Terms of Service
Voice Fit Corp
Vocal X Disclaimer Language
These Terms and Conditions of Use were posted on January 9, 2019 and are effective for new and existing users of the Vocal X websites, applications, and offline activities, on January 9, 2019.
Terms and Conditions of Use
Effective Date: January 9, 2019
Welcome to Vocal X, by Voice Fit Corp! We are passionate about creating innovative products and services to empower singers and performers everywhere, and we are thrilled to have you on our team. These Terms and Conditions of Use are the rules of the game – designed to create a positive, law-abiding community of our users. By using Vocal X’s products and services, you are agreeing to all the terms below.
Voice Fit Corp (“Voice Fit,” “we” or “us”), offers a variety of products and services, including the Vocal X-branded vocal training, fitness and wellness related websites and applications (“Vocal X”) and all other current and future digital products and service offerings we make available, including any products services, and content provided in collaboration with our partners (collectively, the “Service(s)”).
Please feel free to contact us through our Support Team if you have any questions or suggestions.
- Use of the Services and Your Account
1.1 Who can use the Voice Fit Services
Voice Fit welcomes users of all ages, but you must be at least 13 to use the Services and at least 18 to use the Services without consent of a parent or guardian.
You must be at least 18 to sign up for Services. If you are between the ages of 13-18, you may use our Services only with the supervision and consent of a parent or guardian. No individual under these age limits may use the Services, provide any Personal Data to Voice Fit, or otherwise submit Personal Data through the Services (e.g., a name, address, telephone number, or email address).
1.2 Your Account
You may need to create a Voice Fit account to access the Services, and it’s important that the information associated with your account is accurate and up-to-date (particularly your email address – if you ever forget your password, a working email address is often the only way for us to verify your identity and help you log back in).
You may need to register for a Voice Fit account to access or use certain Services. Your account may also automatically provide you access and means to use any new Services.
When you create an account for any of our Services, you must provide us with accurate and complete information as prompted by the account creation and registration process, and keep that information up to date. Otherwise, some of our Services may not operate correctly, and we may not be able to contact you with important notices.
You are responsible for maintaining the confidentiality of any and all actions that take place while using your account, and must notify our Support Team right away of any actual or suspected loss, theft, or unauthorized use of your account or account password. We are not responsible for any loss that results from unauthorized use of your username and password.
If you are a resident of the European Union: You have the right to delete your account with us by contacting our Support Team. If you choose to permanently delete your account, the non-public Personal Data that we have associated with your account will also be deleted.
1.3 Service Updates, Changes and Limitations
Our Services are constantly evolving. With the launch of new products, services, and features, we need the flexibility to make changes, impose limits, and occasionally suspend or terminate certain Services. We may also update our Services, which might not work properly if you don’t install the updates.
The Services change frequently, and their form and functionality may change without prior notice to you.
We may provide updates (including automatic updates) for certain Services as and when we see fit. This may include upgrades, modifications, bug fixes, patches and other error corrections and/or new features (collectively, “Updates”). Certain portions of our Services may not properly operate if you do not install all Updates. You acknowledge and agree that the Service may not work properly if you do not allow such Updates and you expressly consent to automatic Updates. Further, you agree that the Terms (and any additional modifications of the same) will apply to any and all Updates to the Services. We may change, suspend, or discontinue any or all of the Services at any time, including the availability of any product, feature, database, or Content. In addition, we have no obligation to provide any Updates or to continue to provide or enable any particular features or functionality of any Service. We may also impose limits on certain Services or restrict your access to part or all of the Services without notice or liability.
1.4 Service Monitoring and Suspension
We reserve the right to refuse to provide the Services to anyone, and can monitor, terminate or suspend your account or access to the Services at any time.
We reserve the right, but have no obligation, to monitor any accounts and/or activities conducted through or in any way related to the Services (including inviting a fellow user into a community or group), as well as any user’s use of or access to Personal Data, and profiles of other users.
We may also deactivate, terminate or suspend your account or access to certain Services at any time: (1) if we, in our sole discretion, determine you are or have been in violation of these Terms or the spirit thereof (as highlighted in our Community Guidelines), (2) if we, in our sole discretion, determine you have created risk or possible legal exposure for Voice Fit, the general public, any third party, or any user of our Services, (3) in response to requests by law enforcement or other government agencies, (4) upon discontinuation or material modification of any Services, or (5) due to unexpected technical issues or problems. We will endeavor to notify you by email or the next time you attempt to access your account after any such deactivation, termination or suspension.
Please let us know right away if you believe your account has been hacked or compromised.
We care about the security of our users. While we work hard to protect the security of your Personal Data, User-Generated Content, and account, we cannot guarantee that unauthorized third parties will not be able to defeat our security measures. Please notify our Support Team immediately of any actual or suspected breach or unauthorized access or use of your account.
- Ownership and Use of Content
Content is what shows up on your display when you use our Services. User-Generated Content is any Content that is created by you or other users, and VF Content is all other Content.
For purposes of these Terms, (i) “Content” means any form of information, data or creative expression and includes, without limitation, video, audio, photographs, images, illustrations, animations, tools, text, ideas, communications, replies, “likes,” comments, software, scripts, executable files, graphics, workouts and workout data, interactive features, designs, copyrights, trademarks, service marks, branding, logos, and other similar assets, patents, sounds, applications and any intellectual property therein, any of which may be generated, provided, or otherwise made accessible on or through the Services; (ii) “User-Generated Content” means any Content that a user submits, transfers, or otherwise provides to or through the use of the Services; and (iii) “VF Content” means all Content that is not User-Generated Content.
You own the Content that you create, and we own the Content that we create.
All VF Content and all copyright, trademarks, design rights, patents and other intellectual property rights (registered and unregistered) in and on the Services belong to Voice Fit and/or its partners or applicable third parties. Each user retains ownership, responsibility for, and/or other applicable rights in the User-Generated Content that he/she creates, but grants a license of that User Generated Content to Voice Fit as explained in Section 2.5 below. Voice Fit and/or its partners or third parties retain ownership, responsibility for and/or other applicable rights in all VF Content. Except as expressly provided in the Terms, nothing grants you a right or license to use any VF Content, including any content owned or controlled by any of our partners or other third parties. You agree not to duplicate, publish, display, distribute, modify, or create derivative works from the material presented through the Services unless specifically authorized in writing by Voice Fit.
2.3 Our License to You
You are welcome to access and use the VF Content and Services. We work hard to provide a great experience for our users, so please respect our intellectual property rights and only use the VF Content and Services as intended. This includes not using any VF Content or Services for commercial purposes without our permission.
Subject to your compliance with these Terms, we grant you a limited, revocable, personal, non-transferable, and non-exclusive right and license to access and use the Services and VF Content for your own personal, noncommercial purposes, provided that you do not (and do not allow any third party to) copy, modify, create a derivative work from, reverse engineer, sell, assign, sublicense, grant a security interest in, transfer or otherwise commercially exploit any right in the VF Content or Services.
2.4 Acceptable Usage Guidelines
2.4.1 VF Content. Except as expressly permitted by applicable law or authorized by Voice Fit, you agree not to modify, rent, lease, loan, sell, distribute, or create derivative works based on the Services, the Services’ software, or any VF Content offered as part of the Services (other than User-Generated Content), in whole or in part. You shall not download, copy, or save VF Content.
2.4.2 Commercial Usage of the Services. The Services are intended only for your personal, non-commercial use. You shall not use the Services to sell a product or service, increase traffic to your own website or a third-party website for commercial reasons (such as advertising sales), or otherwise undertake any endeavor aimed at deriving revenue. For example, you shall not take the results from a search of the Services and reformat and display them, or mirror our home pages or results pages on your website. If you seek to make commercial use of the Services, you must enter into an agreement with us to do so in advance.
2.4.3 Linking to the Services. If you would like to link to our Services on your website or application, please follow these rules: (i) any link to the Services must be a text only link clearly marked “Vocal X” (without the use of any other trademark, logo copyright or any other intellectual property asset owned or controlled by Voice Fit) or in some other format directed by Voice Fit, (ii) the appearance, position and other aspects of the link may not damage or dilute the goodwill associated with our marks, (iii) the link must “point” to the root domain name of the Services and not to other pages within the Services, (iv) the appearance, position and other attributes of the link may not create the false appearance that your organization or entity is sponsored by, affiliated with, or associated with Voice Fit, (v) when selected, the link must display the Service on full-screen and not within a “frame” on the linking website or service, and (vi) Voice Fit reserves the right to revoke its consent to the link at any time and in its sole discretion, and upon our notification to you of such revocation of consent, you agree to promptly remove the relevant link.
2.5 Your License to Us
When you post Content in connection with the Services, it belongs to you – however, you’re giving us permission to use that Content in connection with our Services and make the Content available to others. We can edit or remove your Content from our Services at any time for any reason. Don’t post any content that is not yours or that you do not have permission to post.
When you provide User-Generated Content to Voice Fit through the Services, you grant Voice Fit and our users a non-exclusive, irrevocable, royalty-free, freely transferable, sublicensable, worldwide right and license to use, host, store, cache, reproduce, publish, display (publicly or otherwise), perform (publicly or otherwise), distribute, transmit, modify, adapt (including, without limitation, in order to conform to the requirements of any networks, devices, services, or media through which the Services are available), commercialize, create derivative works of, and otherwise exploit such User-Generated Content in connection with any and all Services. You acknowledge and agree that: (a) we have the right to arrange the posting of User-Generated Content in any way we desire; (b) Voice Fit has no obligation to provide you with any credit when using your User-Generated Content, but if Voice Fit chooses to provide you with credit, the size and placement of the credit is at our sole discretion; and (c) you are not entitled to any compensation or other payment from us in connection with the use of your User-Generated Content.
The rights you grant in this license are for the limited purposes of allowing Voice Fit to operate and allow other users to use the Services in accordance with their functionality, improve the Services, and develop new Services. Notwithstanding the above, we will not make use of any of your User-Generated Content in a manner that is inconsistent with the privacy settings you establish within our Services.
We reserve the right to monitor, remove or modify User-Generated Content for any reason and at any time, including User-Generated Content we believe violates these Terms, the Community Guidelines, and/or our policies.
You agree you will respect the intellectual property rights of others. You represent and warrant you have all the necessary rights to grant Voice Fit the foregoing license for all User-Generated Content you submit in connection with the Services and will indemnify us for any breach of this representation and warranty.
2.6 Spreading the Word
If you share someone else’s personal information with us, you must first get their permission.
We hope you enjoy using our Services and encourage you to share your enthusiasm for them with your friends. If you elect to use the features in our Services to tell a friend about the Services, we will ask you to provide your friend’s email address or social media profile, which we may then use to contact your friend about the Services. We may store the information you provide for a period of time, but we will not post this information publicly. You represent and warrant that you are authorized to provide any third-party contact information that you provide to us for referrals and will indemnify us for any breach of this representation and warranty.
2.7 Content Retention
Please keep in mind that when you make something publicly available on the Internet, it becomes practically impossible to take down all copies of it in the future.
2.8 Your Feedback
We appreciate your feedback and can freely use your suggestions to make Voice Fit and users around the world better. Thank you and keep the ideas coming!
If you choose to submit comments, ideas or feedback, you should submit the idea through our Idea Submission website, and you agree that we are free to use the ideas you submit without any restriction or compensation to you. By accepting your submission, Voice Fit does not waive any rights to use similar or related feedback previously known to Voice Fit, developed by our employees, or obtained from sources other than you. You certify and represent that the information or feedback you submit to us through the Services is not confidential or proprietary information.
- Community Guidelines
3.1 Interactive Areas
Our Services often contain community features. When you post content through these features that content may become public. We may, but do not always, monitor our community features, and ultimately you are responsible for your interactions with other users. Please use good judgment and play fair.
Some of our Services may include reviews, discussion forums, conversation pages, blogs or other interactive areas or social features that allow you and other users to post User-Generated Content and interact with one another (“Interactive Areas”). You are solely responsible for your use of the Interactive Areas and for any User-Generated Content you post, including the transmission, accuracy and completeness of the User-Generated Content. As the Interactive Areas are often public, you understand your User-Generated Content may be made and remain public. You should, accordingly, never post any Personal Data in an Interactive Area.
We are entitled, but have no obligation, to monitor our community features. You are solely responsible for your interactions with other users, whether online or in person, including but not limited to comments, challenges, and friendly competition. We assume no responsibility or liability for any loss or damage resulting from any interaction with other users who employ the Services, individuals you meet through the Services, or individuals who find you because of Content posted on, by or through the Services. Voice Fit is under no obligation to become involved in and disclaims all liability related to any disputes between its users and you release Voice Fit from all responsibility and liability arising from or in connection with such dispute.
3.2 Community Guidelines
Our Services are intended to be a safe and supportive environment to help you reach your vocal fitness and wellness goals. You cannot use our services to post inappropriate material, harass people, send spam, violate intellectual property rights, or act inappropriately. Be reasonable and act responsibly.
Our Services are intended to create a safe and supportive community for all users. To maintain a safe and positive environment, we require everyone to agree to and follow certain rules (the “Community Guidelines”) when posting User-Generated Content and using the Services. Our Community Guidelines are based in many instances on principles of applicable law. Violations of our Community Guidelines accordingly may expose you to criminal charges and civil liability. By using the Services you agree that your User-Generated Content and use of the Services, including without limitation the Interactive Areas, will not violate the Community Guidelines. If you violate the Community Guidelines, we reserve the right to terminate your access to the Services.
No Inappropriate Content. Don’t post Content that is stalking, threatening, hurtful, harassing, abusive, or embarrassing to other members of the community. No derogatory references to sex, gender, age, weight, body type, disability, ethnicity, religion, or sexual orientation, or endorsement of violence against any person or group, even if couched in humor, will be permitted. This includes expressing stereotypes about any group or community. Don’t post Content that is defamatory, obscene, pornographic, offensive, hateful, inflammatory, or that promotes sexually explicit material. You can respectfully disagree with a message, post or topic, but please do not attack other users by mocking or insulting them. If you are attacked by another user, and you reciprocate, you may also be subject to the same consequences.
No Hijacking, Trolling, or Flame-baiting. If you are participating in our forums, please stay on-topic in an existing thread, and post new threads in the appropriate forum. Taking a thread off-topic is considered hijacking. This includes posts that provoke or are intended to incite uproar.
No Harm to Minors. Don’t use the Services in a way that harms minors (or anyone, really).
No Disruptions, Exploits, or Resource Abuse. Do not interfere with or damage operation of the Services, including through unauthorized use, disruption, automated attacks, exploitation, or abuse of our resources
No Sending Spam and Junk Mail. Don’t spam people via posts, replies, or messages.
No Illegal Content. Don’t advocate, promote, or assist any fraudulent or illegal act (e.g., violence, impersonation and computer misuse).
No Soliciting Personal Data. Please don’t post or solicit Personal Data regarding or from any third party, including photographs, telephone numbers, street addresses, last names, email addresses and passwords in the Interactive Areas.
No Public Posting of Private Conversations. Don’t publicly post an email or private message from any other user, moderator or administrator.
No Breach of Legal Duty. Don’t post Content in breach of any contractual or other legal duty owed to a third party.
No Deceptive or Fraudulent Links. Don’t post deceptive or fraudulent links. This includes links with misleading descriptions, putting the wrong “source” field in a post, setting misleading click-through links on images, or embedding links to interstitial or pop-up ads.
No Intellectual Property Infringement. Respect the intellectual property of others. If you aren’t allowed to use someone else’s proprietary work or likeness (either by license or by legal exceptions and limitations such as fair use), please don’t post it. In particular, if you have any reason to believe User-Generated Content you see on our Services is infringing your intellectual property or the intellectual property of others, please see the Intellectual Property of our Terms.
No Impersonating Voice Fit or Others. Don’t post Content that is likely to deceive any person or be used to impersonate any person, or to misrepresent your identity or affiliation with any person, including with Voice Fit. Creating an account for the purposes of deceiving other users or to work around a suspension is not permitted and will be grounds for a permanent ban from the Services.
No Automated Querying. Do not send automated queries of any sort to the systems and networks we use to provide the Services without our express written permission.
Other. Don’t post Content that contains anything that, in Voice Fit’s sole determination, is objectionable or inhibits any other person from using or enjoying the Services, or that may expose Voice Fit or our users to any harm or liability of any kind. Don’t post content that may damage or dilute the goodwill associated with Voice Fit or our marks.
If we determine you are violating the Community Guidelines or otherwise have breached the Terms, we may take actions to address the issue, including, but not limited to, terminating your right to use the Services, removing your User-Generated Content, taking legal action against you (in which case you agree that we may recover reasonable costs and attorneys’ fees) or disclosing information to law enforcement authorities. We reserve the right to enforce, or not enforce, these Community Guidelines in our sole discretion, and they don’t create a duty or contractual obligation for us to act in any particular manner.
3.3 Reporting Objectionable User-Generated Content
People do post inappropriate content on user-generated content sites. We do our best to keep the community safe and secure (users respecting the Community Guidelines helps), but you still might run into bad content before we have a chance to take it down. If you spot anything objectionable, please let us know.
While we require all of our users to comply with the Community Guidelines and reserve the right to monitor for violations, we ultimately cannot guarantee all users will comply with the Community Guidelines or these Terms at all times. If you believe any Content submitted to our Services violates the Community Guidelines, or if you know or suspect someone is misusing your User-Generated Content, please report it to the Support Team. We have the right, but not the obligation, to review and take action or remove any User-Generated Content you report. You understand and acknowledge that when you access or otherwise use the Services, you may be exposed to User-Generated Content from a variety of sources, and we are not responsible for the accuracy, usefulness, safety, legality, appropriateness, or intellectual property rights of or relating to such User-Generated Content.
We are not responsible or liable for any injury or harm to you resulting from objectionable User-Generated Content or another user’s failure to comply with our Community Guidelines.
- Intellectual Property
We respect intellectual property laws. If you believe User-Generated Content or VF Content infringes copyright or trademark under U.S. or other national law, please notify us immediately using the contact information provided herein. It is our policy to investigate any allegations of infringement brought to our attention. Please provide us with the following information in your notice of a suspected violation:
Please identify the material that is claimed to be infringing, including its location, with sufficient detail so that we are capable of finding it and verifying its existence.
Contact information for the notifying party (the “Notifying Party”), including name, address, telephone number, and email address.
A statement that the Notifying Party has a good faith belief that the material is not authorized by the owner, its agent or law.
A statement made under penalty of perjury that the information provided in the notice is accurate and that the Notifying Party is authorized to make the complaint on behalf of the owner.
A physical or electronic signature of a person authorized to act on behalf of the owner of the material that has been allegedly infringed.
Your notice must be signed (physically or electronically).
- Third Party Links and Services
Our Services may link to, interact with or be available on third-party services or products such as social media and third-party devices. If you access such third-party services or products, be aware that different terms and privacy policies apply to your usage of such services.
5.1 Social Networking and Logins
5.2 Third-Party Applications
You may be able to access certain third-party links, applications, content, services, promotions, special offers, or other events or activities (“Third-Party Applications”) via our Services. If you choose to access these Third-Party Applications, you may be requested to log-in and sync your accounts with such applications. You are in no way obligated to use any Third-Party Applications, your access and use of such applications is entirely at your own risk, and we have no associated liability. In addition, we are not responsible for the accuracy, availability, or reliability of any information, content, goods, data, opinions, advice, or statements made available by any Third-Party Applications. As such, we are not liable for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any such Third-Party Applications.
5.3 Third Party Products
Our Services may be accessed on third-party devices or other products (“Third Party Products”). While we may recommend, promote, or market the products of certain partners, we have no responsibility for your acquisition or use of any Third-Party Products, and we do not guarantee that Third-Party Products will function with the Services or will be error-free. We hereby disclaim liability for all Third-Party Products, including any Third-Party Products offered by our partners.
5.4 Third-Party Services, Activities, and Events
Our Services may include the ability to discover, access or participate in certain services, activities, or events (“Third-Party Activities”). Third-Party Activities are offered and provided by Third Parties, not Voice Fit. Your attendance at and participation in Third-Party Activities is solely at your own risk. Voice Fit will not be liable for any act, error or omission of any Third Party, including, without limitation, any which arises out of or is any way connected with a user’s attendance, use of or participation in any Third-Party Activities initially discovered, booked or registered for via the Services, or the performance or non-performance of any Third Party in connection with the Services. Voice Fit is not an agent of any provider of Third-Party Activities.
- Mobile Services
While we strive to make our applications available on many platforms, we can’t guarantee that our applications are compatible with your device (though please let Customer Support know if you have a question or problem; we want to help). If you use our applications, your standard data and messaging rates will apply, and the rules of the app store from which you are downloading will also apply.
6.1 Wireless Carrier and Device Considerations
To use or access our applications, you will need a compatible device. We cannot guarantee the applications will be compatible with, or available on, your device. Further, your phone company’s normal messaging, data, and other rates and fees will still apply.
6.2 Text and Mobile Messaging Express Consents
By downloading or using our applications, you expressly agree we may communicate with you regarding transactions you have initiated on the Services or respond to your communications to us through the Services by SMS, MMS, text message, or other electronic means directed to your device and that certain information about your usage of the applications may be communicated to us automatically form your device.
By checking the box in this agreement, you agree to allow Voice Fit Corp (Vocal X) to communicate with you via email, SMS text messaging, MMS, and Facebook Messenger. You authorize Voice Fit Corp (Vocal X ) to send marketing campaigns, program updates and any information Voice Fit Corp (Vocal X) chooses to send you by way of email, SMS Text, MMS, and Facebook Messenger.
6.3 Mobile Application License
We hereby grant you a limited, personal, non-exclusive, non-transferable, non-sublicensable, revocable license to use our applications downloaded directly from a legitimate marketplace, solely in object code format and solely for your personal use for lawful purposes. With respect to any open source or third-party code that may be incorporated in the applications, such open source code is covered by the applicable open source or third-party license EULA, if any, authorizing use of such code.
6.4 App Stores
If you download our applications from a third-party app store (the “App Provider”), you acknowledge and agree that:
The Terms are an agreement between us, and not with the App Provider. As between Voice Fit and the App Provider, Voice Fit is solely responsible for its applications;
The App Provider has no obligation to provide any maintenance and support services with respect to the Voice Fit applications;
The App Provider is not responsible for addressing any claims you have relating to the applications or your possession and use of the applications;
If a third party claims an application infringes another party’s intellectual property rights, as between the App Provider and Voice Fit, Voice Fit will be responsible for the investigation, defense, settlement and discharge of any such claim to the extent required by these Terms;
The App Provider and its subsidiaries are third-party beneficiaries of these Terms as it relates to your license to the applications. Upon your acceptance of these Terms, the App Provider will have the right (and will be deemed to have accepted the right) to enforce these Terms as related to your license of the applications against you as a third-party beneficiary thereof; and
You must also comply with all applicable third-party terms of service when using the applications.
7. Payment Terms
By signing up for and using the Services, you agree to our Terms, and any additional terms and conditions provided here.
By signing up for and using the Services, you agree to pay any fees or other incurred charges that apply to the Services.
When you sign up for the Services, you must designate and provide information about your preferred payment method (“Payment Method”). This information must be complete and accurate, and you are responsible for keeping it up to date. You expressly authorize us to collect via automatic debit or ACH from your Payment Method the appropriate fees charged for the Services and for any other purchases you elect to make via the Services.
If signing up for the Beginner Account, you are responsible for a one-time payment of $49. If signing up for the Full Workout, you are responsible for a one-time payment of $149. You may upgrade from the Beginner Account to the Full Workout at anytime with a one-time payment of $99. Along with these payments, you agree to receive weekly email updates and vocal training tip videos to help with your overall vocal training and development.
No refunds will be given at time of cancelation.
- Physical Activities and Dietary Guidance
It’s important to us that users stay healthy while achieving their vocal fitness goals. Please be responsible and use your best judgment and common sense. We provide our Services for information purposes only, and can’t be held liable if you get injured or something goes wrong. In particular, while most of the content posted by the other users in our community is helpful, it is coming from strangers on the Internet and should never trump good judgment or actual medical advice.
8.1 Safety First
Voice Fit cares about your safety. You should consult with your healthcare provider(s) and consider the associated risks before using our Services in connection with any physical activity, wellness or vocal fitness program, or any dietary program or guidance. By using our Services, you agree, represent and warrant that you have received consent from your physician to participate in wellness and fitness programs, workouts, exercises or any of the related activities made available to you in connection with the Services, and that you have consulted with your physician before making any dietary changes based upon information available through the Services. Everyone’s condition and abilities are different, and participating in the activities promoted by our Services is at your own risk. If you choose to participate in these activities, you do so of your own free will and accord, knowingly and voluntarily assuming all risks associated with such activities. Activities promoted by the Services may pose risks even to those who are currently in good health.
You understand and agree that we will not carry out and are not responsible for any physical inspection, supervision, preparation, execution or conduct of any activities related to or accessed or discovered via the Services (e.g., featured, official or community created challenges; routes; friendly competitions or similar activities; any single or group training activities; any Third-Party Activities or other events or activities that utilize our Services). We encourage you to always put safety first, follow applicable traffic regulations, do not change settings on your device while in motion or in unsafe areas and always be vigilant and take stock of your surroundings when exercising.
Except as otherwise set out in these Terms, and to the maximum extent permitted by applicable law, we are not responsible or liable, either directly or indirectly, for any injuries or damages sustained from your physical activities or your use of, or inability to use, any Services or features of the Services, including any Content or activities you access or learn about through our Services, even if caused in whole or part by the action, inaction or negligence of Voice Fit or others. To the maximum extent permitted by applicable law, you expressly agree we do not assume responsibility for any Third-Party Activity or event that utilizes or is promoted by or accessed via the Services.
8.2 Disclaimer Regarding Accuracy and Reliance on Content
We make no representations or warranties as to the accuracy, reliability, completeness or timeliness of any Content available through the Services, and we make no commitment to update such Content.
In addition, User-Generated Content, including advice, statements, or other information, including, without limitation, food, nutrition, dietary guidance, exercise or training guidance, are not produced by Voice Fit, and should not be relied on without independent verification. User-Generated Content, whether publicly posted or privately transmitted, is the sole responsibility of the user from whom such User-Generated Content originated. All information is provided “as is” without any representation, warranty or condition as to its accuracy or reliability.
- Modifications to the Terms and Product-Specific Terms
As Voice Fit grows and improves, we might have to make changes to these Terms or include additional terms that are specific to certain products.
9.1 Updates to these Terms
Voice Fit reserves the right to modify these Terms by (i) posting revised Terms on and/or through the Services, and/or (ii) providing advance notice to you of material changes to the Terms, generally via email where practicable, and otherwise through the Services (such as through a notification on the home page of the Voice Fit websites or in our applications). Modifications will not apply retroactively unless required by law.
We may sometimes ask you to review and to explicitly agree to or reject a revised version of the Terms. In such cases, modifications will be effective at the time of your agreement to the modified version of the Terms. If you do not agree at that time, you are not permitted to use the Services. In cases where we do not ask for your explicit agreement to a modified version of the Terms, the modified version of the Terms will become effective as of the date specified in the Terms. Your choice to maintain an account, access or use the Services (regardless of whether you create an account with us) following that date constitutes your acceptance of the terms and conditions of the Terms as modified. If you do not agree to the modifications, you are not permitted to use, and should discontinue your use of, the Services.
- No Warranties
EXCEPT WHERE PROHIBITED BY LAW, VOICE FIT EXPRESSLY DISCLAIMS ALL WARRANTIES, REPRESENTATIONS AND GVoice FitRANTEES OF ANY KIND, WHETHER ORAL OR WRITTEN, EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT TO THE FULLEST EXTENT PERMISSIBLE UNDER THE LAW. THE SERVICES AND ALL CONTENT ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” WITH ALL FAULTS BASIS. Without limiting the foregoing, you understand that, to the maximum extent permitted by applicable law, we make no warranty regarding the quality, accuracy, timeliness, truthfulness, completeness, availability, or reliability of any of the Services or any Content. To the maximum extent permitted by applicable law, we do not warrant that (i) the Services will meet your requirements or provide specific results, (ii) the operation of the Services will be uninterrupted, virus- or error-free or free from other harmful elements or (iii) errors will be corrected. Any oral or written advice provided by our agents or us does not and will not create any warranty. To the maximum extent permitted by applicable law, we also make no representations or warranties of any kind with respect to Content; User-Generated Content, in particular, is provided by and is solely the responsibility of the users providing that Content. No advice or information, whether oral or written, obtained from other users or through the Services, will create any warranty not expressly made herein. You therefore expressly acknowledge and agree that use of the Services is at your sole risk and that the entire risk as to satisfactory quality, performance, accuracy and effort is with you.
- Limitation of Liability
We are building the best Services we can for you but we can’t promise they will be perfect. We’re not liable for various things that could go wrong as a result of your use of the Services.
To the maximum extent permitted by applicable law, under no circumstances (including, without limitation, negligence) shall Voice Fit, its subsidiaries, partners or any wireless carriers be liable to you or any third party for (a) any indirect, incidental, special, reliance, exemplary, punitive, or consequential damages of any kind whatsoever; (b) loss of profits, revenue, data, use, goodwill, or other intangible losses; (c) damages relating to your access to, use of, or inability to access or use the Services; (d) damages relating to any conduct or content of any third party or user of the Services, including without limitation, defamatory, offensive or illegal conduct or content; and/or (e) damages in any manner relating to any Third-Party Content, Third-party Products or Third-Party Activities accessed via the Services. To the maximum extent permitted by applicable law, this limitation applies to all claims, whether based on warranty, contract, tort, or any other legal theory, whether or not Voice Fit has been informed of the possibility of such damage, and further where a remedy set forth herein is found to have failed its essential purpose. To the maximum extent permitted by applicable law, the total liability of Voice Fit, for any claim under these Terms, including for any implied warranties, is limited to the greater of one thousand dollars (us $1,000.00) or the amount you paid us to use the applicable Service(s) in the past twelve months.
In particular, to the extent permitted by applicable law, we are not liable for any claims arising out of (a) your use of the Services (including but not limited to your participation in any activities promoted by or accessed via the Services), (b) the use, disclosure, display, or maintenance of a user’s Personal Data, (c) any other interactions with us or any other users of the Services, even if we have been advised of the possibility of such damages, or (d) other Content, information, services or goods received through or advertised on the Services or received through any links provided with the Services.
To the extent permitted by applicable law, you acknowledge and agree that we offer the Services and set the Services’ prices in reliance upon the warranty disclaimers, releases, and limitations of liability set forth in the Terms, that these warranty disclaimers, releases, and limitations of liability reflect a reasonable and fair allocation of risk between you and form an essential basis of the bargain between you and us. We would not be able to provide the Services to you on an economically reasonable basis without these warranty disclaimers, releases, and limitations of liability.
If you are a resident of California: You waive your rights with respect to California Civil Code Section 1542, which says “a general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which, if known by him must have materially affected his settlement with the debtor.”
If you are a resident of New Jersey: Notwithstanding anything herein to the contrary, nothing in these Terms limits or excludes our responsibility for losses or damages caused by Voice Fit’s own fraud, recklessness, gross negligence or willful misconduct.
If you are a resident of the United States or any country: To the maximum extent permitted by applicable law, you agree to indemnify and hold Voice Fit, its subsidiaries, suppliers and other partners harmless from any claim or demand, including reasonable accounting and attorneys’ fees, made by any third party due to or arising out of (a) the User-Generated Content you access or share through the Services; (b) your use of the Services, (c) your connection to the Services, (d) your violation of these Terms, (e) your use or misuse of any user’s Personal Data, (f) any violation of the rights of any other person or entity by you, or (g) your employment of the Services to meet another user in person or to locate and attend any offline place or event. We reserve the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us under the Terms, and you agree to cooperate with our defense of these claims.
If you are a resident of New Jersey: Notwithstanding anything herein to the contrary, nothing in these Terms imposes an obligation for you to indemnify us from claims arising out of Voice Fit’s own fraud, recklessness, gross negligence or willful misconduct.
- Governing Law
If you are a resident of the United States or any non-European Union country: These Terms shall be governed by and construed in accordance with the laws of the State of Texas and controlling U.S. federal law as applicable, without regard to its conflict of law principles.
If you are a resident of the European Union: These Terms shall be governed by and construed in accordance with the laws of the Netherlands, without regard to its conflict of law principles.
- Disputes and Arbitration, Jurisdiction and Venue
To the maximum extent permitted by applicable law, you and Voice Fit agree that any dispute resolution proceedings will be conducted only on an individual basis and not in a class, consolidated or representative action. Except where prohibited, you and we agree to submit to the personal and exclusive arbitration of disputes relating to your general use of the Services under the rules of the American Arbitration Association. Please visit www.adr.org for more information about arbitration.
Any arbitration between you and us, to the extent necessary, will be conducted in San Antonio, Texas, and you waive any right to claim that such location is an inconvenient forum. You agree not to sue us or bring arbitration in any other forum.
The arbitration will be conducted in English. A single independent and impartial arbitrator will be appointed pursuant to the rules of the American Arbitration Association. Both you and we agree to comply with the following rules, which are intended to streamline the dispute resolution process and reduce the costs and burdens for everyone involved:
- the arbitration will be conducted by telephone, online and/or be solely based on written submissions, the specific manner to be chosen by the party initiating the arbitration;
- the arbitration will not require any personal appearance by the parties or witnesses unless otherwise mutually agreed in writing by the parties; and
- any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction.
Barring extraordinary circumstances, the arbitrator will issue his or her decision within 120 days from the date the arbitrator is appointed. The arbitrator may extend this time limit for an additional 30 days in the interests of justice. All arbitration proceedings will be closed to the public and confidential and all records relating thereto will be permanently sealed, except as necessary to obtain court confirmation of the arbitration award. The award of the arbitrator will be in writing and will include a statement describing the reasons for the disposition of any claim.
You also acknowledge and understand that, with respect to any dispute with us arising out of or relating to your choice to maintain an account, access or use the Services:
- You are giving up your right to have a trial by jury;
- You are giving up your right to serve as a representative, as a private attorney general, or in any other representative capacity, or to participate as a member of a class of claimants, in any lawsuit involving any such dispute; and
- You must file any claim within one (1) year after such claim arose or it is forever barred.
If this arbitration provision is found to be null and void, then all disputes arising under the Terms between us will be subject to the jurisdiction of the state and federal courts located in San Antonio, Texas, and you and we hereby submit to the personal jurisdiction and venue of these courts.
This agreement to arbitrate will not preclude you or Voice Fit from seeking provisional remedies in aid of arbitration, including without limitation orders to stay a court action, compel arbitration or confirm an arbitral award, from a court of competent jurisdiction. Furthermore, this agreement to arbitrate will not preclude you or Voice Fit from (i) applying to the appropriate court of competent jurisdiction for a temporary restraining order, preliminary injunction, or other interim or conservatory relief, as necessary, or (ii) seeking relief in any state or federal court for disputes related to a violation or possible violation of Voice Fit’s intellectual property rights.
In the event of any litigation or arbitration arising from or related to these Terms, or the Services provided, the prevailing party shall be entitled to recover from the non-prevailing party all reasonable costs incurred including staff time, court costs, attorneys’ fees, and all other related expenses incurred in such litigation or arbitration.
- International Terms
If you are not a United States resident and you are accessing our Services from outside the United States, you agree to transfer certain information outside your home country to us, and that you will follow all the laws that apply to you.
We provide our Services for a global community of users. Our servers and operations are, however, located primarily in the United States, and our policies and procedures are based primarily on United States law. Because of this, the following provisions apply specifically to users located outside of the United States: (i) you consent to the transfer, storage, and processing of your information, including but not limited to User-Generated Content and any Personal Data, to and in the United States and/or other countries; (ii) if you are using the Services from a country embargoed by the United States, or are on the United States Treasury Department’s list of “Specially Designated Nationals,” you are not authorized to access or make use of the Services; and (iii) you agree to comply with all local laws, rules, and regulations including, without limitation, all laws, rules, and regulations in effect in the country in which you reside and the country from which you access the Services. The Services are not intended for distribution to, or use by, any person or entity in any jurisdiction or country where such distribution or use would be contrary to law or regulation, or which that would subject Voice Fit or its affiliates to any registration requirement within such jurisdiction or country.
If you are a resident of the European Union, Hong Kong, Russia, New Zealand or South Korea: Notwithstanding anything in these Terms to the contrary, please note that certain jurisdictions may not allow the waiver or limitation of certain warranties, liabilities or damages under mandatory law, so some of the exclusions and limitations in these Terms may not apply to you. Nothing in these Terms limits or excludes our responsibility for (1) fraudulent representations made by us, (2) death or personal injury caused by our negligence or willful misconduct, or (3) non-execution of any material contractual obligation.
You agree that no joint venture, partnership, employment, or agency relationship exists between you and us as a result of the Terms or your use of the Services. The Terms and any Product-Specific Terms constitute the entire agreement between you and us with respect to your use of the Services.
Our failure to exercise or enforce any right or provision of the Terms does not constitute a waiver of such right or provision. If any provision of the Terms is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties’ intentions as reflected in the provision, and the other provisions of the Terms remain in full force and effect.
You may not assign, delegate, or otherwise transfer your account or your obligations under these Terms without our prior written consent. We have the right, in our sole discretion, to transfer or assign all or any part of our rights under these Terms and will have the right to delegate or use third-party contractors to fulfill our duties and obligations under these Terms and in connection with the Services.
Our notice to you via email, regular mail, or notices or links displayed in connection with the Services constitutes acceptable notice to you under the Terms. We are not responsible for your failure to receive notice if email is quarantined by your email security system (e.g., “junk” or “spam” folder) or if you fail to update your email address. Notice will be considered received forty-eight hours after it is sent if transmitted via email or regular mail. In the event that notice is provided via links displayed in connection with the Services, then it will be considered received twenty-four hours after it is first displayed.