms, policies, and securities practices, which can be accessed at the following website: https://stripe.com/privacy.
Once you have paid for a Membership, you will have access to the Partner Services for as long as such Membership remains paid and active, and subject to SF305’s rights to terminate such access as provided for in these Terms of Use. If you find certain Partner Services that you are interested in, the profile page for such Partner will contain relevant details and terms for how you can purchase and redeem or otherwise obtain the Partner Services. In some instances, the Partner will give you a unique link or code to use on its own website, and in other instances it may specify certain actions you must take to redeem in person. You acknowledge and understand that Partner Services are only available to Users with an active Membership, and any code, link, or other information relating to redeeming the Partner Services shall not be copied, distributed, sold, or otherwise shared with any other person. You agree that a valid form of identification as well as your own mobile device that can access your User Account may be required by the relevant Partner in order to verify your identity and receive the Partner Services. Partner Services must be used within one (1) year of the date you claim or redeem such Partner Services, subject to any earlier expiration and other restrictions or terms specified on such Partner’s profile page.
You acknowledge and agree that while SF305 provides the Platform to connect you with Partners, we do not sell, offer, or otherwise provide the Partner Services. All information and content on a Partner profile, except as specified herein, is inputted by the Partner. As a result, any part of an actual or potential transaction involving you and a Partner for the relevant Partner Services, including the quality of any goods or services offered thereunder, safety and condition of any venues or physical locations that you must visit, and the truth or accuracy of any Partner listings are ultimately yours and such Partner’s responsibility. Further, while SF305 may take reasonable actions, as determined in its sole discretion, including vetting applications from Partners to join the Platform, as set forth in our Partner Terms, SF305 ultimately has no control over, and hereby disclaims all liability for, the truth or accuracy of any and all information or content provided by Partners, your interactions with a Partner, the actions or omissions of any Partner, the quality of the Partner Services, or the ability of a Partner to fully provide the Partner Services in a timely manner, if at all. SF305 further makes no guarantees, representations, or warranties that the Partner Services will ultimately result in an actual discount or other savings to you.
We do not offer or handle any requests for a return, refund, or cancellation of Partner Services that you obtain through the Platform. Any dispute between you and a Partner concerning Partner Services obtained through the Platform must be addressed directly between you and the Partner separate from and outside of the Platform.
If you have a dispute with a Partner related to the Partner Services, you hereby release SF305 (including our affiliates and subsidiaries, and our and their respective officers, directors, employees and agents) from any and all claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such disputes. In entering into this release, you expressly waive any protections (whether statutory or otherwise) that would otherwise limit the coverage of this release to include only those claims which you may know or suspect to exist in your favor at the time of agreeing to this release.
We may, from time to time, offer our own merchandise for sale through an online store on the Platform. Prior to completing a transaction to purchase any of our merchandise, the price for such merchandise will be displayed to you, along with any other applicable fees or taxes. You agree that (i) you will review such prices and fees, (ii) that by completing a transaction to purchase our merchandise, you agree to the amount displayed to you at such time and (iii) we will charge such amount to your specified payment method You further acknowledge that we may change the amount we charge for our merchandise from time to time, in our sole discretion, and you agree that you must review the then current amount as displayed at the time you are completing a transaction. Changes to the amounts we charge for our merchandise are effective upon posting the changes on the Website.
You agree and acknowledge that our online store utilizes the third-party services of Shopify, and by purchasing any of our merchandise therefrom, you agree to Shopify’s terms, policies, and securities practices, which can be accessed at the following website: https://www.shopify.com/legal/terms.
Our merchandise is shipped pursuant to delivery options and pricing you select from options provided to you at the time of purchase. By selecting a delivery option you agree to any applicable terms and conditions of any third-party shipping company used to deliver Products you order, such as USPS® https://about.usps.com/who/legal/terms-of-use.htm The risk of loss and title for merchandise you order pass to you upon our delivery to the carrier.
We may, in our sole discretion, accept refund and return requests made within thirty (30) days of the date of original purchase. In order to make such a request, you must email us at info@stayfit305.com, and include your receipt and/or order number, contact information, and reason for the request. We will not accept any refunds or returns for used or damaged items. We reserve the right to reject any refund or return request, in our sole discretion. We also reserve the right to charge you for shipping costs related to your return.
We may, from time to time, offer access to certain events, hosted by SF305 (“SF305 Event(s)”) through Platform and/or through a specific Partner profile. To participate in any such SF305 Event you must comply with all rules, requirements, and other guidelines presented to you through the Platform at the time of registering for such event. You agree to release and hold harmless SF305 from any and all claims, damages, or injuries that you may have, suffer, otherwise incur as a result of your participation in any SF305 Event. You also agree that ticketing to SF305 Events is hosted by our third-party provider, Eventbrite, and further that by requesting a ticket or otherwise attending a SF305 Event, you agree to all of Eventbrite’s terms, policies, and security practices, which can be accessed at the following website: https://www.eventbrite.com/l/LegalTerms/. If you have any questions regarding a SF305 Event, please email us at info@stayfit305.com.
During the registration process and through your User Account, SF305 allows our Users to opt-in to receive electronic communication from us and our affiliates containing updates, promotions, deals, discounts, events, and other related matters (“Communications”) regarding our Platform. Providing your e-mail address in connection with your User Account confirms your ability and consent to receive Communications electronically, rather than in paper form. To withdraw your consent to receive electronic Communications, please write us by e-mail at members@stayfit305.com with the subject line: “Unsubscribe from Electronic Communications.” In addition, you may be able to unsubscribe through the settings in your User Account, and our Communications themselves may include the ability to opt out. For example, our e-mails include an unsubscribe link.
The Communications that you receive are sent through a third-party service provider, Mailchimp. By providing your email address to us, you consent to Mailchimp’s use of your email address to send you Communications, and further agree to Mailchimp’s terms, policies, and security practices, which can be accessed at the following website: https://mailchimp.com/legal/.
Persons who are under eighteen (18) years of age, or who are under the applicable legal age of majority in their jurisdiction, are not eligible to use the Platform and may not do so. The Platform is only available to Users in the contiguous forty-eight (48) United States of America (“Territory”). You are not authorized to access our Website, use the Platform or register for a User Account if you are outside of the Territory. For purposes of these Terms of Use, the Territory expressly excludes Alaska, Hawaii, Puerto Rico and any other possessions, commonwealths or territories.
In connection with your use of the Platform, you expressly agree to our Privacy Policy (“Privacy Policy”) and our Cookie Policy. Please read the Privacy Policy and Cookie Policy carefully in order to learn more about how we use information we collect from you when you access, visit or use the Platform. The Privacy Policy and Cookie Policy are part of and are governed by these Terms of Use and by agreeing to the Terms of Use, you agree to be bound by the terms of the Privacy Policy and Cookie Policy, and you agree that we may use information collected from you in accordance with the Privacy Policy and Cookie Policy.
You may not access or use the Platform for any purpose other than the purpose for which we make it available to you. We may prohibit certain activities in connection with the Platform in our discretion. These prohibited activities include, without limitation, the following:
The Platform and its contents, including all photographs, videos, text, designs, and other copyrightable materials, as well as the trademarks, service marks and logos contained therein, including but not limited to STAY FIT 305™ (collectively, “Platform IP”), are the intellectual property of SF305 or its licensors and constitute trademarks, patents, copyrights and other intellectual property rights of SF305 or its licensors under U.S. and foreign laws and international conventions. The Platform IP may only be used for your personal use and may not be used, copied, reproduced, distributed, transmitted, broadcasted, displayed, sold, licensed, or otherwise exploited for any other purpose whatsoever without the express written consent of SF305. No right, title or interest in or to the Platform or any element thereof is granted or transferred to you. You do not acquire any ownership rights to the Platform or to any contents contained on the Platform through your use thereof. All rights not expressly granted in these Terms of Use are reserved by SF305 and its respective licensors, affiliates, and contractors.
SF305 respects the intellectual property of others, and we ask our Users to do the same. We may, in appropriate circumstances and at our discretion, in addition to our other remedies, terminate, discontinue, suspend and/or restrict the account/profile or ability to access, visit, and/or use the Platform of Users who infringe the copyright rights of others, and we may choose to remove, delete, erase, or disable access to content on the website that is deemed to be infringing. It is our policy to terminate the access of repeat infringers.
If you have reason to believe that your content has been copied and/or is accessible on the Platform in a way that constitutes copyright infringement, or that the Platform contains links or other references to another site, application, destination or service that contains content or activity that infringes your copyright rights, you may notify us by providing a document via e-mail that includes the following information (as required by the Online Copyright Infringement Liability Limitation Act of the Digital Millennium Copyright Act, 17 U.S.C. sec. 512) to our copyright agent set forth below:
i. A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
ii. Identification of the copyrighted work claimed to have been infringed, or if multiple copyrighted works on the Platform are covered by a single notification, a representative list of such works at the Platform;
iii. Identification of the copyrighted work that is claimed to be infringing 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 us to locate such copyrighted work;
iv. Information reasonably sufficient to enable us to contact the complaining party, such as an address, telephone number, and if available, an electronic mail address at which the complaining party may be contacted;
v. A statement that the complaining party has a good faith belief that use of the copyrighted work in the manner complained of is not authorized by the copyright owner, its agent, or the law; and
vi. A statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
IMPORTANT: MISREPRESENTATIONS MADE IN A NOTICE CLAIMING THAT CONTENT OR ACTIVITY ON THE PLATFORM IS INFRINGING VIOLATES THE DIGITAL MILLENNIUM COPYRIGHT ACT AND MAY EXPOSE YOU TO LIABILITY FOR DAMAGES (INCLUDING COSTS AND ATTORNEYS' FEES). COURTS HAVE FOUND THAT YOU MUST CONSIDER COPYRIGHT DEFENSES, LIMITATIONS OR EXCEPTIONS BEFORE SENDING A NOTICE. ACCORDINGLY, IF YOU ARE NOT SURE WHETHER CONTENT RESIDING ON OUR PLATFORM INFRINGES YOUR COPYRIGHT, WE SUGGEST THAT YOU FIRST CONTACT AN ATTORNEY. IN ADDITION, PLEASE DETERMINE WHETHER THE CONTENT YOU ARE SENDING A NOTICE ABOUT IS ACTUALLY RESIDING ON OUR PLATFORM BEFORE SENDING THE NOTICE.
Copyright Agent:
DiSchino & Schamy, PLLC,
Email: admin@dsmiami.com
Only copyright complaints should be sent to our Copyright Agent. No other communications will be accepted or responded to.
We may permanently or temporarily suspend or terminate your use of the Platform, including but not limited to your User Account and/or Membership, if you violate these Terms of Use, or at any time in our sole discretion. We may also impose limits on or restrict your access to parts or all of the Platform, without notice or liability. This Agreement will survive the termination of your User Account.
You may close your User Account at any time by going to your account settings and disabling your User Account or by notifying us via email at members@stayfit305.com; provided, however, that you acknowledge and agree that you will not be eligible for a refund of any remaining portion of a Membership you hold. This Agreement will survive the termination of your User Account.
You acknowledge that we reserve the right, but have no obligation, to (i) take appropriate legal action against anyone who, in our sole determination, violates these Terms of Use, including, without limitation, reporting you to law enforcement authorities, (ii) in our sole discretion and without limitation, refuse, restrict access to or availability of, or disable all or a portion of the Platform, and (iii) otherwise manage the Platform in a manner designed to protect the rights and property of SF305 and Users of the Platform and to facilitate the proper functioning of the Platform.
You are solely responsible for any data, information, text, messages, photographs, videos, or other materials you upload or submit to or through the Platform (“User Content”). You agree that any User Content: (i) will be accurate; (ii) will not violate or facilitate the violation of any law or regulation; (iii) will not violate any right of a third-party; and (iv) will not cause injury to any person or entity. You are solely responsible for the User Content you submit through the Platform, and SF305 assumes no liability for any User Content submitted by you. For any User Content you submit, you grant to SF305 a non-exclusive, fully paid-up, perpetual, irrevocable, royalty-free, transferable right and license to use, display, perform, transmit, copy, modify, delete, adapt, publish, translate, create derivative works from, and distribute such User Content all without compensation to you, solely as necessary to provide the Platform to you. You represent and warrant that you have all rights necessary for you to grant the licenses granted in this section. Information that can be used to personally identify you that you provide through the Platform will not be considered User Content and will be handled in accordance with our Privacy Policy.
SF305 may seek your consent to use photographs, either provided by you, or by a Partner through your participation in Partner Services, that may include your likeness, or to use your biographical information, correspondence and/or endorsements regarding the Platform, or other materials that identify you personally relating to your use of the Platform (collectively, “User Marketing Content”). If you consent to our use of such User Marketing Content, you grant to us a non-exclusive, perpetual, royalty-free, fully paid up, worldwide, fully sublicensable right and license to use, reproduce, display, distribute, make derivative works of and otherwise use the User Marketing Content, including information that may identify you personally, for any lawful trade, marketing, promotional or advertising purpose in connection with our Platform, anywhere in the world, in any medium, whether now known or later developed, including but not limited to social media platforms such as Facebook, Instagram and Twitter.
Additionally, if you consent to our use of such User Marketing Content, you (i) waive any legal right to inspect, approve or receive additional compensation for any use of your name, image, likeness, biographical material, correspondence or endorsement and (ii) expressly release SF305 and our officers, employees, agents and licensees from and against any and all past, present and future claims for compensation or liability that your or your successors, assigns or estate may have for violation of the right of privacy or publicity, defamation, libel or any other claim or cause of action arising out of such use of your name, likeness, biographical material, correspondence or endorsement.
You may revoke your consent with respect to our future use of any User Marketing Content as provided for hereunder by sending an e-mail to members@stayfit305.com.
SF305 strives to provide an enjoyable online experience for our Users, so we may monitor activity on the Platform to foster compliance with these Terms of Use. You hereby specifically agree to such monitoring. Nevertheless, we do not make any representations, warranties or guarantees that: (1) the Platform, or any portion thereof, will be monitored for accuracy or unacceptable use, or (2) we will take any specific action (or any action at all) in the event of a challenge or dispute regarding compliance or non-compliance with these Terms of Use.
Notwithstanding the foregoing, Users agree that SF305 has the right to fully cooperate with any law enforcement authorities or court order requesting or directing disclosure of the identity of any Users or other information of anyone posting any materials on or through the Platform. YOU AGREE TO HOLD HARMLESS SF305 AND ITS AFFILIATES, LICENSEES, AND PARTNERS FROM, AND WAIVE, ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY SF305 DURING, OR AS A CONSEQUENCE OF, INVESTIGATIONS BY EITHER SF305 OR LAW ENFORCEMENT AUTHORITIES.
If you provide us with any comments, bug reports, feedback, or modifications proposed or suggested by you to the Platform (“Feedback”), we shall have the right to use such Feedback at our discretion, including, but not limited to the incorporation of such suggested changes into the Platform. You hereby grant us a perpetual, irrevocable, non-exclusive license under all rights necessary to incorporate and use your Feedback into our Platform for any purpose.
THE WEBSITE, PLATFORM, AND ANY SOFTWARE, CONTENT, SERVICES, OR THIRD-PARTY SITES MADE AVAILABLE IN CONJUNCTION WITH OR THROUGH THE PLATFORM ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, SF305, ON BEHALF OF ITSELF AND ITS SUBSIDIARIES, AFFILIATES, PARTNERS, OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS, DISCLAIMS AND EXCLUDES ALL WARRANTIES, WHETHER STATUTORY, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT OF PROPRIETARY RIGHTS.
WITHOUT LIMITING THE FOREGOING, SF305 DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS AS TO (I) THE CONTENT AND INFORMATION POSTED BY OR PROVIDED BY ANY THIRD-PARTY, SUCH AS A PARTNER, ON THE PLATFORM, (II) ANY PARTNER SERVICES MADE AVAILABLE THROUGH THE PLATFORM, (III) ANY OTHER THIRD-PARTY SITES, PRODUCTS, OR SERVICE LINKED THROUGH THE PLATFORM, AND (IV) THE QUALITY, CONDUCT, OR ACTIONS OF ANY THIRD-PARTY, INCLUDING ANY PARTNER, YOU ENCOUNTER IN CONNECTION WITH YOUR USE OF THE PLATFORM; NOR DOES SF305 REPRESENT OR WARRANT (X) THAT THE PLATFORM AND ANY DOWNLOADABLE SOFTWARE, CONTENT, SERVICES, OR SITES MADE AVAILABLE IN CONJUNCTION WITH OR THROUGH THE WEBSITE WILL BE UNINTERRUPTED OR ERROR-FREE, (Y) THAT DEFECTS WILL BE CORRECTED, OR THAT THE WEBSITE AND ANY DOWNLOADABLE SOFTWARE, CONTENT, SERVICES, OR SITES MADE AVAILABLE IN CONJUNCTION WITH OR THROUGH THE WEBSITE OR THE SERVER THAT MAKES THEM AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR (Z) REGARDING THE USE OF THE PLATFORM AND ANY DOWNLOADABLE SOFTWARE, CONTENT, SERVICES, OR APPLICATIONS MADE AVAILABLE IN CONJUNCTION THEREWITH, IN TERMS OF CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE. ANY MATERIAL OR DATA THAT YOU ACCESS, DOWNLOAD OR OTHERWISE OBTAIN THROUGH THE PLATFORM IS AT YOUR OWN RISK. YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGES TO YOUR COMPUTER SYSTEM OR LOSS OF DATA RESULTING FROM THE DOWNLOAD OF SUCH MATERIAL OR DATA.
Certain state 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, exclusions, or limitations may not apply to you, and you might have additional rights.
IN NO EVENT SHALL SF305 BE LIABLE FOR ANY DAMAGES, LOSSES OR LIABILITIES INCLUDING, WITHOUT LIMITATION, DIRECT OR INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR OTHER DAMAGES, LOSSES OR EXPENSES, including any lost profits, lost data, or lost savings, whether based on breach of contract, breach of warranty, tort or any other legal theory, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OF the Platform or PARTNER SERVICES, OR IN CONNECTION WITH ANY FAILURE OF PERFORMANCE, ERROR, OMISSION, INTERRUPTION, DEFECT, DELAY IN OPERATION OR TRANSMISSION, COMPUTER VIRUS OR LINE OR SYSTEM FAILURE RELATED TO THE PLATFORM AND/OR PARTNER SERVICES, EVEN IF SF305 IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, LOSSES OR EXPENSES. IN NO EVENT WILL SF305’S AGGREGATE LIABILITY FOR ANY CLAIM EXCEED THE AMOUNT YOU HAVE PAID FOR YOUR MEMBERSHIP.
Applicable law may not allow the limitation of liability set forth above, so this limitation of liability may not apply to you.
You agree to fully indemnify, defend, and hold SF305 and its subsidiaries, affiliates, partners, officers, directors, employees, agents, and other representatives, harmless from and against any and all claims, damages, losses, costs (including reasonable attorneys' fees), and other expenses that arise directly or indirectly out of or from: (i) your access to, use of, or alleged use of, the Platform or any services or goods obtained through your use of the Platform, including, but not limited to, Partner Services; (ii) your breach or violation of any term, representation, warranty, or covenant referenced in this Agreement, or any applicable law or regulation; (iii) any allegation that any User Content or personal information you submit to us or transmit through the Platform infringe or otherwise violate the copyright, patent, trademark, trade secret, or other intellectual property or other rights of any third-party; (iv) your activities in connection with the Platform, a Partner, or other websites to which the Platform is linked; (v) any and all acts, circumstances or omissions in connection with your visit to or any interaction with a Partner; (vi) any negligent act or omission or any willful misconduct by you; and/or (vii) any inaccuracies in information provided to you through the Platform.
You agree that your use of the Platform shall be governed by and construed in accordance with the laws of Florida, without regard to conflict of law rules. You agree that the state and federal courts of Miami-Dade County, Florida shall have exclusive jurisdiction to adjudicate any dispute arising under or in connection with this Agreement that is not subject to Arbitration as provided below.
Arbitration.
For purposes of this Agreement, you and SF305 are each referred to as a “Party” and collectively, as the “Parties”. The Parties shall use their best efforts to settle any dispute, claim, question, or disagreement related to this Agreement and/or the Platform, including the Website, directly through consultation and good faith negotiations, which shall be a requirement prior to either Party initiating a lawsuit or arbitration. All claims arising out of or relating to these Terms of Use (including its formation, performance and breach) and the Platform shall be finally settled by binding arbitration administered by the American Arbitration Association (“AAA”) in accordance with the provisions of its Consumer Arbitration Rules, excluding any rules or procedures governing or permitting class actions. The arbitrator, and not any federal, state or local court or agency, shall have exclusive authority to resolve all disputes arising out of or relating to the interpretation, applicability, enforceability or formation of this Agreement, including, but not limited to, any claim that all or any part hereof is void or voidable. The arbitrator shall be empowered to determine the validity of any claim and to grant whatever relief would be available in a court under law or in equity. The arbitrator’s award shall be binding on the Parties and may be entered as a judgment in any court of competent jurisdiction. To the extent the filing fee for the arbitration exceeds the cost of filing a lawsuit, we will pay the additional cost. The exclusive seat or place of jurisdiction shall be Miami-Dade County, Florida.
The Parties understand that, absent this mandatory provision, they would have the right to sue in court and have a jury trial. They further understand that, in some instances, the costs of arbitration could exceed the costs of litigation and the right to discovery may be more limited in arbitration than in court.
Class Action Waiver.
The Parties further agree that any arbitration shall be conducted in their individual capacities only and not as a class action or other representative action, and the Parties expressly waive their right to file a class action or seek relief on a class basis. If any court or arbitrator determines that the class action waiver set forth in this paragraph is void or unenforceable for any reason or that an arbitration can proceed on a class basis, then the arbitration provision set forth above shall be deemed null and void in its entirety and the Parties shall be deemed to have not agreed to arbitrate disputes.
Exception - Litigation of Small Claims Court Claims.
Notwithstanding the Parties’ decision to resolve all disputes through arbitration, either Party may also seek relief in a small claims court for disputes or claims within the scope of that court’s jurisdiction.
Thirty Day Right to Opt-Out.
You have the right to opt-out and not be bound by the arbitration and class action waiver provisions set forth this Agreement by sending written notice of your decision to opt-out to the following email address: members@stayfit305.com. The notice must be sent within thirty (30) days of registering for your User Account, otherwise you shall be bound to arbitrate disputes in accordance with the terms set forth above. If you opt-out of these arbitration provisions, we also will not be bound by them. In addition, if you elect to opt-out of these arbitration provisions, we may terminate your use of the Platform.
These Terms of Use may be amended by SF305 from time to time, in our sole discretion. You agree that you will review these Terms of Use prior to registering for a User Account, and after we make any amendments thereto from time to time. The new version of this Agreement will take effect on (i) the date falling thirty (30) calendar days after the date of such posting (or such later date as we indicate in the relevant posting) if any of the changes are to an operative provision of this Agreement which is capable of adversely affecting you, or (ii) immediately upon the date of posting or such later date as we indicate in the relevant posting if the changes are not capable of adversely affecting you, examples of which would include, without limitation: (a) changing the name of the web address for the Website or (b) the refinement of provisions that are already included or referred to in this Agreement. In either case, if you do not wish to be governed by the new version of this Agreement, you must disable your User Account as set forth herein and immediately cease to use the Website. We shall not have any liability to you in such an event.
Employees of SF305 are not authorized to modify this Agreement, either verbally or in writing. If any employee of SF305 offers to modify these Terms of Use, he or she is not acting as an agent for SF305 or speaking on our behalf. You may not rely, and should not act in reliance on, any statement or communication from an employee of SF305 or anyone else purporting to act on our behalf.
These Terms of Use are between you and SF305. The foregoing notwithstanding, please note that the Platform enables access to third-party content, products and services, such as Partner Services, and it offers interactions with third-parties over which we have no control, including but not limited to Partners. We assume no responsibility for, nor do we endorse or verify the content, offerings or conduct of third-parties, including Partners. Participation or availability on the Platform does not amount to endorsement or verification by SF305. We make no warranties or representations with respect to the accuracy, completeness or timeliness of any content or information posted on the Platform by anyone other than SF305, including Partners and Users.
Nothing contained in this Agreement creates any agency, partnership, joint venture, or employment between a User and SF305. Users shall not have authority of any kind to bind SF305.
The failure of either Party to exercise in any respect any right provided for herein shall not be deemed a waiver of any further rights hereunder.
SF305 shall not be liable for any failure to perform its obligations hereunder where the failure results from any cause beyond SF305’s reasonable control, including, without limitation, any mechanical, electronic or communications failure or degradation or any other cause whatsoever, which is beyond our reasonable control.
If any provision of these Terms of Use is found to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary so that these Terms of Use shall otherwise remain in full force and effect and enforceable.
These Terms of Use are not assignable, transferable or sublicensable by you except with our prior written consent. We may transfer, assign or delegate these Terms of Use and our related rights and obligations without obtaining your consent.
These Terms of Use supersede all prior and contemporaneous agreements, representations and warranties and understandings, whether oral or written, with respect to a User and its use of the Platform. Modifications to the Terms of Use that are not posted on the Platform are not valid unless made in writing and signed by an authorized representative of SF305.
You consent to receive notices and other communications regarding these Terms of Use and/or other aspects of the Platform through posting of notices on the Platform. You agree that all agreements, notices, disclosures, and other communications that SF305 provides to you in accordance with the prior sentence satisfy any legal requirement that such communications be in writing.
If you have any questions about these Terms of Use or your User Account, you may contact us by email at info@stayfit305.com or by mail to:
Stay Fit 305 LLC
86 SW 8th St.
Apt. 4304
Miami, FL 33130
Last Updated: May 3, 2021
These Partner Terms of Use (the “Partner Terms”) are made and entered into by and between you (“Partner”, “you” or “your”) and Stay Fit 305 LLC, a Florida limited liability company (referred to in these Partner Terms as “SF305, “we”, “us” or “our”). SF305 is the operator of the website www.stayfit305.com (the “Website”), which provides a web-based Platform that allows a Partner to create an online profile offering Users access to such Partner’s exclusive deals, discounts, and other experiences. These Partner Terms apply when you access or visit the Website or otherwise use the Platform. If you do not agree to the terms contained herein you may not access, visit or use the Platform. All initial capitalized terms not defined herein shall have the meaning ascribed to them in the User Terms of Use.
BEFORE YOU PROCEED, PLEASE READ THESE PARTNER TERMS CAREFULLY AS THEY CONTAIN WARRANTY AND LIABILITY DISCLAIMERS. BY ACCESSING STAYFIT305.COM OR OTHERWISE USING OUR PLATFORM, YOU ACCEPT AND AGREE TO THESE TERMS OF USE WITHOUT ANY MODIFICATIONS, ADDITIONS OR DELETIONS. YOU AGREE TO ABIDE BY AND BE BOUND BY THE TERMS AND CONDITIONS DESCRIBED HEREIN AND BY ALL TERMS, POLICIES AND GUIDELINES INCORPORATED BY REFERENCE AS WELL AS ANY ADDITIONAL TERMS AND RESTRICTIONS PRESENTED IN RELATION TO SPECIFIC CONTENT OR A SPECIFIC PRODUCT, SERVICE OR FEATURE OFFERED BY SF305 (IF YOU DO NOT AGREE TO THESE TERMS OF USE, YOU ARE NOT AUTHORIZED TO USE OUR PLATFORM).
SF305 offers the Platform, which allows a Partner to offer exclusive deals, discounts, events, and other promotions to our Users. Please review our User Terms of Use for more information.
If you would like to participate in the Platform as an authorized Partner, you must first register for an account (“Partner Account”), which is done through the Platform. In connection with such registration, we will ask you for your legal name (or entity name, if a business), location, and contact details. Once you submit the application, SF305 will review the information, and shall have sole discretion to determine whether or not to register your Partner Account. Within seventy-two (72) hours after your submission, you will receive an email at the email address you specify indicating whether or not your Partner Account has been registered. If your application has been denied, you may contact us as indicated in the email or at partners@stayfit305.com to resolve the matter. If your application has been accepted, you will be notified of such, but that your account is not yet “live” on the Platform. In order to go live, you must click the link contained in the email to finalize details for your Partner Account, which may include your logo, missing demographic or contact information, and Partner Services being offered, among other details. Upon finalizing your Partner Account, you will be granted access to your own portal for the Partner Account on the Platform.
By creating a Partner Account, you agree that you shall (i) provide true, accurate, current and complete information about yourself (or the entity you represent) as requested during the registration process, and (ii) maintain and promptly update such information to ensure that it is and remains true, accurate, current and complete. If your information changes at any time, you are responsible for updating your Partner Account to reflect those changes. We may, at any time and in our sole discretion, require you to update your Partner Account or provide additional information. If you fail to respond to such request or otherwise provide any information that is untrue, inaccurate, not current or incomplete, SF305 may, at its sole discretion, suspend or terminate your Partner Account and refuse any and all current or future use of the Platform or any portion thereof.
If you own or represent a business that offers multiple physical locations, you agree that you must register multiple Partner Accounts, one for each location. We may offer a reduced rate for the associated annual fee, but reserve the right to do so in our sole discretion. Please email us at partners@stayfit305.com if you would like more information.
You acknowledge that Company utilizes Memberstack and Jetboost.io as third-party service providers to support the functionality of the Platform, including the ability to create and modify Partner Accounts. You understand that you may not use the Platform unless you have read and agree to Memberstack’s and Jetboost.io’s terms, policies, and security practices, which can be accessed at the following websites: https://www.memberstack.com/legal/terms-of-service and https://app.jetboost.io/tos.
During the registration process, you will also be asked to provide your payment information, which is required in order for your Partner Account to go “live” on the Platform. Failure to pay as specified herein will prevent you from being displayed to Users and otherwise offering Partner Services. We will only use your payment information to charge you the annual fee associated with a Partner Account, which as of the last update to these Partner Terms is One Hundred ($100.00) dollars for the first year, and automatically renews annually at Two Hundred Fifty ($250.00) dollars per year. Notwithstanding the foregoing, we reserve the right to change the pricing and terms associated with a Partner Account in our sole discretion, either in these Partner Terms, or as presented to you at the time you pay for your Partner Account. If payment for the annual renewal of your Partner Account fails for any reason, your Partner Account will be suspended and become inactive unless and until you provide new payment details and such payment successfully processes.
By submitting your credit card information through the Platform, you (i) represent and warrant that the information you have submitted is true and correct and that you have authority to use such credit card, (ii) acknowledge and agree that we utilize payment processing services through the third-party provider Stripe, and (iii) further agree to be bound by Stripe’s terms, policies, and security practices, which can be accessed at the following website: https://stripe.com/privacy.
We may, in our sole discretion, offer discounts or payment waivers for the first year of your Partner Account. Unless we agree otherwise in writing, payment will be required for subsequent renewals as specified above. We further reserve the right to cancel any discount or payment waiver that may be offered to you, at any time in our sole discretion, upon notice of which you shall be required to pay any outstanding portion for the then applicable annual fee.
Once your Partner Account has been successfully registered and paid for, you may offer Partner Services to our Users through the Platform. To do so, you must input the details regarding any deals, discounts, or other experiences that you would like to offer through the Partner Account portal. You must also indicate how the User is to claim, purchase, otherwise redeem the Partner Services, such as through a website link and/or digital code that can be utilized on your own independent website, or by visiting an in-person location that you specify. You agree that any codes or links you provide shall be unique for each User and only valid for one-time use, and further that if you specify that the User must redeem the Partner Services in person, then you must first verify their identity by requiring that they present a valid form of identification as well as their own mobile device accessing, through a web browser (and not as a saved image, i.e., a “screenshot”), their User Account showing an active status. Unless you indicate otherwise through your Partner Account profile, all Partner Services you offer shall be eligible to be redeemed by a User within one (1) year after being initially paid for or otherwise claimed by the User.
You represent and warrant that the information you provide in connection with your Partner Services is true and correct, that you are legally permitted to offer the Partner Services, and that you will honor all valid User requests to redeem the Partner Services. You may not modify, alter, or otherwise change the Partner Services as presented to the User through the Platform. You further agree to release and hold harmless SF305 from any and all claims, damages, or injuries of a User in connection with the Partner Services.
We may also, from time to time, offer you the ability to participate in SF305 Events, such as allowing you to have a promotional booth or offer promotional materials at such events. In this regard, you agree that we may, in our sole discretion, add information to your Partner Account profile regarding SF305 Events. You also agree that ticketing to SF305 Events is hosted by our third-party provider, Eventbrite, and further agree to all of Eventbrite’s terms, policies, and security practices, which can be accessed at the following website: https://www.eventbrite.com/l/LegalTerms/. If you do not wish to have any SF305 Events added to your Partner Account profile or have any questions regarding an SF305 Event, you may email us at partners@stayfit305.com.
You represent, warrant and covenant that you are, and will at all times be, in full compliance with all applicable governmental, legal, regulatory, and professional requirements, including all laws, regulations, rules and ordinances issued by any federal, state or local regulatory body, related to your provision of the Partner Services, and laws relating to privacy, information security or similar matters (collectively the “Applicable Laws”). You will promptly notify SF305 if you receive any notice, demand, summons or complaint from any governmental or regulatory authority, agency or other body relating to the subject matter of these Partner Terms, and will take all steps, at your own expense, to resolve any issues related to the compliance hereof as promptly as practicable. If you are not in compliance with Applicable Laws, you are not authorized to use our Platform.
SF305 makes no representations or warranties regarding any legal or regulatory compliance applicable to Partner and Partner is solely responsible for determining and ensuring whether its participation in the Platform and its performance in connection with the Partner Services complies with all legal and regulatory requirements applicable to such Partner, whether state, local, federal or otherwise, as well as the terms and conditions of any and all applicable agreements between a Partner and its suppliers, manufacturers, vendors, contractors, agents, and/or customers.
Partner agrees that it, and not SF305, is and shall be solely responsible for all aspects of the provision of its Partner Services to any User. SF305’s sole obligation to Partner under these Partner Terms shall be to display such Partner’s profile on the Platform in a manner that Users may search for or otherwise find such profile.
We cannot and do not guarantee that any Partner Services will be redeemed by a User.
By registering for a Partner Account or otherwise accessing the Platform, you agree to be bound by the terms and conditions of these Partner Terms.
In connection with your use of the Platform, you expressly agree to our Privacy Policy and Cookie Policy. Please read the Privacy Policy and Cookie Policy carefully in order to learn more about how we use information we collect from you when you access, visit or use the Service. The Privacy Policy and Cookie Policy are part of and are governed by both the User Terms of Use and these Partner Terms and by agreeing to either the User Terms of Use or these Partner Terms, you agree to be bound by the terms of our Privacy Policy and Cookie Policy, and you agree that we may use information collected from you in accordance with the Privacy Policy and Cookie Policy.
You may not access or use the Platform for any purpose other than the purpose for which we make it available to you. We may prohibit certain activities in connection with the Platform in our discretion. These prohibited activities include, without limitation, the following:
You acknowledge that we reserve the right, but have no obligation, to (i) take appropriate legal action against anyone who, in our sole determination, violates these Partner Terms, including, without limitation, reporting you to law enforcement authorities, (ii) in our sole discretion and without limitation, refuse, restrict access to or availability of, or disable all or a portion of the Platform, and (iii) otherwise manage the Platform in a manner designed to protect the rights and property of SF305, User, and other Partners and to facilitate the proper functioning of the Platform.
We may permanently or temporarily suspend or terminate your use of the Platform or your Partner Account if you violate these Partner Terms, or as determined in our discretion. We may also impose limits on or restrict your access to parts or all of the Platform without notice or liability. You acknowledge and agree that if we terminate your Partner Account, you will not be eligible for a refund of any remaining portion of the annual fees you paid in connection with your User Account. These Partner Terms will survive the termination of your Partner Account.
You may close your Partner Account either through the portal for your Partner Account or upon written notice to SF305, by emailing partners@stayfit305.com; provided, however, that you shall remain obligated to provide Partner Services that have been paid for or claimed by a User prior to such termination. These Partner Terms will survive the termination of your Partner Account.
You are solely responsible for any data, information, text, messages, logos, photographs, designs, videos, or other materials you upload or submit to the Platform (“Partner Content”). You agree that any Partner Content: (i) will be accurate; (ii) will not violate or facilitate the violation of any law or regulation; (iii) will not violate any right of a third-party; and (iv) will not cause injury to any person or entity. You are solely responsible for the Partner Content you submit in connection with the Platform, and SF305 assumes no liability for any Partner Content submitted by you. For any Partner Content you submit, you grant to SF305 a non-exclusive, fully paid-up, perpetual, irrevocable, royalty-free, transferable right and license to use, display, perform, transmit, copy, modify, delete, adapt, publish, translate, create derivative works from, and distribute such Partner Content all without compensation to you, in connection with the promotion of the Platform and advertising to Users. You represent and warrant that you have all rights necessary for you to grant the licenses granted in this section. Information that can be used to personally identify you that you provide in connection with the Platform will not be considered Partner Content and will be handled in accordingly with our Privacy Policy.
The Platform and its contents and the trademarks, service marks and logos contained therein, including but not limited to STAY FIT 305™, are the intellectual property of SF305 or its licensors and constitute trademarks, patents, copyrights and other intellectual property rights of SF305 or its licensors under U.S. and foreign laws and international conventions. The Platform, its contents and any data generated or produced using the Platform may only be used for you to offer the Partner Services to our Users, and may not be used, copied, reproduced, distributed, transmitted, broadcasted, displayed, sold, licensed, or otherwise exploited for any other purpose whatsoever without the express written consent of SF305. No right, title or interest in or to the Platform or any element thereof is granted or transferred to you. You do not acquire any ownership rights to the Platform or to any contents contained on the Platform through your use thereof. All rights not expressly granted in these Terms of Use are reserved by SF305 and its respective licensors, affiliates, and contractors.
You further agree that you hereby grant SF305 a non-exclusive, royalty-free, perpetual license to use your name, image, likeness, and business information in connection with any promotional, marketing, or advertising material related to the Platform.
SF305 respects the intellectual property of others, and we ask our Partners to do the same. We may, in appropriate circumstances and at our discretion, in addition to our other remedies, terminate, discontinue, suspend and/or restrict the account/profile or ability to access, visit, and/or use the Platform of Partners who infringe the copyright rights of others, and we may choose to remove, delete, erase, or disable access to content on the website that is deemed to be infringing. It is our policy to terminate the access of repeat infringers.
If you have reason to believe that your content has been copied and/or is accessible on the Platform in a way that constitutes copyright infringement, or that the Platform contains links or other references to another site, application, destination or service that contains content or activity that infringes your copyright rights, you may notify us by providing a document via e-mail that includes the following information (as required by the Online Copyright Infringement Liability Limitation
Act of the Digital Millennium Copyright Act, 17 U.S.C. sec. 512) to our copyright agent set forth below:
IMPORTANT: MISREPRESENTATIONS MADE IN A NOTICE CLAIMING THAT CONTENT OR ACTIVITY ON THE PLATFORM IS INFRINGING VIOLATES THE DIGITAL MILLENNIUM COPYRIGHT ACT AND MAY EXPOSE YOU TO LIABILITY FOR DAMAGES (INCLUDING COSTS AND ATTORNEYS' FEES). COURTS HAVE FOUND THAT YOU MUST CONSIDER COPYRIGHT DEFENSES, LIMITATIONS OR EXCEPTIONS BEFORE SENDING A NOTICE. ACCORDINGLY, IF YOU ARE NOT SURE WHETHER CONTENT RESIDING ON OUR PLATFORM INFRINGES YOUR COPYRIGHT, WE SUGGEST THAT YOU FIRST CONTACT AN ATTORNEY. IN ADDITION, PLEASE DETERMINE WHETHER THE CONTENT YOU ARE SENDING A NOTICE ABOUT IS ACTUALLY RESIDING ON OUR PLATFORM BEFORE SENDING THE NOTICE.
Copyright Agent:
DiSchino & Schamy, PLLC,
Email: admin@dsmiami.com
Only copyright complaints should be sent to our Copyright Agent. No other communications will be accepted or responded to.
If you provide us with any comments, bug reports, feedback, or modifications proposed or suggested by you to the Platform (“Feedback”), we shall have the right to use such Feedback at our discretion, including, but not limited to the incorporation of such suggested changes into the Website. You hereby grant us a perpetual, irrevocable, non-exclusive license under all rights necessary to incorporate and use your Feedback into our Platform for any purpose.
THE WEBSITE, PLATFORM, AND ANY SOFTWARE, CONTENT, SERVICES, OR THIRD-PARTY SITES MADE AVAILABLE IN CONJUNCTION WITH OR THROUGH THE PLATFORM ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, SF305, ON BEHALF OF ITSELF AND ITS SUBSIDIARIES, AFFILIATES, PARTNERS, OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS, DISCLAIMS AND EXCLUDES ALL WARRANTIES, WHETHER STATUTORY, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT OF PROPRIETARY RIGHTS.
WITHOUT LIMITING THE FOREGOING, SF305 DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS AS TO (I) ANY USER CONTENT ON THE PLATFORM, (II) THE CONDUCT AND ACTIONS OF ANY USER, AND (III) ANY THIRD-PARTY SITES, PRODUCTS, OR SERVICE LINKED THROUGH THE PLATFORM; NOR DOES SF305 REPRESENT OR WARRANT (X) THAT THE PLATFORM AND ANY DOWNLOADABLE SOFTWARE, CONTENT, SERVICES, OR SITES MADE AVAILABLE IN CONJUNCTION WITH OR THROUGH THE WEBSITE WILL BE UNINTERRUPTED OR ERROR-FREE, (Y) THAT DEFECTS WILL BE CORRECTED, OR THAT THE WEBSITE AND ANY DOWNLOADABLE SOFTWARE, CONTENT, SERVICES, OR SITES MADE AVAILABLE IN CONJUNCTION WITH OR THROUGH THE WEBSITE OR THE SERVER THAT MAKES THEM AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR (Z) REGARDING THE USE OF THE PLATFORM AND ANY DOWNLOADABLE SOFTWARE, CONTENT, SERVICES, OR APPLICATIONS MADE AVAILABLE IN CONJUNCTION THEREWITH, IN TERMS OF CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE. ANY MATERIAL OR DATA THAT YOU UPLOAD OR ACCESS, DOWNLOAD OR OTHERWISE OBTAIN THROUGH THE PLATFORM IS AT YOUR OWN RISK. YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGES TO YOUR COMPUTER SYSTEM OR LOSS OF DATA RESULTING FROM THE UPLOAD OR DOWNLOAD OF SUCH MATERIAL OR DATA.
Certain state 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, exclusions, or limitations may not apply to you, and you might have additional rights.
IN NO EVENT SHALL SF305 BE LIABLE FOR ANY DAMAGES, LOSSES OR LIABILITIES INCLUDING, WITHOUT LIMITATION, DIRECT OR INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR OTHER DAMAGES, LOSSES OR EXPENSES, including any lost profits, lost data, or lost savings, whether based on breach of contract, breach of warranty, tort or any other legal theory, ARISING OUT OF OR IN ANY WAY CONNECTED WITH (I) YOUR USE OF THE PLATFORM, (ii) YOUR PROVISION OF THE PARTNER SERVICES, (iii) YOuR RELIANCE ON OR USE OR INABILITY TO USE THE INFORMATION, MATERIALS OR SERVICES provided through the PLATFORM, OR (IV) ANY FAILURE OF PERFORMANCE, ERROR, OMISSION, INTERRUPTION, DEFECT, DELAY IN OPERATION OR TRANSMISSION, COMPUTER VIRUS OR LINE OR SYSTEM FAILURE, EVEN IF SF305 IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, LOSSES OR EXPENSES. IN NO EVENT WILL SF305’ AGGREGATE LIABILITY FOR ANY CLAIM EXCEED THE AMOUNT OF THE ANNUAL FEES YOU HAVE PAID TO SF305.
Applicable law may not allow the limitation of liability set forth above, so this limitation of liability may not apply to you.
You agree to fully indemnify, defend, and hold SF305 and its directors, officers, employees, consultants, and other representatives, harmless from and against any and all claims, damages, losses, costs (including reasonable attorneys' fees), and other expenses that arise directly or indirectly out of or from: (i) your access to, use of, or alleged use of, the Platform; (ii) your breach or violation of any terms, representations, warranties, or covenants contained in these Partner Terms, or any applicable law or regulation; (iii) any allegation that any materials you submit to us or transmit to the Platform, such as Partner Content, infringe or otherwise violate the copyright, patent, trademark, trade secret, or other intellectual property or other rights of any third-party; (iv) your provision of the Partner Services; and/or (v) your negligent act or omission or willful misconduct in connection with the Platform, a User, and/or the Partner Services.
You agree that your use of the Platform shall be governed by and construed in accordance with the laws of Florida, without regard to conflict of law rules. You agree that the state and federal courts of Miami-Dade County, Florida shall have exclusive jurisdiction to adjudicate any dispute arising under or in connection with this Agreement that is not subject to Arbitration as provided below.
Arbitration.
For purposes of these Partner Terms, you and SF305 are each referred to as a “Party” and collectively, as the “Parties”. The Parties shall use their best efforts to settle any dispute, claim, question, or disagreement related to these Partner Terms and/or the Platform, including the Website, directly through consultation and good faith negotiations, which shall be a requirement prior to either Party initiating a lawsuit or arbitration. All claims arising out of or relating to these Partner Terms (including its formation, performance and breach) and the Platform shall be finally settled by binding arbitration administered by the American Arbitration Association (“AAA”) in accordance with the provisions of its Consumer Arbitration Rules, excluding any rules or procedures governing or permitting class actions. The arbitrator, and not any federal, state or local court or agency, shall have exclusive authority to resolve all disputes arising out of or relating to the interpretation, applicability, enforceability or formation of these Partner Terms, including, but not limited to, any claim that all or any part hereof is void or voidable. The arbitrator shall be empowered to determine the validity of any claim and to grant whatever relief would be available in a court under law or in equity. The arbitrator’s award shall be binding on the Parties and may be entered as a judgment in any court of competent jurisdiction. To the extent the filing fee for the arbitration exceeds the cost of filing a lawsuit, we will pay the additional cost. The exclusive seat or place of jurisdiction shall be Miami-Dade County, Florida.
The Parties understand that, absent this mandatory provision, they would have the right to sue in court and have a jury trial. They further understand that, in some instances, the costs of arbitration could exceed the costs of litigation and the right to discovery may be more limited in arbitration than in court.
Class Action Waiver.
The Parties further agree that any arbitration shall be conducted in their individual capacities only and not as a class action or other representative action, and the Parties expressly waive their right to file a class action or seek relief on a class basis. If any court or arbitrator determines that the class action waiver set forth in this paragraph is void or unenforceable for any reason or that an arbitration can proceed on a class basis, then the arbitration provision set forth above shall be deemed null and void in its entirety and the Parties shall be deemed to have not agreed to arbitrate disputes.
Exception - Litigation of Small Claims Court Claims.
Notwithstanding the Parties’ decision to resolve all disputes through arbitration, either Party may also seek relief in a small claims court for disputes or claims within the scope of that court’s jurisdiction.
Thirty Day Right to Opt-Out.
You have the right to opt-out and not be bound by the arbitration and class action waiver provisions set forth this Agreement by sending written notice of your decision to opt-out to the following email address: partners@stayfit305.com. The notice must be sent within thirty (30) days of registering for your Partner Account, otherwise you shall be bound to arbitrate disputes in accordance with the terms set forth above. If you opt-out of these arbitration provisions, we also will not be bound by them. In addition, if you elect to opt-out of these arbitration provisions, we may terminate your use of the Platform.
These Partner Terms may be amended by SF305 from time to time. You agree that you will review these Partner Terms prior to registering for a Partner Account and that your registration, participation and continued use of the Platform will constitute acceptance of these Partner Terms, as they may be amended from time to time, in our sole and absolute discretion. The new version of this Agreement will take effect on (i) the date falling thirty (30) calendar days after the date of such posting (or such later date as we indicate in the relevant posting) if any of the changes are to an operative provision of these Partner Terms which is capable of adversely affecting you, or (ii) immediately upon the date of posting or such later date as we indicate in the relevant posting if the changes are not capable of adversely affecting you, examples of which would include, without limitation: (a) changing the name of the web address for the Website or (b) the refinement of provisions that are already included or referred to in these Partner Terms. In either case, if you do not wish to be governed by the new version of this Agreement, you must disable your Partner Account as set forth herein and immediately cease to use the SF305 Website. We shall not have any liability to you in such an event.
Employees of SF305 are not authorized to modify this Agreement, either verbally or in writing. If any employee of SF305 offers to modify these Partner Terms, he or she is not acting as an agent for SF305 or speaking on our behalf. You may not rely, and should not act in reliance on, any statement or communication from an employee of SF305 or anyone else purporting to act on our behalf.
These Partner Terms are between you and SF305. The foregoing notwithstanding, please note that the Website enables access to third-party content, products and services, and it offers interactions with third-parties over which we have no control, such as other Partners. We assume no responsibility for, nor do we endorse or verify the content, offerings or conduct of third-parties. We make no warranties or representations with respect to the accuracy, completeness or timeliness of any content posted on the Website by anyone, including Partners and Users.
Nothing contained in this Agreement creates any agency, partnership, joint venture, or employment between a Partner and SF305. Partners shall not have authority of any kind to bind SF305.
The failure of either Party to exercise in any respect any right provided for herein shall not be deemed a waiver of any further rights hereunder.
SF305 shall not be liable for any failure to perform its obligations hereunder where the failure results from any cause beyond SF305’ reasonable control, including, without limitation, any mechanical, electronic or communications failure or degradation or any other Act of God, event of force majeure or other circumstance beyond the reasonable control of SF305.
If any provision of these Partner Terms is found to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary so that these Partner Terms shall otherwise remain in full force and effect and enforceable.
These Partner Terms are not assignable, transferable or sublicensable by you except with our prior written consent. We may transfer, assign or delegate these Partner Terms and our related rights and obligations without obtaining your consent.
These Partner Terms supersede all prior and contemporaneous agreements, representations and warranties and understandings, whether oral or written, with respect to a Partner and its use of the Platform. Modifications to the Partner Terms that are not posted on the Platform are not valid unless made in writing and signed by an authorized representative of SF305.
You consent to receive notices and other communications regarding these terms and conditions and/or other aspects of the Service through posting of notices on the Service. You agree that all agreements, notices, disclosures, and other communications that SF305 provides to you in accordance with the prior sentence satisfy any legal requirement that such communications be in writing.
If you have any questions about these Partner Terms or your Partner Account, you may contact us by email at partners@stayfit305.com, or by U.S. Mail at:
Stay Fit 305 LLC
86 SW 8th St., Apt. 4304
Miami, FL 33130
Last Updated: May 3, 2021.
StayFit 305 LLC (“SF305”, “we”, “us” or “our”) strives to ensure that its website located at https://www.stayfit305.com (“Website”) is accessible to all individuals, including persons with disabilities. We have invested a significant amount of resources to help ensure that our Website is made easier to use and more accessible for people with disabilities, with the strong belief that every person has the right to live with dignity, equality, comfort and independence.
In building our Website, our developers have utilized the A11Y Project Checklist ensure that our Website is accessible to individuals with disabilities and in compliance with applicable laws. The Checklist uses the Web Content AccessibilityGuidelines (WCAG),which is a shared standard for web content accessibility, as a reference point in addressing accessibility concerns.
We strive to ensure that our Website is meets WCAG 2.0 AA compliance and we continue our efforts to constantly improve the accessibility of our Website, with the belief that it is our collective moral obligation to allow seamless, accessible and unhindered use for those with disabilities.
Despite our efforts to make all pages and content on our Website fully accessible, some content may not have yet been fully adapted to the strictest accessibility standards. This may be a result of not having found or identified the most appropriate technological solution.
If you are experiencing difficulty with any content on, or otherwise require assistance with, our Website, please contact us during normal business hours, as detailed below, and we will be happy to assist you.
If you wish to report an accessibility issue, if have any questions, or if you need assistance, please contact us by email at info@stayfit305.com.
Stay Fit 305 LLC
86 SW 8th St., Apt. 4304
Miami, FL 33130
Last updated: June 11,2021
