Fitness Professional Terms and Conditions

Agreement to Terms of Use, Privacy Policy and these Terms

By signing up as a Fitness Professional with Fitvoo Pty Ltd (ACN 610 678 610) (“we”, “us” or the “Company”), and accessing application (“Application”) or any other derivative product of the Company, you agree to be bound by:

(a)     The General User Terms of Use located at https://www.fitvoo.com/generaluseragreement

(b)     The Privacy Policy located at https://www.fitvoo.com/privacy

(c)     The terms contained on this page (the “Terms”)

The Terms constitute a binding agreement between you and the Company and, in conjunction with the Terms of Use and Privacy Policy, govern your use of this Application.

Where there is an inconsistency between these Terms and the Terms of Use, these Terms will prevail.

Fitness Professional warranties

In accepting these Terms, you warrant to us that you:

(a)     Possess all necessary skills and expertise in conducting your training sessions

(b)     Possess all relevant qualifications necessary to conduct the training sessions

(c)     Understand how to conduct the training sessions safely, and in accordance with any established codes of conduct and guidelines relevant to your particular field of expertise

(d)     Have provided full and honest details of your skill level, expertise, qualifications, and suitability to conduct training sessions while using any platform provided by the Company

(e)     Have obtained all insurances necessary to cover any loss, expense or damage suffered by us or a client in the course of your use of the Application or derivative platform

(f)      Accept and understand that you are personally liable for the safety of your clients in conducting any training sessions, and in providing any advice, tips, or any other assistance to clients, whether related to the training or not, while using any platform provided by the Company

(g)     Have no legal restrictions preventing you from accepting these terms

(h)     Will cooperate with us and provide us with information and comply with your obligations under these Terms in a timely manner, as requested from us from time to time

(i)      Have provided us with true, accurate and complete information about yourself

(j)      Will not infringe any third-party rights in the course of your use of our Application and derivative platforms

(k)     Will inform us if you have any reasonable concerns relating to our Application and/or derivative platforms

(l)      Are responsible for obtaining any consents, licences and permissions from other parties necessary to meet your obligations under these Terms, at your own cost

(m)    Consent to our using your name and Intellectual Property in a way which may identify you, including without limitation in our promotional material

You are responsible for clients

You accept and acknowledge that the wellness and safety of your clients are your sole responsibility. Where required, you agree to provide the Company with all assistance, and do all things reasonably necessary, it requests in resolving any claim or dispute that arises as a result of your direct or indirect conduct in making use of the Application or any derivative platform. This will include (without limitation):

(a)     providing any documents reasonably required;

(b)     providing financial assistance;

(c)     attending meetings, teleconferences or other like interactions with the Company; and

(d)     attending to requests (including the above) in a timely and diligent manner.

Orders

By placing an order through the application and derivative platforms, you make an irrevocable offer to us to purchase the services that you have selected pursuant to these Terms. Information contained in the application and derivative platforms constitutes an invitation to treat only. No information in the application and derivative platforms constitutes an offer by us to supply any services to you – however, the Company will endeavour to work with Fitness Professionals to secure the supply of your selected services to you.

Processing for payment of any orders will be handled through the relevant payment gateway for the application or derivative platform.

 

Prices

The Company reserves the right to change the prices for services displayed in the application and derivative platforms at any time before you place an order.

Unless otherwise expressly stated, all amounts payable through your use of the application and derivative platforms are expressed to be inclusive of GST. For these purposes, the term "GST" has the meaning given to it in the A New Tax System (Goods and services Tax) Act 1999 (Cth).

Fitness Professional-client dealings are separate commercial dealings

By accepting these Terms, you accept and acknowledge that your dealings with clients constitute separate commercial dealings. The Company will not form any part of these commercial dealings.

Any disputes, enquiries or other dealings with clients must be dealt with at first instance by you.

You accept that the Company reserves the right to intervene and/or deal with clients on your behalf where it deems necessary. This will include, without limitation, the right to arrange for refunds, credits, and/or compensation from you. Where the Company makes use of this right, you agree to provide all assistance reasonably necessary to facilitate and meet the requests of the Company.

Company may suspend or terminate account

Where the Company determines you have breached any of the terms contained in these Terms, or any of the Terms set out in the Terms of Use or Privacy Policy, it reserves the right to suspend or terminate your account.

Where it determines it appropriate to do so, it may permanently ban you from making use of the Application or any derivative platform.

 Payment arrangements with clients

You will be solely responsible for arranging and coordinating payment of your fees and other like arrangements with your clients.

The Company retains the right to suspend your account if it determines that you owe any amounts to it, including (without limitation), fees incurred in the ordinary course of your dealings with the Company, or any costs, expenses or other liabilities that might arise as set out in these Terms. The Company expressly excludes any liability for any loss suffered as a result of any such suspension, including any direct or indirect losses suffered by your business, or that of any employee, contractor, agent or other authorised representative of yours.

The Company may, in its sole discretion, require that you make use of some particular payment gateway or method. Where this occurs, the Company will provide you with advance written notice of this proposed change.

The Company will not be responsible for any costs, expenses, losses or damage suffered by you in altering your existing payment arrangements with clients.

Assignment of rights

You agree that you will not assign, or purport to assign, any of your obligations in these Terms without the prior written consent of the Company.

Intellectual property

In making use of the Application and/or any derivative platforms, you will have the option to make use of videos and content we produce to promote your services, or to upload your own.

Where you upload your own content, all Intellectual Property in that content will be retained by you. In making use of your own content, however, you will accept all liability for any third-party copyright infringement, or any like claims for unauthorised use of a third-party’s Intellectual Property.

Where a claim is brought by a third-party for an unauthorised use of their Intellectual Property, you must immediately notify us of such a claim. You agree to cooperate fully with the Company in providing all information, material or personnel reasonably requested by the Company in the preparation for or throughout the duration of any resulting proceedings.

You accept and acknowledge that all Intellectual Property and copyright that subsists or may subsist in our own content, the Application, or derivative platforms is entirely the property of the Company. Nothing in these terms constitutes a transfer of any Intellectual Property ownership rights, except as expressly provided by us in writing.

Your use of our Application or any derivative platforms does not grant you a licence, or act as a right of use of, any of our intellectual or copyright, whether registered or unregistered.

Confidential information

You agree to, and you will ensure that any employees, contractors, agents or authorised representatives of yours also agree to, do the following:

(a)        not disclose our Confidential Information to any third party;

(b)        use all reasonable endeavours to protect Confidential Information from any unauthorised disclosure; and

(c)         only use the Confidential Information for the purposes for which it was disclosed or provided by us to you, and not for any other purpose.

The above obligations do not apply to Confidential Information that:

(a)        is authorised to be disclosed;

(b)        is in the public domain and/or is no longer confidential, except as a result of breach of the Terms;

(c)         is received from a third party, except where there has been a breach of confidence; or

(d)        must be disclosed by law or by a regulatory authority including under a subpoena.

These obligations will survive termination of these Terms.

Feedback and Dispute Resolution

Your feedback is important to us. We will seek to resolve your concerns quickly and effectively. If you have any feedback or questions about our Application or any derivative platform, please contact us.

If there is a dispute between the Parties in relation to the Terms, the Parties agree to the following dispute resolution procedure:

(a)        The complainant must tell the respondent in writing the nature of the dispute, what outcome the complainant wants and what action the complainant thinks will settle the dispute. The Parties agree to meet in good faith within 2 weeks of the respondent’s receipt of the written notice to seek to resolve the dispute by agreement between them (“Initial Meeting”).

(b)        If the Parties cannot agree how to resolve the dispute at the Initial Meeting or if there has been no Initial Meeting within the required time, any Party may refer the matter to a mediator. If the parties cannot agree on who the mediator should be, the complainant will ask the President of the Law Institute of Victoria to appoint a mediator. The mediator will decide the time and place for mediation. The Parties must attend the mediation in good faith, to seek to resolve the dispute.

(c)         Any attempts made by the Parties to resolve a dispute pursuant to the dispute resolution process are without prejudice to other rights or entitlements of the Parties under the Agreement, by law or in equity.

Termination

We may terminate or suspend your account immediately, in our sole discretion, if:

(a)        we consider that your use of our Application or derivative platform is inappropriate, improper or unlawful;

(b)        we consider that our working relationship has broken down including a loss of confidence and trust

(c)         we consider that there has been any other event or change of circumstances outside our control which has the effect of compromising our ability to operate the Application or derivative platform; or

(d)        you fail to pay an amount owed to us within 14 business days of the payment date.

On termination of your account you agree that any deposits or payments made are not refundable to you, and you are to pay all outstanding amounts you owe to us.

On termination of your account, you agree to promptly return, or delete or destroy, our Confidential Information and Intellectual Property, and documents containing or relating to our Confidential Information and Intellectual Property.

You acknowledge that a failure by you to return, delete, or destroy our Confidential Information and Intellectual Property, or documents containing or relating to our Confidential Information and Intellectual Property, will cause irreparable harm and significant damage to us. You further acknowledge that we will have a right to seek and obtain immediate injunctive relief in such circumstances.

Without limiting our right to seek injunctive relief, you also agree that where you have used any of our Confidential Information or Intellectual Property without our explicit written permission, you will liable to pay us damages for their unauthorised use. We may, in our sole discretion, ask that you pay a licencing fee and enter into an agreement with us in order to bring the unauthorised use into compliance with these terms.

We will retain any documents you provide to us (including copies) as required by law or regulatory requirements. Your express or implied agreement to the Terms constitutes your authority for us to retain or destroy documents in compliance with the relevant statutory periods, or on termination of your account.

Our accrued rights, obligations and remedies of the are not affected by the termination of your account.

Indemnity

You are liable for and agree to indemnify, defend and hold harmless for and against any and all claims, liabilities, suits actions and expenses, including costs of litigation and reasonable legal costs, resulting directly or indirectly from:

(a)        any information that is not accurate, up to date or complete or is misleading or a misrepresentation;

(b)        any breach of the Terms; and

(c)         any misuse of the Application or derivative platform  by you, your employees, contractors or agents.

You agree to co-operate with us (at your own expense) in the handling of disputes, complaints, investigations or litigation that arise as a result of your use of our Services including but not limited to disputes, complaints, investigations or litigation that arise out of or relate to incorrect information you have given us.

These obligations will survive termination of the Agreement.

Privacy

We agree to comply with the legal requirements of the Australian Privacy Principles as set out in the Privacy Act 1988 (Cth) and any other applicable legislation or privacy guidelines.

Publicity

You consent to us using advertising or publicly announcing that we have undertaken work for you, unless requested otherwise.

Email

You acknowledge that we are able to send electronic mail to you and receive electronic mail from you. You release us from any clam you may have as a result of unauthorised copying, recording, reading or interference with that document or information after transmission, for any delay or non-delivery of any document or information and for any damage caused to your system or any files by a transfer.

Relationship of parties

The Terms are not intended to create a relationship between the parties of partnership, joint venture or employer-employee.

Severance

If any provision (or part of it) of these Terms are held to be unenforceable or invalid in any jurisdiction, then it will be interpreted as narrowly as necessary to allow it to be enforceable or valid. If a provision (or part of it) of these Terms cannot be interpreted as narrowly as necessary to allow it to be enforceable or valid, then the provision (or part of it) must be severed from the Terms and the remaining provision (and remaining part of the provision) of the Terms are valid and enforceable.

Notice

Any notice required or permitted to be given by either party to the other under these Terms will be in writing addressed to you at the address nominated by ou. Any notice may be sent by standard post or email, and notice will be deemed to have been served on the expiry of 72 hours in the case of post, or at the time of transmission by email in the case of email.

Jurisdiction & Applicable Law

These terms are governed by the laws of Victoria and the Commonwealth of Australia. Each party irrevocably and unconditionally submits to the exclusive jurisdiction of the courts operating in Victoria.

Entire Agreement

These Terms and any documents expressly referred to in them represent the entire agreement between you and us and supersede any prior agreement, understanding or arrangement between you and us, whether oral or in writing.

Definitions

Confidential Information includes confidential information about the business, structure, programs, processes, methods, operating procedures, activities, products and services, trade secrets, know how, financial, accounting, marketing and technical information, customer and supplier lists (including prospective customer and supplier information), ideas, concepts, know-how, Intellectual Property, technology, and other information whether or not such information is reduced to a tangible form or marked in writing as “confidential”.

Intellectual Property includes any and all intellectual and industrial property rights throughout the world, whether subsisting now or in the future and includes all copyright and analogous rights, all rights in relation to inventions (including patent rights), registered and unregistered trademarks, designs (whether or not registered or registrable), circuit layouts, trade names, trade secrets, business names, company names or internet domain names.

TOP