BY REGISTERING WITH FITCARROT OR USING THE FITCARROT WEBSITE OR SERVICES, YOU AGREE TO BE BOUND BY THE TERMS AND CONDITIONS OF THIS AGREEMENT (INCLUDING ALL POLICIES), EACH AS MAY BE MODIFIED FROM TIME TO TIME. IF YOU DO NOT AGREE TO THESE TERMS AND CONDITIONS, YOU MAY NOT USE OR ACCESS THE FITCARROT SITE OR SERVICES.
This Member Agreement ("Agreement") is an agreement between you and FitCarrot, LLC, a Michigan limited liability company. The following terms and conditions apply to your participation in any FitCarrot program, your use of any FitCarrot services or the FitCarrot Web Site and any Web Sites of affiliated companies (sometimes referred to herein as either "FitCarrot" or the "FitCarrot Sites"). This Agreement must be read in conjunction with the FitCarrot Privacy Statement [insert hyperlink], which is incorporated into this Agreement by reference. All capitalized terms are defined below or in the Privacy Statement.
1. General.
As a Member of FitCarrot, you may earn points ("Points") for qualified everyday spending on health related products and services with FitCarrot-approved Vendors; participating in organized recreational activities; and complying with the terms of other offers or programs from FitCarrot or other participating Vendors.
FitCarrot also features services designed to facilitate valuable personal networking among its members based on common experiences and interests related to a goal of healthy living. FitCarrot allows Members to create individual profiles ("Profiles"). In some areas of FitCarrot, we request or may request that you provide personal information, including your name, address, e-mail address, telephone number, contact information and any other information from which your identity is discernible (referred to herein as "Personal Information"). In other areas, we collect or may collect demographic information that is not unique to you, such as your ZIP code, age, preferences, gender, interests and favorite activities (referred to herein as "Demographic Information"). The term "Member" as used herein refers to you and all other individuals and/or entities participating in any FitCarrot program or using and/or accessing the FitCarrot Site or services for any reason.
2. Eligibility.
Individuals must be 18 years of age or older and must reside in the United States to become Members.
Corporations or other business entities are not eligible to become Members.
3. Use of FitCarrot Material
FitCarrot authorizes you to view and access a single copy of the content available on or from FitCarrot solely for your personal use. The contents of the FitCarrot Sites, including, but not limited to, all text, graphics, images, logos, button icons, software and other FitCarrot material (collectively, "FitCarrot Material"), are protected under both United States and foreign copyright, trademark and other laws. All FitCarrot Material is the property of FitCarrot or its content suppliers or clients. The compilation (meaning the collection, arrangement and assembly) of all content on the FitCarrot Sites is the exclusive property of FitCarrot and is protected by United States and foreign copyright, trademark, and other laws. Unauthorized use of FitCarrot Material may violate these laws, and is strictly prohibited. You must retain all copyright, trademark, service mark and other proprietary notices contained in the original FitCarrot Material on any authorized copy you make of FitCarrot Material.
You agree not to sell or modify FitCarrot Material or reproduce, display, publicly perform, distribute, or otherwise use FitCarrot Material in any way for any public or commercial purpose, in connection with products or services that are not those of FitCarrot, in any other manner that is likely to cause confusion among consumers, that disparages or discredits FitCarrot or its licensors, that dilutes the strength of FitCarrot's or its licensor's property, or that otherwise infringes FitCarrot's or its licensor's intellectual property rights. You further agree to in no other way misuse FitCarrot Material that appears on this site. The use of FitCarrot Material on any other web site or in a networked computer environment for any purpose is prohibited. Any code that FitCarrot creates to generate or display any FitCarrot Material or the pages making up any FitCarrot Site is also protected by FitCarrot's copyright and you may not copy or adapt such code.
4. Member Submissions and Content
FitCarrot may provide interactive areas on the FitCarrot Sites in which Members may post communications and Content as defined below.
You are solely responsible for Profile information, postings (including, without limitation works in any form, media, or technology whether now known or later developed), messages, audio, video, photos, text, images, compilations or other information ("Content") that you post on any FitCarrot Site or transmit to other Members.
You agree that in submitting Content or otherwise using any FitCarrot Site that you will not impersonate any person, or submit any materials to FitCarrot that are false, inaccurate, misleading, unlawful, or are otherwise in violation of your obligations under this Agreement.
By using the FitCarrot Sites, you understand that you may be exposed to Content from other Members that is offensive, indecent or objectionable. Under no circumstances will FitCarrot be liable in any way for any Content including, but not limited to, any errors or omissions in Content, any loss, damage or injury incurred from the use of any Content posted, emailed, transmitted or otherwise made available on the FitCarrot Sites. FitCarrot does not represent or guarantee the truthfulness, accuracy, or reliability of Content or any other communications posted by Members or endorse any opinions expressed by Members. You acknowledge that any reliance on material posted by other Members will be at your own risk.
You agree to abide by all applicable laws and rules relating to acceptable online conduct. You further agree to comply with all applicable laws regarding the transmission of technical data exported from the United States.
FitCarrot does not claim ownership of any Content submitted or posted by a Member on any FitCarrot Site. By submitting or posting Content on a FitCarrot Site, however, you understand and agree that you are granting FitCarrot a royalty-free, perpetual, irrevocable, non-exclusive right and license to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, communicate, perform and display the Content (in whole or in part) worldwide and/or to incorporate it in other works in any form, media, technology now known or later developed, for the full term of any rights that may exist to such Content. You also represent and warrant that you have the right to grant or that the holder of any rights, including moral rights in such content, has completely and effectively waived all such rights and validly and irrevocably granted you the right to grant the license stated above.
If you post Content in any public area of any FitCarrot Site, you also permit any other Member to access, display, view, store and reproduce such Content for personal use.
We appreciate hearing from Members and welcome comments regarding our services and the FitCarrot Sites; however, if you send us creative suggestions, ideas, drawings, concepts, inventions, or other information (collectively the "Submission"), the Submission shall be the property of FitCarrot. No part of any Submission shall be subject to any obligation of confidentiality on our part and we shall not be liable for any use or disclosure of any Submission. FitCarrot shall own exclusively all now known or later discovered rights to the Submission and shall be entitled to unrestricted use of the Submission for any purpose whatsoever, commercial or otherwise, without compensation to you or any other person.
5. Code of Conduct
In consideration of permission to use the FitCarrot Sites and interactive areas, you agree not to:
Impersonate another person or entity, whether actual or fictitious;
Use an inappropriate Member name of any kind to be determined in FitCarrot's sole discretion;
Post Content that is implicitly or explicitly offensive, such as Content that engages in, endorses or promotes racism, bigotry, discrimination, hatred or physical harm of any kind against any group or individual;
Manipulate identifiers or headers to disguise the origin of any Content transmitted through the FitCarrot Sites;
Post Content that contains restricted or password only access pages, or hidden pages or images;
Post Content that displays or links to pornographic, indecent or sexually explicit material of any kind;
Participate in transmitting any Content that you do not have a right to make available or if such action would infringe any patent, trademark, trade secret, copyright or other proprietary rights of any party;
Participate in transmitting any "junk mail," "spam," "chain letters," "pyramid schemes," or any other form of solicitation;
Participate in transmitting any material that contains software viruses or are designed to, or would result in limiting the functionality of the FitCarrot Sites;
Engage in any activity that is fraudulent, make any misrepresentations or otherwise act in a manner that violates the purpose or spirit of this Agreement or any FitCarrot policies or rules;
Act in a way that negatively affects other Members' ability to engage in real time exchanges;
Disrupt the FitCarrot Sites or servers or networks connected to the FitCarrot Sites, or disobey any requirements, procedures, policies or regulations of networks connected to the FitCarrot Sites.
Intentionally or unintentionally violate any applicable local, state, national or international law;
Upload, post, email or otherwise transmit any Content that is unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, invasive of another's privacy, hateful, or racially, ethnically or otherwise objectionable;
Provide or provide links to material that exploits people under the age of 18 in a sexual, violent or other manner, or solicits personal information from anyone under 18;
Provide instructional information about illegal activities or other activities prohibited by this Agreement, including without limitation, making or buying illegal weapons, violating someone's privacy, providing or creating computer viruses or pirating any media; and
Solicit passwords or personal identifying information from other Members.
Harass, incite harassment or advocate harassment of any group or individual; and/or
Store other Members' personal data for any of the prohibited conduct set forth in paragraphs above.
Any Profile submitted must describe a Member, an individual person. Examples of inappropriate and prohibited Profiles include, but are not limited to, Profiles that purport to represent an animal, place, inanimate object, fictional character, or real individual that is not a Member. You may not include in your profile, any telephone numbers, street addresses, email addresses or other means of contacting you, other than your last name and URLs.
The foregoing actions shall constitute a material breach of this Agreement. FitCarrot may delete any Content that violates the Agreement and will cooperate fully with any law enforcement officials or agencies in the investigation of any violators. FitCarrot acts as a passive conduit for the online distribution and publication of Content. As such, although FitCarrot is not required to pre-screen Content, FitCarrot shall have the right (but not the obligation) in its sole discretion to pre-screen or remove any Content that violates this Agreement or is otherwise objectionable.
If notified by a Member of Content or other materials which allegedly do not conform to this Agreement, FitCarrot may in its sole discretion investigate the allegation and determine whether to take any other actions whether to remove or request the removal of such Content. FitCarrot has no liability or responsibility to Members for performance or nonperformance of such activities.
FitCarrot may take any action with respect to Content that it deems necessary or appropriate in its sole discretion if it believes that such Content could create liability for FitCarrot, damage FitCarrot's brand or public image, or cause FitCarrot to lose (in whole or in part) the services of its ISPs or other suppliers.
You acknowledge and agree that FitCarrot may access, preserve and disclose your Personal Information, Demographic Information and Content if required to do so by law or in a good faith belief that such access, preservation or disclosure is reasonably necessary to: (a) comply with the legal process; (b) enforce the Agreement; (c) respond to claims that Content violates third parties' rights; (d) respond to Members' customer service requests; or (e) protect the rights, property or personal safety of FitCarrot, its Members and the public.
You understand that the FitCarrot Sites and software embodied within the FitCarrot Sites may include security components that allow digital materials to be protected, and that use of these materials is subject to rules set by FitCarrot or content providers to the FitCarrot Sites. You may not attempt to override or impede any of the rules embedded into the FitCarrot Sites. Any unauthorized reproduction, publication, further distribution or public exhibition of the materials provided on the FitCarrot Sites, in whole or in part, is strictly prohibited.
6. Membership Terms.
Membership is limited to one individual per account and one email address per Member.
At all times, you agree to provide only true and accurate information to FitCarrot and FitCarrot's advertisers, vendors and the companies that participate in FitCarrot's programs (each, a "Vendor").
You agree to abide by the terms of FitCarrot's offers, promotions and programs at all times, as well as the policies of FitCarrot's Vendors.
You agree not to abuse membership privileges, including without limitation, attempting to accrue or spend Points in a manner that is inconsistent with FitCarrot's rules or this Agreement's intent, attempting to earn Points illegitimately, participating in any type of fraud or tampering with FitCarrot award links, Vendor links and any other such links.
FitCarrot will make a determination on cases of suspected abuse, fraud or violation of its policies and rules in its sole discretion and FitCarrot's decision (including those relating to termination of membership and cancellation of Points) shall be final and binding.
FitCarrot may terminate any membership if FitCarrot, in its sole discretion, determines that a Member has violated FitCarrot's policies, rules or this Agreement. You understand and agree that termination of membership may result in the cancellation of all Points.
In order to protect Members from commercial advertising or solicitation, FitCarrot reserves the right to restrict the number of e-mails which a Member may send to other Members to a number which FitCarrot deems appropriate in its sole discretion.
The FitCarrot Site explains how a Member can be awarded and accumulate points, and FitCarrot reserves the absolute right in its sole discretion to change any such rules at any time. FitCarrot may change the types of rewards redeemable with Points at any time without notice. The number of Points required to redeem a gift card are also subject to change at any time.
Points have no cash value and may only be spent on gift cards as offered through the Program.
12 consecutive months of account inactivity will result in the loss of all accumulated Points.
Member inquiries regarding gift cards ordered but not received must be received by FitCarrot within 30 days after the initial redemption date. Thereafter, FitCarrot has no obligation to re-send gift cards to such Member.
FitCarrot is not responsible for lost or stolen gift cards once issued.
FitCarrot is not responsible for Points lost due to a technical error or otherwise.
Points will be subtracted from Member's account when Member places and FitCarrot receives and accepts, Member's redemption order.
Used Points will not be refunded to Member's account.
When redeeming Points for gift cards, you agree to confirm that all information in your Profile is up to date and accurate.
You agree to promptly notify FitCarrot if any personal information in your Profile, such as your address (mail or email), changes. If you cease active participation in the Program or fail to promptly notify FitCarrot of any changes to your Profile, your membership may be terminated and your unredeemed Points may be cancelled.
7. Links; Third Party Services; Promotional Messages
FitCarrot may provide links to third-party web sites. These linked sites are not under FitCarrot's control and FitCarrot makes no representations as to the quality, suitability, functionality or legality of such linked sites. You hereby waive any claim you may have against FitCarrot with respect to such linked sites including any claims relating to damages or injuries resulting from or related to products, services or activities purchased through the linked sites. The Vendors that participate in FitCarrot programs and services are not affiliated with FitCarrot or within its control, and FitCarrot does not endorse or sponsor the Vendors' products or services. You understand and agree that you may suffer injury, illness, property damage, disability, or death through your participation in the activities offered by Vendors, and are willing assume such risk.
You may order services or merchandise through the FitCarrot Sites from Vendors that are not affiliated with FitCarrot. For example, you may choose to register for an organized recreational activity and purchase health related products and services on the FitCarrot Sites. All matters concerning the activities or products purchased from a Vendor, including but not limited to purchase terms, payment terms, warranties, guarantees, maintenance and delivery, are solely between you and Vendor. FitCarrot makes no warranties or representations whatsoever with regard to any goods or services provided by Vendors. You will not consider FitCarrot, nor will FitCarrot be construed as, a party to such transactions, whether or not FitCarrot may have received some form of revenue or other compensation in connection with your transaction. You agree that FitCarrot will not be liable for any costs or damages arising out of such transactions, either directly or indirectly.
FitCarrot may send e-mails to Members containing advertisements, promotions, etc. FitCarrot may also disclose your Personal Information to third parties who send you e-mails or otherwise communicate with you. FitCarrot and these third parties may use your Personal Information (such as the interests and preferences you have expressed) to determine whether you might be interested in the opportunities, products or services.
FitCarrot makes no representation or warranty with respect to the content of any such e-mails and you agree that neither FitCarrot nor such third party shall have any liability with respect thereto. You further agree to receive certain periodic communications from FitCarrot such as newsletters and announcements. These communications are considered a part of your access of the FitCarrot Sites and services and you may not be able to opt out of receiving such communications in some instances.
8. Registration and Password
Upon registration with any FitCarrot Site, Members will be asked to create a Profile and provide FitCarrot with both Personal Information and Demographic Information. You are responsible for both authorized and unauthorized uses of your Personal Information and Demographic Information. Personal Information and Demographic Information will be used in accordance with FitCarrot's Privacy Policy. [Insert Hyperlink] You shall immediately notify FitCarrot of any unauthorized use of your Personal and Demographic Information.
You further represent that you are of legal age to form a binding contract and are not a person barred from receiving services under the laws of the United States or other applicable jurisdiction.
You agree to: (i) provide accurate, current and complete information about yourself and (ii) maintain and promptly update your Registration Information. If you provide, or FitCarrot has reasonable grounds to believe, that any information is inaccurate, not current or incomplete, FitCarrot has the right to immediately suspend or terminate your account and refuse any and all current or future use of the FitCarrot Sites or related products and services (including cancellation of your Points).
You understand and acknowledge that you have no ownership rights in your personal account, and that upon cancellation of your personal account, all information including Profiles, Personal Information and Demographic Information, will be marked as deleted in FitCarrot's databases and will be removed from any public area of the FitCarrot Sites. Information may continue to be available for some period of time because of delays in propagating such deletion through FitCarrot's web servers or for other reasons. In addition, third parties may retain copies of your information that were made prior to such deletion.
9. Disclaimer of Warranties
THE FITCARROT SITE, SERVICES AND PROGRAMS ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS AND USE OF FITCARROT IS AT YOUR SOLE RISK. FITCARROT AND ITS SUBSIDIARIES, AFFILIATES, DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT. THE INFORMATION ON THE FITCARROT SITES OR OTHERWISE PROVIDED BY FITCARROT IS PROVIDED WITH THE UNDERSTANDING THAT NEITHER FITCARROT NOR ITS MEMBERS ARE ENGAGED IN RENDERING HEALTH, MEDICAL, COUNSELING OR OTHER PROFESSIONAL SERVICES OR ADVICE. FITCARROT ENCOURAGES MEMBERS TO SEEK APPROPRIATE PROFESSIONAL ADVICE OR CARE FOR ANY SITUATION OR PROBLEM WHICH MEMBER MAY EXPERIENCE. IN PARTICULAR, THE ORGANIZED ACTIVITIES MEMBERS REGISTER FOR THROUGH FITCARROT AND EXERCISES POSTED BY MEMBERS ON FITCARROT CAN BE DANGEROUS AND MAY RESULT IN INJURY OR DEATH. MEMBERS MUST CONSULT WITH A LICENSED PHYSICIAN BEFORE PARTICIPATING IN ANY SUCH ACTIVITIES OR EXERCISES.
FITCARROT DOES NOT WARRANT THAT ITS SERVICES WILL BE UNINTERRUPTED, SECURE OR ERROR FREE. FITCARROT DOES NOT GUARANTEE THE ACCURACY OR COMPLETENESS OF ANY INFORMATION IN, OR PROVIDED IN CONNECTION WITH, THE FITCARROT SITES. FITCARROT SHALL NOT BE RESPONSIBLE FOR ANY ERRORS OR OMISSIONS, OR FOR THE RESULTS OBTAINED FROM THE USE OF SUCH INFORMATION. YOU UNDERSTAND AND AGREE THAT ANY MATERIAL OBTAINED THROUGH THE FITCARROT SITES IS AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE THAT MAY RESULT. FITCARROT CANNOT GUARANTEE AND DOES NOT PROMISE ANY SPECIFIC RESULTS FROM USE OF FITCARROT OR ANY FITCARROT SITE. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY A MEMBER FROM FITCARROT OR THROUGH OR FROM FITCARROT OR ANY OTHER FITCARROT SITE SHALL CREATE ANY WARRANTY OF ANY KIND.
10. Limitation on FitCarrot's Liability
FitCarrot acts as a venue that provides links to Vendors' sites that offer health related products and services. FitCarrot does not screen or censor such links, products or services. FitCarrot is not involved in the actual transaction between Vendors and Members. As a result, FitCarrot has no control over the quality, safety or legality of Vendors' products or services, or the truth or accuracy of any information. FitCarrot makes no representations about any of Vendors' products, services, or information provided through or on FitCarrot.
FitCarrot may take any action with respect to Content that it deems necessary or appropriate in its sole discretion if it believes that such Content could create liability for FitCarrot, damage FitCarrot's brand or public image, or cause FitCarrot to lose (in whole or in part) the services of its ISPs or other suppliers. While FitCarrot reserves the right in its sole discretion to remove Content, Vendor links or other material from the FitCarrot Sites from time to time, FitCarrot does not assume any obligation to do so and disclaims any liability for failing to take any such action.
FitCarrot provides a venue for individuals to network with a shared goal of healthy living and FitCarrot does not screen or censor the Profiles or Content on FitCarrot. FitCarrot is not involved in the actual communications between FitCarrot Members. As a result, FitCarrot has no control over the accuracy, reliability, completeness, or timeliness of the Profiles or Content submitted on FitCarrot and makes no representations about Profile or any Content on FitCarrot.
In addition, note that there are risks, including but not limited to the risk of physical harm, of dealing with strangers, underage persons or people acting under false pretenses. You assume all risks associated with dealing with other Members with whom you come in contact through FitCarrot and/or the FitCarrot Sites.
Because Member authentication on the Internet is difficult, FitCarrot cannot and does not confirm that each Member is who they claim to be. Because we do not and cannot be involved in Member-to-Member dealings or control the behavior of participants on any FitCarrot Site, in the event that you have a dispute with one or more other Members, you release FitCarrot (and our agents and employees) from claims, demands and damages (actual and consequential and direct and indirect) of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with such disputes.
11. Limitation of Damages.
IN NO EVENT SHALL FITCARROT, ITS VENDORS, OR ANY THIRD PARTIES MENTIONED ON ANY FITCARROT SITE BE LIABLE FOR ANY DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, INCIDENTAL AND CONSEQUENTIAL DAMAGES, LOST PROFITS, OR DAMAGES RESULTING FROM LOST DATA OR BUSINESS INTERRUPTION) RESULTING FROM THE USE OR INABILITY TO USE ANY FITCARROT SITE OR SERVICES, WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT FITCARROT IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
FITCARROT'S MAXIMUM LIABILITY ARISING OUT OF OR IN CONNECTION WITH ANY FITCARROT SITE OR MEMBER'S USE OF THE FITCARROT MATERIAL, REGARDLESS OF THE CAUSE OF ACTION (WHETHER IN CONTRACT, TORT, BREACH OF WARRANTY OR OTHERWISE), WILL NOT EXCEED $100.
12. Indemnification
You agree to defend, indemnify and hold harmless FitCarrot, its subsidiaries, and each of their affiliates, directors, officers, agents, partners, contractors, licensors, licensees and employees from any claim, demand, loss, liability or expense (including reasonable attorneys' fees), relating to or arising out of: your use of FitCarrot's services; your participation in any FitCarrot programs; the FitCarrot Sites; any other websites accessed from or affiliated with the FitCarrot Sites; any products purchased from or through the FitCarrot Sites or Vendor websites; your participation in any organized recreational activities purchased from a Vendor through the FitCarrot Site; your use of a training program viewed on FitCarrot (whether posted by FitCarrot, another Member or Vendor); your violation of this Agreement; Content submitted by you or Content posted, transmitted or otherwise made available through the FitCarrot Sites; or any other infringement committed by you, or any other person accessing or using your account, of any intellectual property or other right of any person or entity.
13. Termination
FitCarrot reserves the right, in its sole discretion, to immediately and without any prior notice to suspend or terminate this Agreement, your registration and ability to access the FitCarrot Sites and any other service provided to you upon: (a) your breach of the Agreement, (b) your inappropriate conduct, as determined by FitCarrot, in its sole discretion, (c) law enforcement's or government agencies' request, (d) your request, (e) discontinuation or material modification to the FitCarrot Sites or services, (f) technical or security problems, (g) your extended period of inactivity, (h) your fraudulent or illegal activities, and (i) any other reason if FitCarrot believes such suspension or termination is appropriate or necessary.
You may be required to forfeit any Points upon termination of your account and FitCarrot shall not be required to refund or redeem any Points.
You shall remain liable to FitCarrot for any charges, fees, commitments, and obligations incurred prior to such termination. All records, information, messages, Content and other information related to your registration and account may also be deleted by FitCarrot in its sole discretion and without notice.
FitCarrot shall not be liable to you or any third party for termination of an account or access to the FitCarrot Sites or services.
14. Applicable Law; Consent to Jurisdiction
The FitCarrot Sites (excluding linked sites) are controlled by FitCarrot, LLC from its offices within the State of Michigan. However, the FitCarrot Sites are accessible from all 50 states and other countries which have laws that may differ from those of Michigan. By accessing the FitCarrot Sites both you and FitCarrot agree that Michigan laws, without regard to the conflict of laws principles thereof, will apply to all matters relating to use of the FitCarrot Sites. You agree that exclusive jurisdiction for any dispute with FitCarrot or its affiliates, subsidiaries, employees, contractors, officers, directors and various service providers resides in the courts of Michigan.
If any provision of this Agreement is deemed unlawful, void or unenforceable, then that provision shall be deemed severable from these terms and shall not affect the validity and enforceability of the remaining provisions.
15. Miscellaneous
FitCarrot reserves the right to modify or terminate the Agreement, the FitCarrot Sites and services (or any part thereof) with or without notice and at any time. FitCarrot shall not be liable to you or to any third party for any such modification or termination.
The failure of either party to insist upon or enforce strict performance by the other party of any provision of the Agreement or to exercise any right under the Agreement will not be construed as a waiver or relinquishment to any extent of such party's right to assert or rely upon any such provision or right in that or any other instance, rather, the same will be and remain in full force and effect.
FitCarrot may assign its rights and obligations under the Agreement and upon such assignment FitCarrot may be relieved of any further obligation hereunder.
You represent that you have the authority to register with FitCarrot according to the Agreement.
FitCarrot's failure to exercise or enforce any right or provision of the Agreement shall not constitute a waiver of such right or provision. If any provision of the Agreement is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should seek to give effect to the parties' intentions as reflected in the provision, and the other provisions of the Agreement remain in full force and effect.
The section titles in the Agreement are for convenience only and have no legal or contractual effect.
Except for certain Vendors and licensors, or as may be otherwise expressly provided herein, there are no third-party beneficiaries to this Agreement.
FitCarrot reserves the right to charge fees, surcharges and/or membership fees at any time.
FitCarrot may provide members with notices, including those regarding changes to the agreement, by email, regular mail or postings on the FitCarrot sites. Members should visit this web page periodically to review the most current terms because they are binding.
16. Contact
Please report any violations of this Agreement by contacting FitCarrot, LLC at info@fitcarrot.com.
These Terms constitute a binding agreement between you and FitCarrot, and is accepted by you upon your use of the FitCarrot Site.
