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Provider Terms of Service
BOOMROOM INC
Provider Terms of Service
Overview
Welcome to our Site, and BOOMROOM, the online platform (the “Platform”) for trainers and other fitness service providers to connect with individuals and provide remote physical fitness, training and wellness activities through an online video and multimedia experience. The Site and the Platform are provided by BOOMROOM INC. We’ve put together here some detailed terms and conditions about your use of the Platform. You should read and understand them, as they govern your use of the Site and the Platform.
These Terms of Service, with our Privacy Policy, are also a resource for you to get a deeper understanding of your obligations and rights with respect to BOOMROOM, the Site and the Platform including how we use information and data we collect from you. We may modify these Terms of Service from time to time as we deem appropriate, so you should check back in frequently to confirm the terms upon which you may use the Site and/or the Platform. We will notify you if, in our reasonable determination, the changes are material, and your use of the Platform after the effective date of the updated Terms constitutes your agreement to the updated Terms.
The terms “Company”, “we”, “us” “our” and similar terms refer to BOOMROOM INC. The term “Users” refers to our online community of trainers, users, and other services providers in the physical fitness field available through the Site and the Platform. The terms “you,” “your,” “Service Provider” and similar terms refer to the trainer, fitness service provider, and/or the entity under which such individual operates, agreeing to this terms of service. The term “Site” refers to our website www.boomroom.fit and such other website(s) designated by us. The term “Platform” shall have the meaning set forth above, and any extensions, software, mobile applications, or add-ons provided by us for use in connection with the Platform. “Terms” or “Agreement” refers to these Terms of Service, as may be amended from time to time by us. Other capitalized terms may be defined below in these Terms.
Acceptance of Terms of Service
These Terms, which include our Privacy Policy, are a binding legal agreement and govern your use of the Site and Platform, including all features and functionalities, applications, updates, notifications and our user interfaces, and all content and software associated therewith. By checking the “I accept” button (or its equivalent) during the registration as a Service Provider, or by using the Platform as Service Provider, you accept and agree to be bound by these Terms. If you do not agree to these Terms, you are not authorized to use, and you should not use, the Platform.
The individual accepting the Terms of Service represents and warrants that he or she has the authority to bind the Service Provider to this Agreement.
Service Providers
You may purchase a subscription to access and use the Platform to provide online classes, training sessions or other wellness activities as a Service Provider according to the pricing made available at the time you agree to these Terms. You agree to pay us for the subscription via a credit card or ACH provided concurrently with the order. We reserve the right to increase or modify such fees upon prior written notice to you. You hereby warrant that the credit card or ACH information is accurate and current and that the account has sufficient funds to satisfy the fees incurred. Service Provider shall be responsible for any bank or credit card fees, penalties, or charges resulting from the insufficiency of available funds. All payments shall be made in U.S. currency.
The Platform will enable you to coordinate sessions, interface with Users interested in participating in your sessions, collect payment, and deliver live video conferencing to enable you to deliver your services. In exchange for your access and use of the Platform, you agree to pay us a twenty percent (20%) commission on all fees processed through the Platform by our payment processor (as discussed further in User Transactions below) in connection with the classes, training or sessions you provide on the Platform. We reserve the right to collect this commission at the time the payment is processed or invoice you on a monthly basis for the applicable amount. You also agree that we can increase or modify the applicable commission upon prior written notice to you and your continued use of the Platform to provide services after such notice will be deemed as your acceptance of the new commission. You further agree that you will not accept direct payment from Users, in any form, for classes, training or sessions performed through the Platform except through the payment tools made available on the Platform. Any effort to collect payment outside of the Platform for activities performed through the Platform will be grounds for immediate termination, in addition to any other remedies we may have.
You acknowledge and agree that you are solely responsible for the service you provide using the Platform and any information you submit by and through the Platform. Company shall have no liability for any false information, misleading statements, misrepresentations, or other inaccuracies submitted by you, or another user through the Platform. Company shall also have no liability for any injuries, including death, property damage or other harms arising from your use of the Platform to deliver services or from another User’s use of your services while using the Platform. Individual Users are solely responsible for determining whether or not to participate in your services and for any purchasing decisions made in response to information provided through the Platform.
By using the Platform, you expressly agree and acknowledge that Company may use your trademarks, service marks and logos for the limited purpose of accurately identifying you and your services and to facilitate interactions with the individual users through the Platform. Service Provider may request a modification to the use of its trademarks or service marks if the use violates the Service Provider’s established usage guidelines and Company shall use its best efforts to promptly address the same. Service Provider acknowledges and agrees that if it requests the removal of any of its trademarks or service marks, that Company may not be able to include the Service Provider’s services within its Platform.
Service Provider acknowledges and understands that the Platform collects anonymous and de-identified data and information concerning the use of services through the Platform and that the compilation of this information belongs to exclusively to Company. Service Provider’s use of the Platform does not give it any right or license to access, review, use, or revise any of the compiled information.
Use of the Platform
Registration. In order to use the Platform as a Service Provider, you will need to provide to us certain basic information such as your name or entity name, and the identity of users authorized to access your account. You agree that all information you provide to us will be complete, true and correct and that you will keep it up-to-date. During the registration process, you will choose a username and password for your use of the Platform. You will be responsible for securing your username and password and for all use of the Platform using your email address or password. You agree that you will not disclose, trade or transfer, with or without payment, your password. You will be solely liable for any use of the Platform under your account and password. You agree to notify us promptly of any unauthorized use or disclosure of your password. We reserve the right to refuse use of or revoke use of any username in our discretion.
We reserve the right to suspend or terminate your account and use of the Platform if we believe any information you have provided during the registration process is inaccurate or incorrect.
User Obligations. You will comply with all applicable laws in connection with your use of the Platform. You will not attempt to circumnavigate or violate any security feature of the Platform, including accessing any Platform features, interactive areas, information, or profiles for which you do not have permission or other content, or information not intended for you.
You are responsible for you use of the Platform and the use of the Platform by any of your authorized users. As part of your use of the Platform, you agree that you will not:
interfere with, or attempt to interfere with, the normal operations of the Platform or any other User’s use of the Platform, including by overloading, flooding, spamming, or crashing the Platform or its underlying systems or by altering any profile, reviews or other information provided by any User;
post, share, link to or submit any content or material that is libelous, defamatory, invasive of privacy or publicity rights, vulgar, profane, indecent, obscene, sexually explicit or exploitative;
use the Platform to harass, bully, threaten, humiliate, stalk, or otherwise intimidate any other User or any third party;
post, share, link to or submit any content or material that constitutes hate speech, promotes violence against any group or person or is otherwise objectionable;
post, share, link to or submit any content or material that is fraudulent, false, misleading or deceptive;
post, share or disclose any personally identifiable information, without authorization, regarding any User who participates in your services;
impersonate or falsely suggest or claim an affiliation with any other person or entity;
seek to falsely monetize the Platform by providing or soliciting reviews or endorsements for payment or other consideration;
collect, store, or analyze information about other Users, except as authorized by such User;
expose Company to any civil or criminal liability; or
violate our Community Standards or any applicable law or encourage conduct that would constitute a criminal offense.
We reserve the right to suspend or terminate your account and use of the Platform if we believe you have violated your User Obligations.
You are responsible for the content that you upload, share, post, links to or otherwise makes available via the Platform (“User Content”). You represent and warrant that you own or have sufficient rights, permissions, and licenses in and to all User Content, including without limitation, all photographs, images, video, audio, or written materials. You hereby grant to us a perpetual, irrevocable, royalty-free, non-exclusive, worldwide right and license to use, reproduce, modify, distribute, perform, display, and transmit your User Content as necessary for provision of the Platform and in connection with the promotion of the Platform, including on our website, social media channels and other marketing and promotional materials and as set forth in these Terms. We reserve the right, but not obligation, to review or monitor any User Content or use of the Platform and may remove or restrict access to any User Content we deem to be inappropriate, in violation of these Terms or applicable law.
The Platform may contain message boards, chat rooms, personal web pages or profiles, forums, bulletin boards, live streaming, message feeds, video/photo uploading and other interactive features that allow registered users to post, submit, publish, display or transmit to other users or other persons content or other materials. We cannot and do not guarantee that you, will not be exposed to content you find objectionable or offensive and you waive any right to damages relating to such content. You may report any User Content that you believe violates these Term by contacting us at [email]. Reporting such information does not obligate us to take any specific action. If we believe any User Content is in violation of these Terms or applicable law, we reserve the right to report such User Content and information to appropriate legal authorities. You understand and agree that we cannot control how other Users may use or share your User Content (on the Platform or otherwise) and release us from all liability arising from any other user’s acts.
User Transactions. Users may use the third-party payment services available through the Platform to facilitate payment for your fitness, training and/or wellness services. You acknowledge that these payment services are not being provided by Company and that all payment processing is being done by the third-party payment provider. If You elect to receive or make payments utilizing the third-party payment services provider available through the Platform, you agree that you will adhere to the payment services provider’s terms of service. By using the Platform, including without limitation, the third-party payment services available through the Platform, to facilitate payment, you understand that such payments are being made to the payment provider and that we will not have access to or control of your funds. Payment for the services you provide through the Platform is governed by Internal Revenue Service rules. You are entirely responsible for compliance with all laws and legal obligations regarding any such payments that you receive while using the Platform. We make no representations as to your legal rights or obligations with regard to such monies. We do not provide legal advice and you should not rely on us for such advice. We recommend you consult with legal counsel, an accountant, or other tax advisor if you have any questions regarding your obligations for such payments.
In using the Platform or delivering your services through the Platform, you may obtain personal information about the user that is not otherwise publicly available. You agree to use such information solely for the purposes of delivering your services and you will not use the information for any other purpose without the consent of the other party. You are solely responsible for your interactions with other Users, whether on the Site or otherwise.
Privacy
Any personally identifying information submitted through the Platform is subject to our Privacy Policy, the terms of which are incorporated herein. Please review our Privacy Policy to understand our practices. The date of any changes to our Privacy Policy will be noted at the bottom of the policy. We may use your personal information as described in the Privacy Policy. By using the Platform, you consent to receiving electronic communications from us regarding the Platform.
Without limiting the provisions in our Privacy Policy, you understand that any information, including your profile information and any User Content, will be available to other Users, so do not post any information or content that you wish to keep private.
Intellectual Property
Ownership. As between you and Company, the Site and the Platform, including all content, graphics, audio, video, pictures, trademarks, service marks, logos and other material on the Site or Platform, and its underlying software, algorithms, databases, look and feel and arrangement, are the intellectual property of Company, subject to copyright and other intellectual property protections. The Company marks and logos are the trademarks of Company. All rights in and to our Site and the Platform not expressly granted herein are reserved by us. We grant you and you accept a non-exclusive, non-transferable, revocable license to use the Platform solely for your own use and in accordance with these Terms.
Restrictions. You may not use any information provided on or through the Platform for any commercial purpose not associated with the Platform, including by selling, buying, distributing, reposting, or licensing any information or materials you may obtain through use of the Platform. You may not use any page-scraper, spider, robot or other automatic device or methodology to access, acquire, copy, or monitor any contacts or content provided on or through the Platform. You may not copy, republish, mirror, transmit, perform, sell, or distribute any part of the Platform or User Content for any commercial or other purpose or other than as expressly permitted herein. You may not alter, modify, or create derivative works of the Platform and shall not access or attempt to access, reverse engineer, decompile or otherwise discover the source code of the Platform. You will not use or access the Platform in order to develop any competing product or Platform or to conduct benchmarking tests.
User Content. Each User will retain ownership of all User Content created or posted by such User, subject to the license granted to us herein.
Platform Feedback
Feedback We may from time to time request our Users and Service Providers to evaluate, assess or provide feedback regarding the Platform or proposed improvements or new functions for the Platform. You agree that Company will own the results of any such evaluations and feedback and may use such results in its sole discretion. Any improvements, new features, or new Platforms that may be created or developed by Company based on User or Service Provider evaluations will be exclusively owned by Company without right of any User to consideration or attribution.
Maintenance of the Platform; Changes
We reserve the right to issue corrections or modifications or upgraded versions of the Platform at any time in our discretion. From time to time and with or without notice, the Platform may be unavailable so that we may perform ongoing, scheduled or emergency corrections or upgrades; provided, that if practicable, we will use good faith efforts to notify you in advance. We may also establish additional rules, limits, or policies regarding the Platform, and you agree that your compliance with such rules, limits or policies shall be a condition of your continued use of the Platform, or the applicable function. Company shall have no liability for any unexpected downtime or otherwise arising from a Service Provider or other User’s inability to access or use the Site or Platform.
Termination
We may at any time cease to continue operating part or all or selectively disable certain aspects of the Platform. You may cease using the Platform at any time; provided that you acknowledge and agree that all User Content posted by you prior to such time will continue to be available on and through the Platform. We may terminate or suspend your use of the Platform, with or without notice to you, if you violate these Terms.
WARRANTY DISCLAIMER
THE PLATFORM AND SOFTWARE IS PROVIDED ON AN “AS IS” WHERE IS” BASIS. WE HEREBY DISCLAIM ANY AND ALL REPRESENTATIONS AND WARRANTIES, WHETHER EXPRESSED OR IMPLIED, WITH RESPECT TO THE SITE, THE PLATFORM, OR ITS CONTENT, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR ANY PARTICULAR PURPOSES, AND NON-INFRINGEMENT OF ANY THIRD PARTIES’ INTELLECTUAL PROPERTY RIGHTS. COMPANY MAKES NO WARRANTIES OR REPRESENTATIONS ABOUT THE ACCURACY, ROBUSTNESS, SECURITY OR COMPLETENESS OF THE SITE, THE PLATFORM, OR ITS CONTENT, OR OTHERWISE. WE MAKE NO WARRANTIES OR GUARANTEES REGARDING THE AVAILABILITY OR RELIABILITY OF THE PLATFORM OR THAT THE PLATFORM WILL BE ACCESSIBLE AT ANY SPECIFIC TIME. ALL USE OF THE PLATFORM IS AT YOUR OWN RISK. IF YOU ARE DISSATISFIED WITH THE PLATFORM, YOUR SOLE REMEDY IS TO DISCONTINUE USE.
WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, OFFERING FITNESS OR TRAINING SERVICES ON OR THROUGH THE PLATFORM, DOES NOT GUARANTEE USER PARTICIPATION OR ANY CERTAIN MINIMUM AMOUNT OF REVENUE FOR ANY SERVICE PROVIDER.
If you have a dispute with any other User regarding your services, any User Content, or the use of the Platform, you hereby release us from any and all liability, claims, demand, and damages associated with such User or such transaction.
LIMITATION ON LIABILITY
IN NO EVENT SHALL OUR AGGREGATE LIABILITY TO YOU OR ANY INDIVIDUAL USER IN CONNECTION WITH USE OF THE PLATFORM, EXCEED THE LESSER OF (I) $150 OR (II) THE TOTAL AMOUNT THAT YOU PAID TO US FOR USE OF THE PLATFORM, WHICHEVER IS GREATER, WHETHER SUCH LIABILITY IS BASED IN CONTRACT, TORT OR OTHERWISE. IN NO EVENT SHALL WE BE LIABLE TO YOU FOR ANY PUNITIVE, CONSEQUENTIAL, SPECIAL, AND/OR INDIRECT DAMAGES, INCLUDING, BUT NOT LIMITED TO, LOSS OF GOOD WILL, PROFITS OR BUSINESS. IN NO EVENT SHALL WE BE LIABLE TO YOU OR ANY USER FOR PHYSICAL INJURY, PROPERTY DAMAGE OR DEATH RESULTING FROM PARTICIPATION IN PHYSICAL FITNESS OR WELLNESS ACTIVITIES BY OR THROUGH THE SITE OR PLATFORM. ALL SUCH ACTIVITIES ARE AT THE USER’S OWN RISK.
Any claim or cause of action by you must be brought within one (1) year following the occurrence of the event resulting in such claim or action. These limitations shall apply regardless of whether we knew, should have known or were forewarned of the possibility of such damages, but will not apply to any intentional damage or damage caused by our knowing violation of applicable law.
Some jurisdictions do not allow for limitations of liability or warranty so these may not apply to you.
Indemnification
You hereby agree to indemnify, defend and hold Company and its affiliates and each of their owners, members, directors, officers, managers, employees, independent contractors, subcontractors, agents and representative (“Indemnified Parties”) harmless from any third-party claim, cause of action, proceeding, liability, taxes, damages, loss, attorney fees, cost and expenses arising from or related to (i) a claim that your services or your User Content violates the intellectual property rights of any third-party; (ii) the promotion, sale, or use of your services by any other User; or (iii) your breach of these Terms.
Miscellaneous Provisions
Relationship of the Parties. You acknowledge and agree that we are providing the Platform to facilitate your delivery of services to other Users. You are not, and shall not be treated or considered as, an employee or agent of Company. You shall have no authority to assume or create any obligation or liability, whether express or implied, on behalf of or in the name of the Company or to bind the Company in any manner whatsoever. Nothing contained in this Agreement shall be deemed or construed as creating a joint venture or partnership between you and the Company. You shall be responsible for providing general liability insurance coverage to protect you from any claims that may arise from your use of the Platform and your delivery of services through the Platform. Subject to the availability of the Platform, you shall have the right to control when and how you perform your services. Moreover, nothing herein shall prevent you from providing services through other channels as long as you fulfill your obligations hereunder.
Assignment. You may not assign your rights hereunder. We can assign our rights hereunder at any time without restriction.
Governing Law. To the extent permitted by law, these Terms, your use of the Platform are governed by North Carolina law, without giving effect to its conflict of law provisions. The parties consent to the personal and exclusive jurisdiction of the federal and state courts of Wake County, North Carolina.
Entire Agreement. These Terms together with the Order Form (if applicable), the Privacy Policy and any other legal notices or policies published by us through the Platform, constitute the entire agreement between you and Company concerning your use of the Platform. Any modification of these Terms or an Order Form must be in a writing executed by a duly authorized officer of Company.
Notices. You agree that any notice, agreements, disclosure, or other communications that we send to you electronically will satisfy any legal communication requirements, including that such communications be in writing.
How to contact us
If you have any questions regarding these Terms of Service, you may contact us at team@boomroom.fit.