TERMS & CONDITIONS

This website (this “Site”) is owned and operated by Ashley Michelle Fitness, LLC (“AMF,” “we,” or “us”). By accessing or using this Site you are agreeing to comply with and be bound by these Terms and Conditions. If you do not agree to these Terms and Conditions, you may not access or use this Site. We reserve the right to update these Terms and Conditions at any time. These changes will be effective as of the date we post the revised version on our Sites.

PLEASE BE ADVISED THAT THESE TERMS AND CONDITIONS CONTAIN PROVISIONS THAT GOVERN HOW DISPUTES BETWEEN US ARE RESOLVED, WHICH INCLUDES AN AGREEMENT TO ARBITRATE DISPUTES, CLASS ACTION WAIVER, AND JURY TRIAL WAIVER. PLEASE READ ALL THESE PROVISIONS BEFORE USING THE SITE.

OWNERSHIP OF SITE AND CONTENT

All right, title and interest in this Site, including, but not limited to all of the software and code that comprise and operate this Site, and all of the text, photographs, images, illustrations, graphics, audio, video and audio-video clips, URLs, advertising copy and other materials provided through this Site (collectively, “Content”) are owned by us or by third parties who have licensed their Content to us. This Site is protected under trademark, service mark, trade dress, copyright, patent, trade secret and other intellectual property laws. In addition, the entire Content of this Site is a collective work under U.S. and international copyright laws and treaties, and we own the copyright in the selection, coordination, arrangement and enhancement of the Content of this Site.

We hereby grant you a limited, revocable license to download and print copies of certain content including, but not limited to, registration forms, personal history forms, and liability waivers, but only for your own personal, non-commercial use, and only if you do not remove, modify or obscure any copyright, trademark, or other proprietary notices from the Content you download.

Notwithstanding the foregoing, and specifically with regard to trademarks, the Ashley Michelle Fitness names and logos (including, without limitation, those of its affiliates), all product and service names, all graphics, all button icons, and all trademarks, service marks and logos appearing within this Site, unless otherwise noted, are trademarks (whether registered or not), service marks and/or trade dress of Ashley Michelle Fitness and/or its affiliates (the “Ashley Michelle Fitness Marks”). All other trademarks, product names, company names, logos, service marks and/or trade dress mentioned, displayed, cited or otherwise indicated within this Site are the property of their respective owners. You are not authorized to display or use the Ashley Michelle Fitness Marks in any manner without our prior written permission. You are not authorized to display or use trademarks, product names, company names, logos, service marks and/or trade dress of other owners featured within this Site without the prior written permission of such owners. The use or misuse of the Ashley Michelle Fitness Marks or other trademarks, product names, company names, logos, service marks and/or trade dress or any other materials contained herein, except as permitted herein, is expressly prohibited.

SPECIAL PROMOTIONS, FEATURES OR FUNCTIONALITY

This Site may include special promotions. These special promotions, features and functionality may be offered subject to special terms and conditions, such as age restrictions, entry deadlines, return policies, or restrictions on use. If special terms and conditions apply, we will post appropriate notices on the site, on the entry form, the order form, or the registration page. These notices shall supplement or amend these Terms and Conditions and are hereby made part of these Terms and Conditions.

USER CONTRIBUTIONS

In these Terms and Conditions, “User Contributions” means all of the text, illustrations, files, images, graphics, photos, comments, sounds, music, video, information, content, and other materials you post, upload, display, publish, distribute, transmit through, broadcast or otherwise make available on public areas of the Site, including but not limited to testimonials

Because AMF does not control the User Contributions posted on or through this Site, we cannot and do not warrant or guarantee the truthfulness, integrity, suitability or quality of the User Contributions. Under no circumstances will AMF be liable in any way for User Contributions. The users who post or otherwise submit User Contributions are solely responsible for the content they contain.

RULES GOVERNING USER CONTRIBUTIONS.

The following terms and conditions apply when you post User Contributions on this Site.

You may not:

Post any User Contribution that is protected by copyright, trademark, privacy or publicity rights, trade secret rights, confidentiality rights, contract rights, or other rights without the express permission of the owner of the respective right; and you are solely liable for any damage resulting from your failure to obtain such permission or from any other harm resulting from User Contributions you submit;
Post any User Contribution that is harmful; hateful; threatening; abusive; harassing; defamatory or libelous; sexually explicit, vulgar, lewd, obscene, or pornographic; offensive; inappropriate; or inflammatory;
Post any User Contribution that you know (or reasonably should know) is false, deceptive or misleading;
Post any User Contribution that contains software viruses or any other programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment;
Post any private information about another person, including addresses, phone numbers, email addresses, and so on;
Impersonate any person or entity, or falsely state or otherwise misrepresent yourself, your age, or your affiliation with any person or entity;
Use this Site in a manner that violates any laws or regulations;
Use this Site to solicit money, goods or services for private gain or for charitable purposes;
Use this Site to promote political views or candidates;
Use this Site to advertise any goods or services or to solicit the purchase or sale of any products or services;
Use this Site to transmit chain letters or junk email;
Use this Site to further or promote any criminal or illegal activity or to provide instructional information about illegal activities;
Use this Site in a manner that interferes with, disables, disrupts, impairs, or creates an undue burden on the networks or services that support the Site;
Use this Site to harvest or collect email addresses or other contact information of other Users by electronic or other means for the purposes of sending unsolicited emails or other unsolicited communications;
Use this Site in a manner that, in our sole discretion, restricts or inhibits any other user from using or enjoying the Site.
Use the Site in a manner that suggests an association with our Company or any of our subsidiaries, affiliates, employees, products or brands.
Use this Site in any way that violates these Terms and Conditions.

RIGHT TO MONITOR AND REMOVE USER CONTRIBUTIONS.

You understand that we have the right (but not the obligation) to monitor User Contributions and the right (but not the obligation), in our sole discretion, to remove any User Contribution that violates these Terms and Conditions or for any other reason. We also have the right to disclose User Contributions and the identity of the user who posted them in response to a subpoena or whenever we believe that disclosure is appropriate to comply with the law or a court order, to prevent or investigate a possible crime or other violation of law, to protect the rights of Ashley Michelle Fitness or others, or to enforce these Terms and Conditions. We also have the right to terminate your access to and use of this Site, or to modify, edit, or block your transmissions to this Site.

OUR USE OF USER CONTRIBUTIONS

You own the copyright in any original User Contribution you post. We do not claim any copyrights in User Contributions. However, by using this Site you are granting us and our subsidiaries, affiliates, successors and assigns a perpetual, irrevocable, worldwide, royalty free and non-exclusive license to exploit, make, use, copy, disclose, display or perform publicly, distribute, improve and modify any User Contribution you submit to us for any purpose whatsoever, without restriction and without compensating you in any way.

Among other things, this means that we shall have no obligation to treat your User Contributions as confidential and that you should have no expectation of privacy in any User Contribution you post.

In exercising the rights you grant to us, we may or may not, in our sole discretion, include your name, likeness, photo or biographical information in conjunction with your User Contributions. By submitting, disclosing or offering User Contributions, you hereby grant us the right to use your name, likeness, photo or biographical information in connection with our exploitation of the rights granted above.

By voluntarily providing User Contributions to us, you are agreeing to these terms; representing and warranting to us that the User Contributions you provide are your original work or that you own or control all rights and have the right to grant the license described above. Publication or use of any content is at our sole discretion and we are under no obligation to use any User Contribution you provide.

THIRD-PARTY CONTENT

Some of the articles, columns, information, and other materials available through this Site are provided to us by third parties (other than visitors to this Site). Wherever practical, in our opinion, the source of these third-party materials is identified. These third-party materials are provided for your interest and convenience only. We do not endorse these materials or the third parties who supply them to us, nor are we responsible, or do we warrant or represent that these materials are current, accurate, complete or reliable.

The opinions expressed in these materials are strictly those of the authors and do not necessarily reflect our views or opinions. If there is a dispute between persons accessing this Site or between persons accessing this Site and any third party, you understand and agree that we are under no obligation to become involved. If there is such a dispute, you hereby release Ashley Michelle Fitness and its officers, directors, employees, partners, successors, agents, affiliates, subsidiaries and their related companies from claims, demands, and damages of every kind or nature arising out of, relating to, or in any way connected with such dispute.

This Site may contain links to other websites maintained by third parties. We do not operate or control, in any respect, or necessarily endorse the content found on these third-party websites. You assume sole responsibility for your use of third party links. We are not responsible for any content posted on third party Websites and are not liable to you for any loss or damage of any sort incurred as a result of your dealing with any third party or their website.

MOBILE

This Site may include or promote certain features and services that may be available via your mobile phone, including, without limitation: (a) the ability to upload to this Site via your mobile phone, (b) the ability to receive and reply to messages and to send content and messages using text messaging, and (c) the ability to access this Site from your mobile phone (collectively “Mobile Services”). Your carrier’s normal messaging, data and other rates and fees will apply. Your carrier may prohibit or restrict certain Mobile Services and certain Mobile Services may be incompatible with your carrier or mobile device. You should check with your carrier to find out what plans are available and how much they cost. All charges are billed by and payable to your mobile service provider. By registering for and consenting to receive text messages, you agree that we may communicate with you regarding the Website and our partners by SMS, MMS, text message or other electronic means to your mobile device and that certain information about your usage of the Mobile Services will be communicated to us.

By consenting to receive Mobile Services, you agree that we may send you SMS messages to your phone number to obtain Mobile Services, you may receive an SMS text message requiring confirmation response from your mobile phone or device. Your text message confirmation response will constitute an agreement to comply with the terms and conditions. Text “STOP” from your mobile phone and we will unsubscribe you from our SMS text messaging service. You will receive an OPT-OUT confirmation message and will not receive any additional messages until you re-register on our Website or you initiate additional text requests. From your mobile phone, you may request additional information at any time by texting HELP.

You agree that in connection with the Mobile Services for which you are registered for, we may send communications to your mobile device regarding services you requested from us. Further, we may collect information related to your use of the Mobile Services.

DISCLAIMER OF WARRANTIES

WE MAKE NO REPRESENTATIONS OR WARRANTIES WITH RESPECT TO THIS SITE OR ITS CONTENT, OR ANY PRODUCT OR SERVICE AVAILABLE ON OR PROMOTED THROUGH THIS SITE. THIS SITE AND ALL OF THE INFORMATION, PRODUCTS AND SERVICES MADE AVAILABLE THROUGH THIS SITE ARE PROVIDED ON AN “AS IS,” “AS AVAILABLE” BASIS, WITHOUT REPRESENTATIONS OR WARRANTIES OF ANY KIND. TO THE FULLEST EXTENT PERMITTED BY LAW, WE AND OUR AFFILIATES DISCLAIM ANY AND ALL REPRESENTATIONS AND WARRANTIES, WHETHER EXPRESS OR IMPLIED, WITH RESPECT TO THIS SITE AND THE INFORMATION, PRODUCTS AND SERVICES MADE AVAILABLE THROUGH THIS SITE. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, WE AND OUR AFFILIATES DISCLAIM ALL REPRESENTATIONS AND WARRANTIES, EXPRESS OR IMPLIED, (A) OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE; (B) ARISING FROM COURSE OF DEALING OR COURSE OF PERFORMANCE; (C) RELATING TO THE SECURITY OF OUR SITES; (D) THAT THE CONTENT OF OUR SITES IS ACCURATE, COMPLETE. CURRENT OR RELIABLE; AND (E) THAT OUR SITES WILL OPERATE WITHOUT INTERRUPTION OR ERROR.

ASHLEY MICHELLE FITNESS DOES NOT ENDORSE AND IS NOT RESPONSIBLE FOR STATEMENTS, ADVICE AND OPINIONS MADE BY ANYONE OTHER THAN AUTHORIZED ASHLEY MICHELLE FITNESS SPOKESPERSONS. WE DO NOT ENDORSE AND ARE NOT RESPONSIBLE FOR ANY STATEMENTS, ADVICE OR OPINIONS CONTAINED IN USER CONTRIBUTIONS AND SUCH STATEMENTS, ADVICE AND OPINIONS DO NOT IN ANY WAY REFLECT THE STATEMENTS, ADVICE AND OPINIONS OF ASHLEY MICHELLE FITNESS. WE DO NOT MAKE ANY REPRESENTATIONS OR WARRANTIES AGAINST THE POSSIBILITY OF DELETION, MISDELIVERY OR FAILURE TO STORE COMMUNICATIONS, PERSONALIZED SETTINGS, OR OTHER DATA.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES. ACCORDINGLY, SOME OF THE ABOVE DISCLAIMERS OF WARRANTIES MAY NOT APPLY TO YOU.

INDEMNIFICATION

You agree to defend, indemnify and hold harmless AMF, its affiliates, licensors and service providers, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses or fees (including reasonable attorneys’ fees) arising out of or relating to your violation of these Terms and Conditions or your use of this Site, including your User Contributions, any use of this Site’s Content, services and products other than as expressly authorized in these Terms and Conditions or your use of any information obtained from this Site.

LIMITATION OF LIABILITY

WE ARE NOT RESPONSIBLE OR LIABLE IN ANY MANNER FOR ANY USER CONTRIBUTIONS. ALTHOUGH WE PROVIDE RULES FOR USER CONTRIBUTIONS, WE DO NOT CONTROL AND ARE NOT RESPONSIBLE FOR WHAT USERS POST ON OR THROUGH THIS SITE AND ARE NOT RESPONSIBLE FOR ANY OFFENSIVE, INAPPROPRIATE, OBSCENE, UNLAWFUL, INFRINGING, FALSE, OR OTHERWISE OBJECTIONABLE USER CONTRIBUTIONS YOU MAY ENCOUNTER ON THIS SITE OR IN CONNECTION WITH YOUR USE OF THIS SITE.

UNDER NO CIRCUMSTANCES, SHALL WE OR OUR AFFILIATES, OR ANY OF OUR RESPECTIVE EMPLOYEES, DIRECTORS, OFFICERS, AGENTS, VENDORS, LICENSORS OR SUPPLIERS, BE LIABLE TO YOU OR TO ANY THIRD PARTY FOR ANY LOSSES OR DAMAGES ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF OR INABILITY TO USE THIS SITE, INCLUDING, WITHOUT LIMITATION, IN CONNECTION WITH ANY INFORMATION, PRODUCTS OR SERVICES PROVIDED OR PURCHASED THROUGH OUR SITES.

THIS IS A COMPREHENSIVE LIMITATION OF LIABILITY THAT APPLIES TO ALL LOSSES AND DAMAGES OF ANY KIND (WHETHER DIRECT, INDIRECT, GENERAL, SPECIAL, CONSEQUENTIAL, INCIDENTAL, EXEMPLARY OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, LOSS OF DATA, INCOME OR PROFITS), WHETHER THE CLAIM IS BASED ON CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR ANY OTHER LEGAL THEORY, EVEN IF OUR AUTHORIZED REPRESENTATIVE OR THE AUTHORIZED REPRESENTATIVE OF ONE OF OUR AFFILIATES HAS BEEN ADVISED OF OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES, AND WITHOUT REGARD TO THE EFFECTIVENESS OF OTHER REMEDIES.

IF ANY PART OF THIS LIMITATION ON LIABILITY IS FOUND TO BE INVALID OR UNENFORCEABLE FOR ANY REASON, THEN OUR AND OUR AFFILIATES’ AGGREGATE LIABILITY (INCLUDING THE LIABILITY OF ANY OTHER PERSON OR ENTITY WHOSE LIABILITY WOULD OTHERWISE HAVE BEEN LIMITED) FOR LIABILITIES THAT OTHERWISE WOULD HAVE BEEN LIMITED SHALL NOT EXCEED THE AMOUNT, IF ANY, OF ANY AMOUNTS PAID BY YOU TO US OR THE APPLICABLE AFFILIATE IN CONNECTION WITH THE APPLICABLE PRODUCT OR SERVICE, OR IF YOU HAVE PAID NO SUCH AMOUNTS, $10.00.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION LIABILITY FOR CERTAIN TYPES OF DAMAGES. ACCORDINGLY, SOME OF THE FOREGOING LIMITATIONS OF LIABILITY MAY NOT APPLY TO YOU.

RELIANCE ON INFORMATION POSTED.

The information presented on or through this Site is made available solely for general information purposes. Information accessible on this Site is not intended to be a substitute for professional medical advice. Information is many times general in nature and may be helpful to some persons but not others, depending on personal needs. You should always consult with your personal physician prior to changing or undertaking a new diet or exercise program. Never disregard professional medical advice or delay in seeking it because of something you have read on this Site.

PASSWORD PROTECTED AREAS OF OUR SITES

For your protection, certain areas of this Site may be password protected. You are responsible for maintaining the confidentiality of your passwords. We have the right to assume that anyone accessing this Site using a password assigned to you has the right to do so. You will be solely responsible for the activities of anyone accessing this Site using a password assigned to you, even if the individual is not, in fact authorized by you. If you have reason to believe that your password has been compromised or used without authorization, you must promptly change it using the functionality provided on this Site.

In order to access or use some of the features on this Site, you may have to become a registered user. If you become a registered user, you will provide true, accurate, current and complete information about you as may be prompted by any registration forms, if such information changes, you will promptly update the relevant registration information. We reserve the right to terminate your account or otherwise deny you access to this Site in our sole discretion for any or no reason without notice and without liability. If you are under the age of thirteen (13), then you are not permitted to register as a user or otherwise submit personal information to us.

USE OF THIS SITE OUTSIDE THE UNITED STATES

This Site is intended for use by individuals who reside within the United States and has been designed to comply with United States law. We do not represent that this Site or the Content, products, or services made available through this Site are appropriate for locations outside the United States, nor that this Site or the Content, products or services made available through this Site complies with the laws of any other country. If you access this Site from locations outside the United States, you are responsible for complying with all applicable local laws.

GOVERNING LAW, JURISDICTION AND VENUE

In the interest of resolving disputes in the most expedient and cost effective manner, you and AMF agree that any dispute arising out of or in any way related to these Terms, your relationship with AMF, or any goods or services provided by AMF, whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory, will be resolved by binding arbitration. Arbitration is less formal than a lawsuit in court. Arbitration uses a neutral arbitrator instead of a judge or jury, may allow for more limited discovery than in court, and can be subject to very limited review by courts. Arbitrators can award the same damages and relief that a court can award.

YOU UNDERSTAND AND AGREE THAT, BY ENTERING INTO THESE TERMS, YOU AND AMF ARE EACH WAIVING THEIR RIGHT TO A TRIAL BY JURY AND THAT THESE TERMS WILL BE SUBJECT TO AND GOVERNED BY THE CALIFORNIA ARBITRATION ACT.

Notwithstanding, nothing in these Terms will be deemed to waive, preclude, or otherwise limit the right of either party to: (a) bring an individual action in small claims court; (b) seek injunctive relief form a court of competent jurisdiction; or (c) file suit in a court of law to address an intellectual property infringement claim.

Any arbitration between you and AMF will be governed by the California Arbitration Act and the JAMS Comprehensive Arbitration Rules & Procedures (collectively, “JAMS Rules”), and will be administered by JAMS. The JAMS Rules and filing forms are available at www.jamsadr.com or by calling JAMS at 1-800-352-5267. The arbitrator has exclusive authority to resolve any dispute relating to the interpretation, applicability, or enforceability of this binding arbitration agreement.

A party who intends to seek arbitration must first send a written notice of dispute to to the other party (“Notice”). The Notice must: (a) describe the nature and basis of the claim or dispute; and (b) set forth the specific relief sought (“Demand”). The parties will make good faith efforts to resolve the claim directly but, if the parties do not reach an agreement within thirty (30) days after the Notice is received, you or AMF may commence an arbitration proceeding.

Each party shall pay its pro rata share of JAMS fees and expenses as set forth in the JAMS fee schedule, unless the parties agree on a different allocation of fees and expenses. If the action qualifies as a consumer arbitration, the JAMS Policy on Consumer Arbitrations shall apply.

Any arbitration hearing will take place at a JAMS office in San Diego, California. The arbitrator must issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the decision and award, if any, are based. Each party agrees that such written decision, and information exchanged during arbitration will be kept confidential except to the extent necessary to enforce or permit limited judicial review of the award.

YOU AND AMF AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Further, unless both you and AMF agree otherwise, the arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of a representative or class proceeding.

These Terms are governed by and construed in accordance with the laws of California without giving effect to any choice or conflict of law provision or rule. Any action against AMF that is not subject to mandatory arbitration shall be subject to the exclusive jurisdiction of the state and federal courts located in San Diego County, California.

OUR ONLINE PRIVACY POLICY

All information we collect on this Site is subject to our Privacy Policy, which is expressly incorporated herein. By using this Site, you consent to all actions taken by us with respect to your information in compliance with the Privacy Policy.

MISCELLANEOUS

We reserve the right at any time and from time-to-time to modify, edit, delete, suspend or discontinue, temporarily or permanently this Site (or any portion thereof) and/or the information, materials, products and/or services available through this Site (or any part thereof) with or without notice. You agree that we shall not be liable to you or to any third party for any such modification, editing, deletion, suspension or discontinuance of this Site.

Our failure at any time to require performance of any provision of these Terms and Conditions or to exercise any right provided for herein will not be deemed a waiver of such provision or such right. All waivers must be in writing. Unless the written waiver contains an express statement to the contrary, no waiver by Ashley Michelle Fitness of any breach of any provision of these Terms and Conditions or of any right provided for herein will be construed as a waiver of any continuing or succeeding breach of such provision, a waiver of the provision itself, or a waiver of any right under these Terms and Conditions.

If any provision of these Terms and Conditions is held by a court of competent jurisdiction to be contrary to law, such provision will be changed and interpreted so as to best accomplish the objectives of the original provision to the fullest extent allowed by law and the remaining provisions of these Terms and Conditions will remain in full force and effect.

These Terms and Conditions (together with our Privacy Policy and any Notices applicable to you) contain the entire understanding and agreement between you and Ashley Michelle Fitness with respect to this Site and supersede all previous communications, negotiations, and agreements, whether oral, written, or electronic, between you and Ashley Michelle Fitness with respect to this Site and your use of this Site.

CONTACT INFORMATION

To ask questions or comment about these Terms and Conditions, contact us at:
Ashley Michelle Fitness, LLC
7750 Dagget Street, Suite 100
San Diego, CA 92111