1. Service Terms and Limitations
The service is proprietary to PT STACK and is protected by intellectual property laws and international intellectual property treaties. Your access to the service is licensed and not sold. Subject to the timely payment of all Fees (as defined below) and the terms and limitations set forth in this Agreement, PT STACK agrees to the following:
(i) To provide you with (a) a personal, non-transferable and non-exclusive account enabling you to access and use the App and (b) a limited, non-transferable and non-exclusive license to use the software and documentation necessary to access, explore and otherwise use PT STACK, or sites powered by PT STACK, in real time and to use the materials in PT STACK, or sites powered by PT STACK, in a manner consistent with paragraphs 3 (On-Line Communications) and 6 (Copyright) below.
(ii) To provide you with a limited, personal, non-transferable, non-sublicensable and non-exclusive license (a) to access and use PT STACK’s proprietary services and software.
1.2 User’s Agreement Restrictions
(i) You agree to: (a) maintain the security of your user identification, password and other confidential information relating to your PT STACK account; (b) be solely responsible for the security, confidentiality and integrity of all messages and the content that you receive, transmit through or store on the App; (c) be responsible for all charges resulting from use of your PT STACK account, including unauthorized use prior to your notifying PT STACK in writing of such use and taking steps to prevent its further occurrence by changing your password; (d) comply with the terms and conditions set forth herein; and (e) comply with all applicable Irish and international laws, statutes, ordinances, rules, regulations, contracts and applicable licenses regarding your use of the Services or PT STACK.
(ii) You may not, directly or indirectly, (a) modify, translate, reverse engineer, decompile, disassemble (except to the extent applicable laws specifically prohibit such restriction), create derivative works based on the Material; or (b) copy the Material or engage in any other acts inconsistent with the principles of copyright protection and fair use, as codified in 17 U.S.C. Sections 106-110, without obtaining the express written permission of PT STACK and the copyright owner; or (iii) distribute (except for the purposes set forth above), rent, lease, transfer or otherwise transfer rights to, or in any way exploit, the Material, in whole or in part; or (iv) remove any proprietary notices or labels on the Material. As between the parties, title, ownership rights, and intellectual property rights in and to the Material, and any copies or portions thereof, shall remain in Company and/or its content providers.
1.3 User Representations
You represent and warrant to PT STACK that: (i) you are a qualified health professional and have the power and authority to enter into and perform your obligations under this Agreement; (ii) all information provided by you to PT STACK is truthful, accurate and complete; (iii) you shall comply with all terms and conditions of this Agreement; and (iv) you have provided and will provide accurate and complete registration information, including, without limitation, your legal name, address and telephone number.
You acknowledge and agree that from time to time the App may be inaccessible or inoperable for any reason, including, without limitation: (i) equipment malfunctions; (ii) periodic maintenance procedures or repairs which PT STACK may undertake from time to time; or (iii) causes beyond the control of PT STACK or which are not reasonably foreseeable by PT STACK.
You shall be solely responsible for providing, maintaining and ensuring compatibility with the App, all hardware, software, electrical and other physical requirements for your use of the App, including, without limitation, telecommunications and internet access connections and links, web browsers or other equipment, programs and services required to access and use the App.
PT STACK aims to seamlessly connect trainers with their clients through a synced client and trainer App. PT STACK are not responsible for any medical, nutritional, training or other advice exchanged between trainer and client.
YOU ACKNOWLEDGE THAT PT STACK IS NOT ENGAGED IN THE PRACTICE OF MEDICINE AND THAT ALL DECISIONS MADE WILL BE THE EXCLUSIVE RESPONSIBILITY OF YOU (THE CLIENT) AND YOUR TRAINER. PT STACK EXPRESSLY DISCLAIMS ANY RESPONSIBILITY OR LIABILITY FOR ANY ADVERSE CONSEQUENCES OR DAMAGES RESULTING FROM YOUR RELIANCE ON PT STACK, THE CONTENT OR ANY INFORMATION PROVIDED THEREFROM.
2.2 Fitness Disclaimer
PT STACK is not a licensed medical care provider. You should understand that participating in any exercise program or diet (even under professional supervision) can result in physical injury, and you agree to do so at your own risk. The methods and opinions of personal trainers are their own and do not necessarily state or reflect those of PT STACK.
2.3 Disclaimer of Warranties
CONTENT ON OR AVAILABLE THROUGH THE APP ARE PROVIDED “AS IS” WITHOUT WARRANTY, EXPRESS OR IMPLIED. PT STACK HEREBY EXCLUDES ALL IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR USE OR PURPOSE WITH RESPECT TO THE SERVICE OR THE CONTENT. THERE ARE NO WARRANTIES WHICH EXTEND BEYOND THE DESCRIPTION ON THE FACE OF THIS AGREEMENT. PT STACK AND INFORMATION PROVIDERS MAKE NO WARRANTY AS TO THE RELIABILITY, ACCURACY, TIMELINESS, USEFULNESS, ADEQUACY, COMPLETENESS OR SUITABILITY OF THE APP. PT STACK AND INFORMATION PROVIDERS CANNOT AND DO NOT WARRANT AGAINST HUMAN AND MACHINE ERRORS, OMISSIONS, DELAYS, INTERRUPTIONS OR LOSSES, INCLUDING LOSS OF DATA. PT STACK AND INFORMATION PROVIDERS CANNOT AND DO NOT GUARANTEE OR WARRANT THAT FILES AVAILABLE FOR DOWNLOADING FROM THIS ONLINE SITE WILL BE FREE OF INFECTION BY VIRUSES, WORMS, TROJAN HORSES OR OTHER CODE THAT MANIFEST CONTAMINATING OR DESTRUCTIVE PROPERTIES. PT STACK AND INFORMATION PROVIDERS DO NOT WARRANT OR GUARANTEE THAT THE FUNCTIONS OR SERVICE ACCESSED THROUGH PT STACK WILL BE UNINTERRUPTED OR ERROR-FREE OR THAT DEFECTS IN PT STACK WILL BE CORRECTED. Users of PT STACK are responsible for (1) implementing and maintaining adequate procedures and checkpoints to satisfy their particular requirements for accuracy of data input and output and (2) maintaining a means external to PT STACK for the reconstruction of any lost data.
THIS DISCLAIMER OF WARRANTY CONSTITUTES AN ESSENTIAL PART OF THIS AGREEMENT.
3. On-Line Communications
Your participation in on-line communications occurs in real time and is not edited, censored, or otherwise controlled by PT STACK. PT STACK cannot and does not screen content provided by you to PT STACK or through the App. Notwithstanding the foregoing, PT STACK reserves the right to monitor content on PT STACK and to remove content, which PT STACK, in its sole discretion, determines to be harmful, offensive, or otherwise in violation of this Agreement or PT STACK’s operating policies for users of PT STACK (“Users”). Except as described herein, any communication which you post on any public area of PT STACK (e.g. comments, forums, etc.) is considered to be non-confidential. By placing any information or other material on such publicly accessible locations on PT STACK (including but not limited to posting messages, uploading files, inputting data or engaging in any other form of communication), you automatically grant (or warrant that the owner of such content has expressly granted) to PT STACK a perpetual, royalty- free, non-exclusive, irrevocable, unrestricted, worldwide license to use, copy, sublicense, reproduce, distribute, redistribute, modify, adapt, publish, edit, translate, transmit, create derivative works of, publish and/or broadcast, publicly perform or display any materials or other information (including without limitation, ideas contained therein for new or improved products or services) you submit to public areas of PT STACK (including forums and bulletin boards) alone or as part of other works in any form, media, or technology whether by any means and in any media now known or hereafter developed and to sublicense such rights through multiple tiers of sublicenses.
You may send and receive instant messages, download and upload files and otherwise use PT STACK as permitted by this Agreement, PT STACK operating policies and applicable law. PT STACK are not responsible for the messages and files users send and receive.
You are responsible for your communications and your use of PT STACK. Each time you upload a file on PT STACK, you represent and warrant that you own or otherwise control the rights or have the necessary consents to do so, and you grant every other User the right to download and use such file.
PT STACK reserves complete and sole discretion with respect to the operation of PT STACK. PT STACK may, among other things: (a) subject to Section 7 and Section 4, make available to third parties information relating to PT STACK and Users; and (b) withdraw, suspend or discontinue any functionality or feature of PT STACK.
PT STACK will not review the contents of private messages and shared files except as required or allowed by applicable law or legal process.
5. Review of Postings & Uploads
PT STACK does not and cannot review all communications and materials posted or uploaded to PT STACK and is not responsible for the content of these communications and materials.
The entire contents of PT STACK are copyrighted as a collective work under the laws of Ireland and other copyright laws. PT STACK holds the copyright in the collective work. The collective work includes works that are the property of the Information Providers which are also protected by copyright and other intellectual property laws. You may display and, subject to any expressly stated restrictions or limitations relating to specific material, download portions of the material from the different areas of PT STACK solely for your own non-commercial use, unless otherwise permitted (e.g., in the case of electronic coupons, etc). Any redistribution retransmission or publication of any copyrighted material is strictly prohibited without the express written consent of the copyright owner. You agree not to change or delete any proprietary notices from materials downloaded from PT STACK. You may not use any PT STACK logo or any other proprietary graphic or trademark without PT STACK’s express written permission.
7. Licenses and Idea Submissions
You agree to grant to PT STACK a non-exclusive, worldwide, royalty-free, perpetual license, with the right to sublicense, to reproduce, distribute, transmit, create derivative works of, publicly display and publicly perform any materials and other information (including, without limitation, ideas contained therein for new or improved products or services) you submit to public areas of PT STACK (such as BBSs and formus) by all means and in any media now known or hereafter developed. You hereby waive your moral rights in any such materials and information, and you hereby warrant that any such materials and information are original with you, or that you have the right to submit such materials and information. You agree that you shall have no recourse against PT STACK for any alleged or actual infringement or misappropriation of any proprietary right in your communication to us.
YOU AGREE TO INDEMNIFY, DEFEND AND HOLD HARMLESS PT STACK, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, INFORMATION PROVIDERS AND SUPPLIERS FROM AND AGAINST ALL LOSSES, EXPENSES, DAMAGES AND COSTS, INCLUDING REASONABLE ATTORNEY’S FEES, RESULTING FROM ANY VIOLATION OF THIS AGREEMENT OR ANY ACTIVITY RELATED TO YOUR ACCOUNT (INCLUDING INFRINGEMENT OF THIRD PARTIES’ WORLDWIDE INTELLECTUAL PROPERTY RIGHTS OR NEGLIGENT OR WRONGFUL CONDUCT) BY YOU OR ANY OTHER PERSON ACCESSING PT STACK USING YOUR APP ACCOUNT.
9. Waiver, Release and Limitation of Liability
YOU AGREE THAT NEITHER PT STACK, NOR ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, INFORMATION PROVIDERS OR SUPPLIERS SHALL HAVE ANY LIABILITY TO YOU UNDER ANY THEORY OF LIABILITY OR INDEMNITY IN CONNECTION WITH YOUR USE OF PT STACK, THE APP, OR THE CONTENT. YOU HEREBY RELEASE AND FOREVER WAIVE ANY AND ALL CLAIMS YOU MAY HAVE AGAINST PT STACK, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, INFORMATION PROVIDERS OR SUPPLIERS (INCLUDING BUT NOT LIMITED TO CLAIMS BASED UPON THE NEGLIGENCE OF PT STACK, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, INFORMATION PROVIDERS OR SUPPLIERS) FOR LOSSES OR DAMAGES YOU SUSTAIN IN CONNECTION WITH YOUR USE OF PT STACK, THE SERVICE, OR THE CONTENT.
Your use of the App is solely at your own risk. You expressly acknowledge and agree that PT STACK shall not be responsible for any damage, loss, or injury to persons or property caused, or alleged to have been caused, directly or indirectly, by any instruction, information, product, or ideas provided, suggested or referenced on PT STACK, the App, or the Content. No advice or information, whether oral or written, obtained by you from PT STACK or through the App shall create any warranty not expressly made herein.
10. Third Party Rights
The provisions of paragraphs 8 (Indemnification) and 9 (Waiver, Release and Limitation of Liability) are for the benefit of PT STACK and its officers, directors, employees, agents, licensors, suppliers, and Information Providers. Each of these individuals or entities shall have the right to assert and enforce those provisions directly against you on its own behalf.
11. Copyright or Intellectual Property Infringement Notification
PT STACK respects the intellectual property rights of others. You can notify PT STACK of possible copyright infringement, and PT STACK will review all claims of copyright infringement received and remove content deemed to have been posted or distributed in violation of any such laws. To make a claim, please send the details to email@example.com
This Agreement shall be governed by and construed in accordance with the laws of the Republic of Ireland. You agree that any legal action or proceeding between PT STACK and you for any purpose concerning this exclusively in a court of competent jurisdiction sitting within the Republic of Ireland. Any cause of action or claim you may have with respect to PT STACK must be commenced within one (1) year after the claim or cause of action arises. PT STACK failure to insist upon or enforce strict performance of any provision of this Agreement shall not be construed as a waiver of any provision or right. No waiver of any term, provision or condition of this Agreement, whether by conduct or otherwise, in any one or more instances, shall be deemed to be, or shall constitute, a waiver of any other term, provision or condition hereof, whether or not similar, nor shall such waiver constitute a continuing waiver of any such term, provision or condition hereof. No waiver shall be binding unless executed in writing by the party making the waiver. This Agreement constitutes the complete and exclusive statement of the agreement between the parties with respect to the App and supersedes any and all prior or contemporaneous communications, representations, statements and understandings, whether oral or written, between the parties concerning the App. If any action in law or in equity is necessary to enforce the terms of this Agreement, the prevailing party will be entitled to reasonable fees of attorneys, accountants, and other professionals, and costs and expenses in addition to any other relief to which such prevailing party may be entitled. The provisions of this Agreement are severable, and in the event any provision hereof is determined to be invalid or unenforceable, such invalidity or unenforceability shall not in any way affect the validity or enforceability of the remaining provisions hereof. No provisions of this Agreement are intended, nor will be interpreted, to provide or create any third party beneficiary rights or any other rights of any kind in any user, client, customer, affiliate, or any party hereto or any other person unless specifically provided otherwise herein, and except as so provided, all provisions hereof will be personal solely between the parties to this Agreement; except that Sections 11, 12 and 13 is intended to benefit PT STACK and its officers, directors, employees, agents, licensors, suppliers, and Information Providers. PT STACK may assign its rights and duties under this Agreement to any party at any time without notice to you.
PT STACK may deliver notice to you under this Agreement by means of electronic mail, a general notice on PT STACK, or by written communication delivered by mail to your address on record in PT STACK’s account information. You may give notice to PT STACK at any time via electronic mail to PT STACK by emailing us at firstname.lastname@example.org