COACHEDRUN® TERMS AND CONDITIONS
Effective April 15, 2007
COACHEDRUN® IS A PROVIDER OF DIGITAL CONTENT THAT CUSTOMERS USE AS A PART OF THEIR EXERCISE PROGRAM. YOU SHOULD CONSULT WITH YOUR DOCTOR BEFORE INITIATING ANY EXERCISE PROGRAM OR OTHER STRENUOUS ACTIVITY, OR IF YOU EXPERIENCE PAIN OR DISCOMFORT.
This document ("the Agreement") is a legal contract between CoachedWorkout, Inc. ("CoachedRun®" “Coached Workout” or "we" or "us") and the users of the CoachedRun® available at www.CoachedRun.com (together, "the Service"). Reference to "you" or "your" identifies the individual who accesses the CoachedRun® site ("the Site") and/or uses the Service. The terms below will apply to you if you access the Site or use the Service. If you are unwilling or unable to agree to these terms and conditions, do not attempt to access the Site or the Service. All rights not expressly granted to you in this Agreement are reserved to CoachedRun® and/or its licensors or other third-party rights holders.
AMENDMENTS
CoachedRun® may from time to time modify the Agreement by posting a copy of the amended agreement at http://www.CoachedRun.com/terms-of-use/. If you do not agree to (or cannot comply with) the Agreement as amended, your only remedy is to stop using the Service or, if applicable, cancel your Service subscription. You will be deemed to have accepted the Agreement as amended if you continue to use the Service after any amendments are posted.
AGE REQUIREMENT
You must be at least 18 years of age to enter into this Agreement on your own behalf and to register for use of the Service. If you are under 18 but at least 13 years of age, you must present this Agreement to your parent or legal guardian, and he or she must check the box below to enter into this Agreement on your behalf.
DESCRIPTION OF THE SERVICE
The Service allows you to listen to Samples (as defined below) and to obtain downloads of sound recordings ("Workouts") and related digital content ("Materials"). In order to use the Service, you may need additional third-party hardware and/or software. You are responsible for any hardware, systems and/or software program(s) you use and any associated fees and expenses (a) to connect to or use the Internet, and/or (b) to use the Service, other than the Client. The Service (including any CoachedRun® promotional offers or codes redeemable for the Service) is only for your personal, noncommercial use and are nontransferable except as otherwise expressly authorized by CoachedRun®. In an effort to improve the Service, you agree that CoachedRun® and/or its business partners may collect information regarding your usage of CoachedRun.com. We will manage all information you provide and/or that we collect about you or your use of the Service according to our Privacy Policy.
REGISTRATION AND SOFTWARE USE
To use the Service, you must register and provide certain information, including a member (user) name, a password and a valid e-mail address ("Registration Data"). You agree to provide accurate Registration Data and to update your Registration Data as necessary to keep it accurate. CoachedRun® will use your Registration Data in accordance with its Privacy Policy, which you can review at http://www.CoachedRun.com/privacy-policy .
You agree that you are responsible for maintaining the confidentiality of your account and password and for restricting access to your computer, and you agree to accept responsibility for all activities that occur under your account.
The Service and the Workouts and Materials are owned by CoachedRun®, its business partners, affiliates and/or licensors, as applicable, and are protected by United Sates and international intellectual property laws. You agree that the content rights holders who license their musical or other content to CoachedRun™ for use in the Service are intended third-party beneficiaries under this Agreement with the right to enforce the provisions that directly concern their content. You shall not reproduce, modify, display, perform, transfer, distribute or otherwise use the Service except as expressly authorized by CoachedRun™, and you shall not allow or facilitate such unauthorized use by anyone else.
Your access to and/or use of any Workout will be limited by the rules assigned to the Workout by CoachedRun® ("Usage Rules") and described in this section. You may not attempt (nor support others' attempts) to circumvent, reverse engineer, decrypt or otherwise alter or interfere with any Usage Rules or Workouts. CoachedRun® reserves the right to modify the Usage Rules at any time.
You may not attempt (nor support others' attempts) to capture, copy or download a Sample. A "Purchased Workout" is a Workout that you may (1) save to the hard drives of up to three of your personal computers and play back at any time, (2) burn to a CD and/or (3) transfer to a compatible portable device. You may only burn to a CD each purchased Workout up to three (3) times. Once you have burned a purchased Workout to a CD, you agree not to copy, distribute or transfer the Workout from that CD to any other media or device, except as provided herein. You may transfer a purchased Workout to two portable devices that are compatible with the Usage Rules and security requirements. The burning or transfer capabilities provided for herein shall not operate to waive or limit any rights of the copyright owners in Workouts or Materials or any works embodied therein.
CHARGES / BILLING
By using the Service, you are expressly agreeing that we are permitted to bill for purchases. When you purchase an MP3 or CD, you must give us a valid credit or debit card as your "Payment Method.”
You can find the specific details regarding your purchases with CoachedRun® at anytime by clicking on the "My Account" link, located at the top of the CoachedRun® home page.
COPYRIGHT INFORMATION
The Service contains and/or comprises copyrighted or other proprietary subject matter, and your use of it is governed by this Agreement, certain end-user license agreements and applicable law. You may not alter, merge, modify, adapt or translate the Service, or decompile, reverse engineer, disassemble or otherwise reduce the Service to a human-perceivable form. You may not sell, rent, lease or sublicense the Service. You may not modify the Service or create derivative works based upon the Service. You may not export the Service into any country prohibited by the United States Export Administration Act and the regulations hereunder.
CoachedRun® respects the intellectual property rights of others, and it expects you to do the same. If you know of or suspect that any use of the Service constitutes copyright infringement, please send a notice to CoachedRun® Customer Care by visiting www.CoachedRun.com and clicking on “Contact Us”. The notice must contain all of the information set forth in Section 512(c)(3)(A) of the U.S. Copyright Act, 17 U.S.C. 101 et seq.
CoachedRun® actively and aggressively enforces its intellectual property rights to the fullest extent of the law. The illegal copying of music and CoachedRun® Workouts is a crime. In the United States and many other countries, copyright law provides for severe civil and criminal penalties for the unauthorized reproduction or distribution of copyrighted material. Copyrighted material includes, but is not limited to, computer programs and accompanying sounds, images and text.
If CoachedRun® receives a notice alleging that you have engaged in behavior that infringes upon the intellectual property rights of CoachedRun™ or a third party, CoachedRun™ may suspend or terminate your account without notice to you. If CoachedRun™ suspends or terminates your account under this paragraph, it shall have no liability or responsibility to you, including for any amounts that you have previously paid.
Please join CoachedRun® in its piracy-prevention efforts. You can report incidents of piracy by contacting us at piracy@CoachedRun.com . Don't steal music. Don't steal CoachedRun® workouts.
PROMOTIONS AND ADVERTISING
You agree that CoachedRun® and/or its business partners reserve the right to run advertisements in the Client without payment to you. The timing, frequency, placement and extent of advertising by us within the pages comprising CoachedRun.com or CoachedRun® and/or its business partners is subject to change and shall be determined by us at our sole discretion. Your correspondence or business dealings with, or participation in promotions of advertisers found on or through CoachedRun.com, CoachedRun® and/or its business partners including payment and delivery of related goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such advertiser.
LINKS TO THIRD-PARTY SITES
The Service may present links to third-party Web sites not owned or operated by CoachedRun®. CoachedRun® is not responsible for the availability of these sites or their content. You agree that CoachedRun® is not responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with your use of or reliance on any content of any such site or goods or services available through any such site.
REMEDIES
You agree that any unauthorized use of the Service or any related software or materials would result in irreparable injury to CoachedRun® and/or its affiliates or licensors for which money damages would be inadequate, and in such event CoachedRun®, its affiliates and/or licensors, as applicable, shall have the right, in addition to other remedies available at law and in equity, to immediate injunctive relief against you. Nothing contained in this Agreement shall be construed to limit remedies available pursuant to statutory or other claims that CoachedRun®, its affiliates and/or licensors may have under separate legal authority.
INDEMNITY
You agree to indemnify and hold harmless CoachedRun® and its agents, employees, representatives, licensors, affiliates, parents and subsidiaries from and against any and all claims, losses, demands, causes of action and judgments (including attorneys' fees and court costs) arising from or concerning your breach of this Agreement and your use of the Service or your actual or alleged violation of law or any third-party rights, including, but not limited to, intellectual property rights.
DISCLAIMERS
THE SITE IS PROVIDED ON AN "AS IS," "AS AVAILABLE" BASIS. NEITHER COACHEDRUN™, NOR ITS AFFILIATES, SUBSIDIARIES OR DESIGNEES, NOR EACH OF THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, THIRD-PARTY CONTENT PROVIDERS, DESIGNERS, CONTRACTORS, DISTRIBUTORS, MERCHANTS, SPONSORS, LICENSORS OR THE LIKE (COLLECTIVELY, "COACHEDRUN® ENTITIES") WARRANT THAT USE OF THE SITE WILL BE UNINTERRUPTED OR ERROR-FREE. THE COACHEDRUN™ ENTITIES DO NOT WARRANT THE ACCURACY, INTEGRITY OR COMPLETENESS OF THE CONTENT PROVIDED ON THE SITE OR THE PRODUCTS OR SERVICES OFFERED FOR SALE ON THE SITE. FURTHER, WE MAKE NO REPRESENTATION THAT CONTENT PROVIDED ON THE SITE IS APPLICABLE OR APPROPRIATE FOR USE IN LOCATIONS OUTSIDE OF THE UNITED STATES. WE SPECIFICALLY DISCLAIM WARRANTIES OF ANY KIND, EITHER EXPRESSED OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF TITLE OR IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. NO ORAL ADVICE OR WRITTEN INFORMATION GIVEN BY ANY COACHEDRUN® ENTITY SHALL CREATE A WARRANTY. YOU EXPRESSLY AGREE THAT THE USE OF THE SITE IS AT YOUR SOLE RISK.
UNDER NO CIRCUMSTANCES SHALL ANY COACHEDRUN® ENTITY BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES THAT RESULT FROM THE USE OF OR INABILITY TO USE THE SITE, INCLUDING BUT NOT LIMITED TO RELIANCE BY A USER ON ANY INFORMATION OBTAINED AT THE SITE, OR THAT RESULT FROM MISTAKES, OMISSIONS, INTERRUPTIONS, DELETION OF FILES OR E-MAIL, ERRORS, DEFECTS, VIRUSES, DELAYS IN OPERATION OR TRANSMISSION, OR ANY FAILURE OF PERFORMANCE, WHETHER OR NOT RESULTING FROM ACTS OF GOD, COMMUNICATIONS FAILURE, THEFT, DESTRUCTION OR UNAUTHORIZED ACCESS TO COACHEDRUN® RECORDS, PROGRAMS OR SERVICES. THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY WHETHER IN AN ACTION OF CONTRACT, NEGLIGENCE OR OTHER TORTIOUS ACTION, EVEN IF AN AUTHORIZED REPRESENTATIVE OF COACHEDRUN® HAS BEEN ADVISED OF OR SHOULD HAVE KNOWLEDGE OF THE POSSIBILITY OF SUCH DAMAGES. YOU HEREBY ACKNOWLEDGE THAT THIS PARAGRAPH SHALL APPLY TO ALL CONTENT, MERCHANDISE AND SERVICES AVAILABLE THROUGH THE SITE. BECAUSE SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, IN SUCH STATES LIABILITY IS LIMITED TO THE FULLEST EXTENT PERMITTED BY LAW. OTHER THAN WHERE SO RESTRICTED, IN NO EVENT SHALL SUCH DAMAGES OR LIABILITY EXCEED THE AMOUNTS PAID BY YOU TO COACHEDRUN® FOR THE SERVICE. LAW AND LEGAL NOTICES
This Agreement and any other terms or documents referred to herein represent your entire agreement with CoachedRun® with respect to your use of the Service. If any part of this Agreement is held invalid or unenforceable, that portion shall be construed in a manner consistent with applicable law to reflect, as nearly as possible, the original intentions of the parties, and the remaining portions shall remain in full force and effect. The laws of the State of California govern this Agreement and your use of the Service, excluding any conflict of laws provisions. You expressly agree that the courts in the State of California, Los Angeles County, have exclusive jurisdiction and venue over any claim or dispute with CoachedRun®.
CONTACT COACHEDRUN®
You may contact CoachedRun® if you have any questions regarding this Agreement, the Service, billing or your account.
CoachedRun®, Inc.
1223 Wilshire Blvd. #988
Santa Monica, CA 90403
COACHEDRUN® TRADEMARK USAGE GUIDE
Definition of CoachedRun® Service
CoachedRun® is the provider of the CoachedRun® Service ("the Service") that permits you to download digital content—such as sound recordings—under certain terms and conditions as set forth in this Agreement and the CoachedRun® Terms and Conditions.
Guidelines for Trademarks and Copyrights
These guidelines are for CoachedRun® licensees, authorized resellers, trainers, customers and other parties wishing to use CoachedRun's® trademarks, service marks or images in promotional, advertising, instructional or reference materials, or on their Web sites, products, labels or packaging. Use of the CoachedRun® logo for commercial purposes without the prior written consent of CoachedRun® constitutes trademark infringement and unfair competition in violation of federal and state laws. Use of CoachedRun® trademarks is prohibited unless expressly authorized by CoachedRun®. Unless set forth in a separate agreement, all Licensees, Authorized Resellers, Strategic Partners or Trainers must comply with the following trademark-usage guidelines. CoachedRun® may modify these guidelines from time to time, and such changes shall be effective upon posting of the guidelines for your review.
The CoachedRun® trademarks, service marks, trade names and trade dress (collectively, “the Marks”) are valuable assets of CoachedRun®. By using the Marks, in whole or in part, you acknowledge that CoachedRun® is the sole owner of the Marks, and you promise that you will not interfere with the CoachedRun® rights in the Marks, including challenging the CoachedRun® use or registration of the Marks, alone or in combination with other words, anywhere in the world, and that you will not harm, misuse or bring into disrepute the Marks. The goodwill derived from using any part of the Marks exclusively inures to the benefit of and belongs to CoachedRun®. Except for the limited right to use as expressly permitted under these Guidelines, no other rights of any kind are granted hereunder, by implication or otherwise. If you have any questions regarding these guidelines, please talk to your CoachedRun® representative or send an e-mail to CoachedRun® Legal Department at legal@CoachedRun.com.