These Terms are subject to change by Elite Total Fitness at any time in its sole discretion. All changes will be effective immediately upon posting to the Site and, by accessing or using the Site after such changes are posted, you accept those changes. Material changes will be conspicuously posted on the Site or otherwise communicated to you.
ARBITRATION NOTICE: These Terms contain a binding arbitration provision. You agree that, except for certain types of disputes described in the arbitration provision below, all disputes between you and Elite Total Fitness will be resolved by mandatory binding arbitration and you waive any right to participate in a class action lawsuit or class-wide arbitration.
2. ACCESS TO THE SITE
YOU MUST BE EIGHTEEN (18) YEARS OR OLDER TO ACCESS THIS WEB SITE. IF YOU ARE UNDER EIGHTEEN YEARS OF AGE, YOU MUST HAVE A PARENT OR GUARDIAN’S PERMISSION TO ACCESS THIS SITE.
3. COMPLIANCE WITH LAWS
In connection with your access to and use of the Site, you are responsible for complying with all applicable laws, regulations, and policies of all relevant jurisdictions, including all applicable rules regarding online conduct.
4. RESTRICTIONS ON YOUR USE OF THE SITE
You may use this Site only for your own personal noncommercial purposes. You may download and print a copy of the Site’s visible content for your own personal noncommercial use as long as you do not modify or delete any copyright, trademark, or other proprietary notices.
You will not use the Site for any other purpose, including any commercial purpose, without Elite Total Fitness’ express prior written consent. For example, you will not and will not authorize any other party to (a) co-brand the Site, or (b) frame the Site, or (c) hyperlink to the Site except as expressly permitted by these Terms without the express prior written permission of Elite Total Fitness. For purposes of these Terms, “cobranding” means displaying a name, logo, trademark, or other means of attribution or identification of any party in such a manner as is reasonably likely to give a user the impression that such other party has the right to display, publish, or distribute the Site or content accessible within the Site. You agree to cooperate with Elite Total Fitness in causing any unauthorized co-branding, framing or hyperlinking to immediately cease.
You will not otherwise copy, reproduce, display, duplicate, sell, publish, post, license, rent, distribute, modify, translate, adapt, reverse-engineer, or create derivative works of the Site or any part of the Site without Elite Total Fitness’ prior written consent.
You will not use the Site for unlawful purposes.
You warrant that all information you provide to us in connection with your access to and use of the Site is true, accurate, and complete to the best of your knowledge and belief.
You will not submit inaccurate, incomplete, or out-of-date information via the Site, commit fraud or falsify information in connection with your use of the Site, or act maliciously against the business interests or reputation of Elite Total Fitness.
You will not engage in data mining or similar data gathering or extraction activities or retrieve data or other content from the Site for purposes of creating or compiling that content for any purpose.
You will not access, use, or copy any portion of the Site, including any of its content, through the use of indexing agents, spiders, scrapers, bots, web crawlers, or other automated devices or mechanisms.
You will not use the Site to post, transmit, input, upload, or otherwise provide any information or material that contains any viruses, worms, Trojan horses, logic bombs, time bombs, cancelbots, malware, ransomware, adware, or other harmful computer code or programming routines, including those designed to or that reasonably may disable, damage, impair, interfere with, surreptitiously intercept, or expropriate the Site or any computers, hardware, software, system, data, or networks.
You will not engage in activities that aim to render the Site or associated services inoperable or to make their use more difficult.
5. INTELLECTUAL PROPERTY RIGHTS AND PROPRIETARY INFORMATION
The Site, including its text, audio, video, graphics, charts, photographs, interfaces, icons, software, computer code, data, trademarks, logos, slogans, names of products and services, documentation, other components and content, and the design, selection, and arrangement of content (“Content”), and the products made available on the Site are exclusively the property of Elite Total Fitness or, as applicable, its suppliers or licensors, and are protected by copyright, trademark, and other intellectual property laws.
The Site, including all Content, may not be copied, distributed, republished, uploaded, posted, or transmitted in any way without the prior written consent of Elite Total Fitness except as may be explicitly permitted by these Terms. Neither title nor intellectual property rights are transferred to you by access to the Site.
Without limiting the generality of the foregoing, all trademarks, service marks, and logos appearing in or on the Site are the property of Elite Total Fitness or, as applicable, its suppliers or licensors. Elite Total Fitness and its suppliers and licensors retain all rights with respect to their respective trademarks, service marks, and logos appearing in the Site.
Any unauthorized use of any trademarks, trade dress, copyrighted materials, or any other intellectual property belonging to Elite Total Fitness or any third party is strictly prohibited and may be prosecuted to the fullest extent of the law. The Site may contain references to third-party marks and copies of third-party copyrighted materials, which are the property of their respective owners.
6. YOUR ACCOUNT
You will be required to sign up for an online Elite Total Fitness account in order to purchase products and services using the Site and to use other features of the Site. You will be required to submit certain information in order to set up your account and will be required to establish a password. You will not transfer your account to or share your account with any other person. Your account is personal to you. You are responsible for all activity on your account. If you believe someone else has accessed your account, please change your password and notify us immediately at [email protected].
Any passwords used for the Site are for individual use only. You are responsible for maintaining the confidentiality of any information you use in connection with the Site, including your password. You will be responsible for the security of your password. Elite Total Fitness will be entitled to monitor your password and, at its discretion, require you to change it. If you use a password that Elite Total Fitness considers insecure, Elite Total Fitness will be entitled to require the password to be changed and/or terminate your account.
Elite Total Fitness reserves the right to fully cooperate with any law enforcement authorities or court order requesting or directing Elite Total Fitness to disclose the identity of Site users or to make available any materials that are believed to violate these.
7. ACCOUNT SUSPENSION, DEACTIVATION, AND TERMINATION
Elite Total Fitness may, for any reason and in its sole discretion, suspend, deactivate, or terminate your online account or your use of the Site, and may terminate these Terms, without notice or liability, including if you breach these Terms, upon any unauthorized use of your password, if you act in an abusive manner, if you act in a manner inconsistent with applicable laws or regulations, or if it becomes no longer commercially viable to provide the Site to you. If we suspend, deactivate, or terminate your account, you will not create another account without our prior written permission. You may terminate your account at any time by selecting that option on the Site where that option is available, contacting us using the contact information below, or contacting your Elite Total Fitness location. However, you understand that any User-Generated Content (as defined below) you have provided will/may remain in our back-up systems and may continue to be accessible by other Site users. Upon any termination of your account or these Terms you must immediately stop accessing and using the Site.
8. ORDER AND PAYMENT
9. TERMS OF SALE
All orders of products made available on or ordered using the Site are subject to this section. This section and these Terms constitute the complete and exclusive statement of the terms governing the sale of products via the Site. Your purchase of products using the Site and acceptance of products as stated below manifest your agreement with this complete and exclusive statement of terms.
Order Acceptance. Nothing on the Site constitutes an offer, but an invitation to you to make an offer to purchase products through the Site. All orders are subject to acceptance by Elite Total Fitness. In addition, there may be certain orders that we cannot accept or must cancel. We reserve the right, in our sole discretion and without liability, to reject or cancel any order not yet shipped for any reason, including the following: limitations on quantities available for purchase; inaccuracies or errors in product descriptions, images, or pricing information; and problems identified by credit and fraud avoidance services. We may also require verifications, approvals, or other information before considering acceptance of any order. We will contact you if all or any portion of your order is rejected or canceled or if additional information is required to accept your order.
Shipping and Handling; Taxes. Unless otherwise noted, shipping and handling fees will be charged separately and are your responsibility. Elite Total Fitness charges you for sales, use, and other taxes for products ordered through the Site to the extent required by law. Availability. The prices and availability of products made available on the Site may change at any time without notice to you. Prices remain valid while they are listed and offered on the Site. Prices will be as posted on the Site as of the date and time of your order, as applicable. Product colors and measurements are approximate and may vary from the representation in the Site. These differences will not constitute a defect in or noncompliance of any product. Availability of products may be limited and products may not be available for immediate delivery. Some products may not be available in certain areas. Elite Total Fitness is not liable for any damages you may suffer as a result of any shipment delays.
Pricing. Pricing errors may occur on the Site from time to time. Elite Total Fitness attempts to correct all pricing errors as soon as they are discovered‚ or as soon as Elite Total Fitness receives notice of an error, but Elite Total Fitness is not responsible for any pricing or typographical errors on the Site. Elite Total Fitness reserves the right to cancel any orders containing pricing errors‚ with no further obligations or liability to you‚ even after your receipt of an order confirmation or shipping notice from Elite Total Fitness. Any payments you make to Elite Total Fitness for orders that are cancelled due to pricing errors will be refunded.
Title and Risk of Loss. Title to products will pass to you when you receive the products. Elite Total Fitness will bear the risk of loss or damage to the products during shipment to you.
DISCLAIMER OF WARRANTIES. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ALL PRODUCTS ARE PROVIDED “AS IS” AND WITHOUT ANY WARRANTY OF ANY KIND. ELITE TOTAL FITNESS EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, WITH RESPECT TO THE PRODUCTS, INCLUDING WITHOUT LIMITATION THOSE REGARDING AVAILABILITY, QUALITY, ACCURACY, MERCHANTABILITY, FITNESS FOR ANY USE OR PURPOSE, COMPATIBILITY WITH ANY STANDARDS OR USER REQUIREMENTS, TITLE, AND NONINFRINGEMENT, AS WELL AS ANY ARISING BY OPERATION OF LAW OR FROM A COURSE OF DEALING OR USAGE IN TRADE. NO ADVICE OR INFORMATION, ORAL OR WRITTEN, OBTAINED BY YOU FROM ELITE TOTAL FITNESS OR IN ANY MANNER FROM THE ONLINE STOREFRONT CREATES ANY WARRANTY.
11. CAREER OPPORTUNITIES
The Site may allow you to upload a resume and other materials in connection with career opportunities at Elite Total Fitness. You will not upload a resume or any other materials for any person other than yourself. You warrant that all information contained in any resume or other materials you provide is current, accurate, and complete. Your submission of a resume or other materials does not in any way require Elite Total Fitness to review materials or consider you for employment. Any career opportunity descriptions on the Site are subject to change at our sole discretion without notice.
12. USER-GENERATED CONTENT
The Site may allow you to create, post, transmit, upload, publish, distribute, broadcast, submit, and otherwise provide comments, data, text, images, video, audio, and other content and material via the Site, including by participating in the Site’s blog, and to respond to content provided by others (together, “User-Generated Content”). User-Generated Content is neither generated nor controlled by Elite Total Fitness. Elite Total Fitness is not responsible for any User- Generated Content. You are responsible for all User-Generated Content that you provide and for the legality, originality, and appropriateness thereof. Please keep in mind that the User- Generated Content you provide may be available to other the Site users as described above. By providing User-Generated Content you warrant that you are the creator or owner of that User- Generated Content or that you otherwise have the rights, permissions, and consents necessary to provide that User-Generated Content to us and to allow us to use that User-Generated Content as permitted by these Terms and that any User-Generated Content you provide will not cause Elite Total Fitness to violate any law or regulation. By providing User-Generated Content, you agree not to claim that any use of that User-Generated Content by us or any third party infringes or violates your or any other person’s intellectual property rights, rights of privacy, rights of publicity, or other rights. You retain any copyright or other intellectual property right you may have in User-Generated Content that you provide, subject to the license granted to Elite Total Fitness below.
Please keep in mind that any User-Generated Content that you provide will be publicly available via the Site. You must maintain a polite, pleasant, and respectful environment. User-Generated Content that harasses, abuses, stalks, threatens, or otherwise violates the legal rights of others is prohibited. User-Generated Content must be relevant to the applicable topic. User-Generated Content that is defamatory, indecent, pornographic, obscene, or otherwise objectionable or harmful is prohibited. You will not create a false identity, hide your true identity, or impersonate or represent any person other than yourself. You will not provide any other person’s private or confidential information without that person’s permission.
User-Generated Content is not monitored. Elite Total Fitness reserves the right, but does not have the obligation, to, at any time and for any reason, review, prescreen, edit, redact, otherwise modify, reorganize, and recategorize User-Generated Content. Elite Total Fitness also reserves the right, but does not have the obligation, to, at any time and for any reason, delete User- Generated Content from the Site. Elite Total Fitness has no obligation to archive or otherwise store any User-Generated Content. Elite Total Fitness reserves the right to impose limits on Site features (e.g., the ability to provide User-Generated Content) and to restrict your access to all or parts of the Site at any time for any reason, including breach of these Terms.
If you delete or replace User-Generated Content that you have provided (where those options is available), you understand that it may remain in our back-up systems for a period of time and that users with whom you have shared or who have otherwise accessed that User-Generated Content may continue to have access to and use it.
If you provide User-Generated Content, you hereby grant to Elite Total Fitness a royalty-free, fully paid-up, perpetual, irrevocable, worldwide, transferable, assignable, sublicensable right and license to reproduce, copy, implement, modify, adapt, reformat, publish, translate, excerpt, create derivative works of, store, distribute, publicly perform, display, license, sell, exploit, and otherwise use and distribute that User-Generated Content in any and all forms, media, technologies, and distribution methods now known or later developed, including for purposes of developing, manufacturing, and marketing products and services. You understand that Elite Total Fitness will not be required to treat any User-Generated Content as confidential and may use any User-Generated Content in its business (including without limitation for products and advertising) without incurring any liability for royalties or any other consideration of any kind and without compensation paid to you and Elite Total Fitness will not incur any liability as a result of any similarities that may appear in future Elite Total Fitness operations.
If you believe that anything on the Site infringes any copyright that you own or control, please follow the process described below. If you believe that anything on the Site violates a law or regulation or breaches any provision of these Terms, please notify us via email at [email protected]
13. COPYRIGHT POLICY
We respect the intellectual property rights of others and we ask that our users do the same. In accordance with the Digital Millennium Copyright Act (“DMCA”), located at 17 U.S.C. § 512, and other applicable laws, we strive to expeditiously remove any infringing material from the Site if we become aware of the same. If you believe that anything on the Site infringes any copyright that you own or control, please provide our designated agent with a notice that contains the following information:
A description of the copyrighted work(s) that you claim have been infringed;
A description of the allegedly infringing material, including its location on the Site;
A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law;
Your email address, telephone number, and mailing address;
A statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or are authorized to act on the copyright owner’s behalf;
and An electronic or physical signature of a person authorized to act on behalf of the copyright owner.
Elite Total Fitness, LLC
300 South Street, Suite A
Simpsonville, SC 29681
Any programs, materials, products, or services that may be mentioned on or made available through the Site are subject to availability. Elite Total Fitness may change the programs, materials, products, and services mentioned on the Site at any time without notice.
15. NO WARRANTY
THE SITE, INCLUDING ALL CONTENT, IS PROVIDED “AS IS,” “AS AVAILABLE,” AND WITHOUT WARRANTIES OF ANY KIND, EXPRESS, IMPLIED, OR OTHERWISE. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ELITE TOTAL FITNESS EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND WITH RESPECT TO THE SITE, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE AND THOSE REGARDING TITLE, NON-INFRINGEMENT, AVAILABILITY, QUALITY, ACCURACY, OR COMPATIBILITY WITH ANY STANDARDS OR USER REQUIREMENTS, AS WELL AS ANY ARISING FROM A COURSE OF DEALING OR USAGE IN TRADE. ELITE TOTAL FITNESS MAKES NO WARRANTIES THAT YOUR USE OF THE CONTENT WILL NOT INFRINGE THE RIGHTS OF OTHERS AND ELITE TOTAL FITNESS ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ERRORS OR OMISSIONS IN THE CONTENT. ELITE TOTAL FITNESS HAS NO RESPONSIBILITY FOR THE TIMELINESS, DELETION, MISDELIVERY, OR FAILURE TO STORE ANY USER COMMUNICATION.
ELITE TOTAL FITNESS DOES NOT PROVIDE MEDICAL OR PHYSICAL THERAPY SERVICES AND THE SITE AND THE SERVICES WE PROVIDE ARE NOT INTENDED TO BE A SUBSTITUTE FOR PROFESSIONAL MEDICAL ADVICE, DIAGNOSIS, OR TREATMENT. CONSULT YOUR PHYSICIAN BEFORE YOU START A FITNESS AND EXERCISE PROGRAM.
ELITE TOTAL FITNESS DOES NOT WARRANT THAT THE FUNCTIONS OR CONTENT OF THE SITE WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE SITE OR THE SERVERS THAT MAKE IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS OR CONDITIONS. ELITE TOTAL FITNESS DOES NOT WARRANT THE QUALITY, COMPLETENESS, TIMELINESS, OR AVAILABILITY OF THE SITE. ELITE TOTAL FITNESS DOES NOT WARRANT OR MAKE ANY REPRESENTATION REGARDING USE, OR THE RESULT OF USE, OF THE CONTENT IN TERMS OF ACCURACY, RELIABILITY, OR OTHERWISE. THE CONTENT MAY INCLUDE TECHNICAL INACCURACIES OR TYPOGRAPHICAL ERRORS AND ELITE TOTAL FITNESS MAY MAKE CHANGES OR IMPROVEMENTS AT ANY TIME. YOU UNDERSTAND THAT ELITE TOTAL FITNESS CANNOT AND DOES NOT GUARANTEE OR WARRANT THAT FILES AVAILABLE FOR DOWNLOADING FROM THE INTERNET WILL BE FREE OF VIRUSES, WORMS, TROJAN HORSES OR OTHER CODE THAT MAY MANIFEST CONTAMINATING OR DESTRUCTIVE PROPERTIES. YOU ARE RESPONSIBLE FOR IMPLEMENTING SUFFICIENT PROCEDURES AND CHECKPOINTS TO SATISFY YOUR PARTICULAR REQUIREMENTS FOR ACCURACY OF DATA INPUT AND OUTPUT, AND FOR MAINTAINING A MEANS EXTERNAL TO THE SITE FOR THE RECONSTRUCTION OF ANY LOST DATA. ELITE TOTAL FITNESS DOES NOT ASSUME ANY RESPONSIBILITY OR RISK FOR YOUR USE OF THE INTERNET.
ALL OF THE INFORMATION IN THE SITE, WHETHER HISTORICAL IN NATURE, FORWARDLOOKING, OR OTHERWISE, SPEAKS ONLY AS OF THE DATE THE INFORMATION IS POSTED ON THE SITE AND ELITE TOTAL FITNESS DOES NOT UNDERTAKE ANY OBLIGATION TO UPDATE SUCH INFORMATION AFTER IT IS POSTED OR TO REMOVE SUCH INFORMATION FROM THE SITE IF IT IS NOT, OR IS NO LONGER, ACCURATE OR COMPLETE. ELITE TOTAL FITNESS DOES NOT WARRANT OR ENDORSE ANY USER-GENERATED CONTENT. ALL USER-GENERATED CONTENT IS SOLELY THE RESPONSIBILITY OF THE PERSON WHO PROVIDED THAT USER-GENERATED CONTENT.
ELITE TOTAL FITNESS MAKES NO REPRESENTATION THAT THE SITE IS APPROPRIATE OR AVAILABLE FOR USE IN LOCATIONS OTHER THAN THE UNITED STATES. IF YOU CHOOSE TO ACCESS OR USE THE SITE FROM LOCATIONS OTHER THAN THE UNITED STATES, YOU DO SO AT YOUR OWN RISK AND YOU ARE RESPONSIBLE FOR COMPLYING WITH APPLICABLE LAWS AND REGULATIONS.
YOUR USE OF THE SITE IS AT YOUR OWN RISK AND YOU, ALONE, ARE RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER HARDWARE, SOFTWARE, SYSTEMS, AND NETWORKS, ANY LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY INFORMATION FROM THE SITE, AND ANY OTHER DAMAGE THAT MAY BE INCURRED.
NO ADVICE OR INFORMATION, ORAL OR WRITTEN, OBTAINED BY YOU FROM ELITE TOTAL FITNESS OR IN ANY MANNER FROM THE SITE CREATES ANY WARRANTY.
16. LIMITATION OF LIABILITY
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL ELITE TOTAL FITNESS, ITS AFFILIATES, OR ITS OR THEIR RESPECTIVE DIRECTORS, OFFICERS, OWNERS, EMPLOYEES, CONTRACTORS, LICENSORS, SERVICE PROVIDERS, CONTENT PROVIDERS, CONSULTANTS, SUPPLIERS, AGENTS, OR REPRESENTATIVES (TOGETHER, “ELITE TOTAL FITNESS PARTIES”) BE LIABLE FOR ANY DIRECT, INCIDENTAL, INDIRECT, PUNITIVE, ACTUAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, OR OTHER DAMAGES OR LOSSES OF ANY KIND ARISING OUT OF OR IN CONNECTION WITH THE SITE, THE PRODUCTS MADE AVAILABLE THROUGH THE SITE, AND YOUR ACCESS TO OR USE OF, OR INABILITY TO ACCESS OR USE, THE SITE OR THE PRODUCTS, INCLUDING LOSS OF REVENUE OR INCOME, PAIN AND SUFFERING, EMOTIONAL DISTRESS, AND SIMILAR DAMAGES, EVEN IF A ELITE TOTAL FITNESS PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR LOSSES, WHETHER THE CLAIM IS BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, WARRANTY, OR OTHERWISE. YOU, AND NOT ELITE TOTAL FITNESS, ASSUME THE ENTIRE COST OF ALL NECESSARY SERVICING, REPAIR OR CORRECTION IN THE EVENT OF ANY LOSS OR DAMAGE ARISING FROM THE USE OF THE SITE. YOUR SOLE AND EXCLUSIVE REMEDY IS TO STOP ACCESSING AND USING THE SITE AND THE PRODUCTS.
WITHOUT LIMITING THE FOREGOING, IN NO EVENT WILL THE COLLECTIVE LIABILITY OF ELITE TOTAL FITNESS PARTIES TO ANY PARTY (REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT, OR OTHERWISE) EXCEED $100, EVEN IF THIS REMEDY FAILS OF ITS ESSENTIAL PURPOSE. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES, SO SOME OF THE ABOVE EXCLUSIONS AND LIMITATIONS MAY NOT APPLY TO YOU.
You will indemnify, defend, and hold harmless Elite Total Fitness Parties from and against all losses, claims, liabilities, demands, complaints, actions, damages, judgments, settlements, fines, penalties, expenses, and costs (including without limitation reasonable attorneys’ fees) that arise out of or in connection with (a) your access to or use of the Site or any products made available through the Site, (b) any breach of these Terms by you, including any use of Content other than as expressly authorized in these Terms, (c) your misuse of any material, data, or other information downloaded or otherwise obtained from the Site, (d) your purchase of products using the Site, or (e) your submission of User-Generated Content. We reserve, and you grant to us, the exclusive right to assume the defense and control of any matter subject to indemnification by you. You agree that the Elite Total Fitness Parties will have no liability in connection with any such claims or losses.
18. THIRD-PARTY WEBSITES
19. LINKING TO THE SITE
If you operate a website and are interested in linking to the Site: (a) the link must be a text-only link unless you request a graphic badge from Elite Total Fitness, in which case you may use any graphic badge provided by Elite Total Fitness to link to the Site, and, in any case, the link must be and clearly marked; (b) the link must point to “https://elitetotalfitness.com” and not to any other page; (c) the link and its use must be in connection with a website of appropriate subject matter; (d) the link and its use must not, nor have the potential to, damage or dilute the goodwill associated with Elite Total Fitness’ names and trademarks; (e) the link and its use must not create the false appearance that any program, person, or entity is associated with or sponsored by Elite Total Fitness; and (f) the link, when activated by a user, must display the Site full-screen and not within a frame. Elite Total Fitness reserves the right to revoke consent to link to the Site at any time in its sole discretion, either by amending these Terms or through other notice.
Elite Total Fitness welcomes comments regarding the Site. If you submit comments or feedback to us regarding the Site, they will not be considered or treated as confidential. We may use any comments and feedback that you send us in our discretion and without attribution or compensation to you.
We may assign our rights and delegate our duties under these Terms at any time to any party without notice to you. You may not assign your rights or delegate your duties under these Terms without our prior written consent.
22. GOVERNING LAW
These Terms are governed by and interpreted pursuant to the laws of South Carolina, United States of America, without regard for its principles of conflict of law. The parties agree that the exclusive venue for any dispute between the parties arising out of these Terms or pertaining to the subject matter of these Terms will be in the state or federal courts, as applicable, located in Greenville, South Carolina, unless otherwise determined by Elite Total Fitness in its sole discretion. You specifically consent to exclusive personal jurisdiction in Greenville, South Carolina, in connection with any dispute between you and Elite Total Fitness arising out of these Terms or pertaining to the subject matter hereof. You will not bring any action or other claim with respect to the Site more than one year after the claim arises.
23. ARBITRATION AGREEMENT; CLASS WAIVER; WAIVER OF TRIAL BY JURY
Please read the following paragraphs carefully because they require you to arbitrate disputes with Elite Total Fitness and limit the manner in which you can seek relief from us.
Applicability. Any dispute, claim, or controversy arising out of or relating to the Site or these Terms, including the breach, termination, enforcement, interpretation, or validity of these Terms (together, “Disputes”), will be submitted to and resolved by binding arbitration on an individual basis as described in these Terms (this “Arbitration Agreement”). But, in the event of any actual, alleged, or threatened violation of confidentiality or violation of Elite Total Fitness’ intellectual property or other proprietary rights, Elite Total Fitness may immediately resort to court proceedings in a court of competent jurisdiction in order to seek immediate injunctive relief without posting bond, proving damages, or meeting any similar requirement. Any institution of any action for injunctive relief will not constitute a waiver of the right or obligation of either party to submit any claim seeking relief other than injunctive relief to arbitration. This Arbitration Agreement applies to you; Elite Total Fitness Parties; their respective predecessors in interest, successors in interest, and assigns; authorized and unauthorized users or beneficiaries of the Site; and any third-party beneficiaries.
Arbitrator. Arbitration proceedings will be administered by the American Arbitration Association (“AAA”) before a single arbitrator chosen by agreement of the parties. If the parties fail to reach agreement on the arbitrator within 30 days after service of the demand for arbitration, the arbitrator will be chosen by the AAA. The decision of the arbitrator will be final and binding. Any final award or judgment may be filed and enforced in any court of competent jurisdiction. Each party will bear its own expenses and fees (including its own attorneys’ fees and costs) arising from any arbitration unless the arbitrator determines that your claims were improper or frivolous, in which case the arbitrator may require you to reimburse the Elite Total Fitness Parties for certain fees and expenses in accordance with the applicable AAA rules. Any arbitration proceeding may not be consolidated or joined with any other proceeding and will not proceed as a class action. The parties understand that they would have had a right or opportunity to litigate Disputes through a court, to have a judge or jury decide their case, and to participate in a class action or other proceeding involving multiple claimants, but they have instead chosen to have all Disputes decided through individual arbitration.
Place; Federal Arbitration Act. The seat of the arbitration shall be Greenville County, South Carolina, unless otherwise agreed to in writing by all parties to the arbitration. Judgment upon any award rendered in any such arbitration may be entered in a court of competent jurisdiction. This Arbitration Agreement evidences a transaction involving interstate commerce and the Federal Arbitration Act, 9 U.S.C. Sections 1-16, will govern the interpretation, enforcement, and proceedings pursuant to this Arbitration Agreement.
Confidentiality. Any and all actions taken under this Arbitration Agreement, including all filings, orders, judgments, and awards made in any arbitration proceeding, are confidential and may not be disclosed to any third party.
Time Limitation on Claims. Arbitration proceedings must be initiated within one year after any Dispute arises; otherwise, the Dispute is permanently barred.
Any provisions of these Terms that are intended to survive termination (including any provisions regarding indemnification, limitation of our liability, or dispute resolution) will continue in effect beyond any termination of these Terms or of your access to or use of the Site.
26. ELECTRONIC COMMUNICATIONS
These Terms and any other documentation, agreements, notices, or communications between you and Elite Total Fitness may be provided to you electronically to the extent permissible by law. Please print or otherwise save a copy of all documentation, agreements, notices, and other communications for your reference.
27. CONTACT US
Please direct any questions and concerns regarding these Terms to us by email at [email protected]