Terms and Conditions

TERMS AND CONDITIONS FOR CLASSES AND MEMBERSHIPS

(PLEASE SCROLL DOWN FOR TERMS AND CONDITIONS FOR BOXUNION DIGITAL)

Welcome to BoxUnion. These Terms and Conditions; Privacy Policy (“Terms and Conditions”) constitute a binding, contractual agreement between you and BoxUnion Holdings, LLC and its subsidiaries (“BoxUnion,” “we” or “us”) regarding your purchase or use of any BoxUnion membership or any BoxUnion class credits, class packages or other services at BoxUnion or any other location where BoxUnion provides such services.

A “Participant” is anyone who purchases a class credit or package from BoxUnion and/or anyone who attends a BoxUnion class or who receives any other service provided by us. A “Member” is anyone who purchases or possesses a Membership from BoxUnion. In these Terms and Conditions, “BoxUnion” refers to either BoxUnion or the classes/services offered by BoxUnion as appropriate.

These Terms and Conditions apply to Participants and Members. Every time you make a purchase from us or attend a class or receive any other service from BoxUnion, you acknowledge and accept these Terms and Conditions. If you do not agree to this, please refrain from using the BoxUnion Website or BoxUnion App (as defined below). Your continued use of the BoxUnion Website or BoxUnion App following the posting of changes to these terms will indicate your acceptance of those changes.

PLEASE NOTE THAT THESE TERMS AND CONDITIONS INCLUDE AN ARBITRATION AGREEMENT. EXCEPT FOR CERTAIN TYPES OF DISPUTES MENTIONED IN THAT CLAUSE, YOU AND BOXUNION AGREE THAT DISPUTES BETWEEN US WILL BE RESOLVED BY MANDATORY BINDING ARBITRATION, AND YOU WAIVE ANY RIGHT TO PARTICIPATE IN A CLASS ACTION LAWSUIT OR CLASS ARBITRATION.

Our contact information is as follows:

BoxUnion
1755 Ocean Avenue, Unit 104
Santa Monica, CA 90401
Telephone: 310.882.5508
Email: info@boxunion.com
RESERVATIONS AND CHARGES

BoxUnion offers various packages for classes, ranging from one to multiple classes per package and also offers various other services, including semi-private and private training sessions. Once a package is purchased, Participants will receive a class Credit in their account for each BoxUnion class purchased in the package. “Credit” refers to any credit to take a BoxUnion class, whether purchased or complimentary. All Participants and Members must create a BoxUnion account (“Account”) before taking a class.

All Participants must arrive 3 minutes prior to the start of class to guarantee their bag. We reserve the right to offer the reservation to another Participant if the booked Participant does not call ahead. Entry will not be granted if you are more than eight (8) minutes late.

CLASS CANCELLATION

Reserved classes may be cancelled without penalty 12 hours in advance of the scheduled class at www.BoxUnion.com (the “BoxUnion Website”) under My Account or through the BoxUnion mobile application (the “BoxUnion App”) on the Reserve or Reservation Details page. Each reservation not cancelled 12 hours in advance of the scheduled class will result in the forfeiture of the Credit used to reserve the class. (Please see below for the class cancellation policy for Memberships.)

WAITLIST

If no reservations are available for a particular class, Participants may join the waitlist. As spots become available, class reservations are offered by email or text (depending on when the reservation becomes available) to Participants on the waitlist on a first come, first served basis. If a Participant is offered and accepts a reservation off the waitlist but fails to attend the class, it will result in the forfeiture of the Credit used to reserve the class. (Please see below for the class cancellation policy for Memberships.)

EXPIRATION AND TRANSFERABILITY OF CREDITS

Credits have an expiration date as described in the Credit, package or promotion details provided at the time of purchase. Once purchased, the expiration date or period can also be found on the BoxUnion App or the BoxUnion Website. Credits are non-refundable and cannot be resold.

MEMBERSHIP

BoxUnion offers various memberships for unlimited BoxUnion classes. Specific details for each of the Memberships, including the commitment period, can be found on the BoxUnion Website and BoxUnion App and/or in the promotional details provided at the time of purchase. Memberships cannot be shared or transferred, and any attempt to share or transfer a Membership will result in cancellation of the Membership, at BoxUnion’s sole discretion, without a refund.

If a Member requests a Membership downgrade, the change will take effect on the billing date following the Member’s request. Membership dues will not be prorated or refunded based on the date of the Membership downgrade request.

If a Member requests a Membership upgrade, the Member will have immediate access to their upgraded membership. The Member will be charged a prorated amount for the remainder of the monthly billing cycle, and the Membership upgrade will be reflected in the Member’s next billing date.

Some Membership changes, such as change to the membership type, will cause the commitment period to restart.

MEMBERSHIP CANCELLATION POLICY

There is a 30-day cancellation policy for all memberships. If you would like to cancel your membership at any point, you must provide advance written notice and fill out a ‘Termination Request Form’ 30 days from your bill date. We will then process the form and cancel the auto renew membership. Membership dues will not be prorated based on the date of cancellation. Membership dues are non-refundable. We also have a freeze options available.

PAYMENTS

UNLESS OTHERWISE STATED BY BOXUNION IN WRITING, MEMBERSHIP CHARGES WILL BEGIN AT THE TIME OF PURCHASE AND RECUR MONTHLY UNTIL CANCELLED BY THE MEMBER IN ACCORDANCE WITH OUR MEMBERSHIP CANCELLATION POLICY. MEMBERSHIPS BEGIN AT THE TIME OF PURCHASE (AND NOT AT THE TIME OF MEMBER’S FIRST CLASS). THE MONTHLY DUES WILL BE CHARGED AUTOMATICALLY AND ON APPROXIMATELY THE SAME DAY OF THE MONTH THAT THE MEMBERSHIP COMMENCED AND ORIGINAL MEMBERSHIP PAYMENT WAS MADE (the “Billing Date”).

Billing Dates cannot be moved to a different day of the month. If payment does not process successfully, the Membership will automatically become inactive until payment is made. Any lost time that results from payment processing failures will not be reimbursed or credited.

Cancelling a Membership before the end of the commitment period does not relieve Member of payment through the commitment period.

BoxUnion reserves the right to increase its Membership dues from time to time, and will provide Members written notice in advance of any increase and the opportunity to cancel their Membership once the increase is instated. Members who choose to continue their Membership will be charged the increased dues in the next billing cycle after the increase has been implemented. Please note that the advanced written notice and opportunity to cancel does not apply to Memberships that have automatic rate increases as described at the time of purchase.

PAYMENT OBLIGATIONS OF MEMBERS AND PARTICIPANTS

Memberships and Credits are non-refundable. Members and Participants shall not be relieved of the obligation to make payments agreed to, and no deduction from or reimbursement of any payment shall be made, because of Member’s or Participant’s failure to use BoxUnion’s facilities. In other words, Members must continue to pay the rate agreed upon for the duration of the Membership regardless of the number of classes attended. Participants will not be reimbursed or credited any unused Credits in the period allotted for the class package purchased. BoxUnion reserves the right to increase its Membership dues or class/package prices from time to time.

FORM OF PAYMENT

We accept MasterCard, Visa, and American Express. Cash payments may only be made at BoxUnion. Payments for Membership dues or classes may not be split between multiple cards, and processed payments may not be refunded in order to charge payment to a different card. Members and Participants maintain full control and privacy over their account at all times.

Once you have provided us with and agreed to store your credit card information on the BoxUnion Website or the BoxUnion App, you do not need to have your physical credit card on hand to make in-studio purchases. Your in-studio purchases can be applied to the credit card you entered on the BoxUnion Website or the BoxUnion App.

RETURNED PAYMENT PENALTY

Members and Participants will automatically be charged any bank fee imposed on BoxUnion, plus a processing fee of up to $25, for any returned payment due to closed accounts, insufficient funds, or other reason. If this occurs, BoxUnion retains the right to collect the current and past due balances in any month after the returned payment.

DISPUTED CHARGE PENALTY

In the event that a Member or Participant initiates a credit card dispute that is subsequently resolved in BoxUnion’s favor, BoxUnion shall have the right to charge the Member or Participant up to $50 per occurrence. Members or Participants who dispute a valid charge for a late cancellation or no-show will be subject to this $50 fee.

CHANGE IN OPERATING HOURS/TEMPORARY CLOSING OF FACILITY

As a result of repair, maintenance, special occasions or events, holidays, acts of God (such as an earthquake), or for other reasons, BoxUnion may elect to restrict the use of or temporarily close its facilities or activities from time to time. There will be no reduction, suspension or reimbursement of Membership dues during such time nor extension of a Membership period as a result of any temporary closing. Also, hours of operation may be amended from time to time, and certain facilities, services or programs may be added or eliminated from time to time, at BoxUnion’s sole discretion. For questions or specific issues about the closure of BoxUnion facilities and use of Credits, email info@boxunion.com.

OFFERINGS FOR MEMBERS AND PARTICIPANTS

SPECIAL PROMOTIONS/OFFERS

From time to time, BoxUnion may offer special promotions or offers. When such promotions or offers arise, please refer to the specific promotion details for any terms that may differ from these Terms and Conditions.

STUDENT, TEACHER AND MILITARY CREDITS

From time to time, BoxUnion offers discounted classes to students, teachers, and members of the military, subject to eligibility restrictions and conditions that are subject to change. Students, teachers, and members of the military who are interested in receiving these discounts must provide BoxUnion with the proof requested by BoxUnion to verify status. Student, teacher, and military class Credits are non-transferable and cannot be used to reserve a class for anyone other than the intended student, teacher or military recipient whose status has been verified by BoxUnion. BoxUnion reserves the right, from time to time, to verify eligibility for student, teacher, or military status.

CONDUCT, RISKS AND SAFETY

CONDUCT

Members and Participants shall not use the BoxUnion studio, service or equipment in such a way as to endanger the health or safety of themselves or others. Members and Participants shall be responsible for any property damage or personal injury caused by themselves or their guests. Members and Participants agree not to violate any laws while in BoxUnion facilities.

REVOCATION OF MEMBERSHIPS AND CREDITS

BoxUnion, in its sole discretion, may revoke Memberships or Credits at any time and without refund, in the event that a Member or Participant engages in behavior that is unsafe or objectionable to any other Member, Participant or staff, or for reasons of nuisance or disturbance to any other Member, Participant or staff, moral turpitude, fraud, personal hygiene or attire. BoxUnion also reserves the right, in its sole discretion, to require a Member or Participant to leave for the day if, in BoxUnion’s reasonable judgment, a Member or Participant poses a health or safety risk, or is disturbing or is likely to disturb any other Member, Participant or staff.

MEDICAL RECOMMENDATIONS AND DISCLAIMER

Members and Participants should consult with their physician or have a physical examination before using any of BoxUnion’s facilities or enrolling in any classes, especially if the Member or Participant is elderly, pregnant, has a prior injury, has a history of heart disease, high blood pressure or other chronic illness, is unaccustomed to physical exertion or has other physical limitations. Members and Participants acknowledge that BoxUnion makes no claims as to medical or fitness results that can or may be obtained through use of the BoxUnion’s facilities, equipment or services. BoxUnion has neither suggested nor will suggest any medical treatment to Members or Participants. Only licensed medical professionals are qualified to give medical advice.

HEALTH WARRANTY

Members and Participants represent that: (1) there are no medical or physical conditions that would preclude their use of BoxUnion’s facilities; (2) they have not been instructed by any physician not to use BoxUnion’s facilities, equipment, services, or similar equipment or services; and (3) they are in good health and have no disability, impairment, injury, disease or ailment preventing them from engaging in active or passive exercise or which could cause increased risk of injury or adverse health consequences as a result of exercise. Members and Participants acknowledge that if they have any chronic disabilities or conditions, they are at risk in using BoxUnion’s classes and facilities, and should not be participating in any classes.

ACTIVITY RISKS

Any strenuous athletic or physical activity involves certain risks. Members, Participants and their guests assume the risk of any and all accidents or injuries of any kind that may be sustained by, or in connection with, use of BoxUnion’s facilities. BoxUnion cannot guarantee that any facility or equipment is free of risk. Members and Participants agree to exercise care in the use of BoxUnion’s facilities, equipment and services to protect against accidents.

LOSS OF PROPERTY

Members and Participants are urged not to bring valuables onto BoxUnion premises and, if they choose to do so, to keep valuables with themselves at all times. BoxUnion shall not be liable for the disappearance, loss, theft of or damage to personal property (including money, jewelry, or other valuables), including items left in lockers.

ACCOUNT PROTECTION

Members and Participants may not let others use their BoxUnion username or password. If a Member or Participant allows another person to use their Member ID or password to book and/or attend classes, BoxUnion, in its sole discretion, reserves the right to revoke or suspend Member’s Membership or Participant’s Credits.

WAIVER, RELEASE AND INDEMNITY

All Members, Participants and their guests are required to sign a waiver prior to participating in any classes at BoxUnion.  By signing up for and/or attending classes, semi-private and private trainings, events, activities, and other programs and using the premises, facilities and equipment, at BoxUnion or any other location where BoxUnion is providing services, Members and Participants acknowledge on behalf of themselves, their heirs, personal representatives and/or assigns, that there are certain inherent risks and dangers in boxing and exercise equipment in association with the classes and facilities. Members and Participants acknowledge that some of these risks cannot be eliminated regardless of the care taken to avoid injuries. Members and Participants also acknowledge that the specific risks vary from one activity to another, but range from (1) minor injuries such as scratches, bruises, and sprains; (2) major injuries such as eye injury or loss of sight, joint or back injuries, heart attacks, and concussions; and (3) catastrophic injuries including paralysis and death. At all times, Members and Participants shall comply with all stated and customary terms, posted safety signs, rules, and verbal instructions given to you by staff. If in the subjective opinion of the BoxUnion staff, you would be at physical risk participating in BoxUnion’s classes, Members and Participants understand and agree that they may be denied access to the classes and facilities until they furnish BoxUnion with an opinion letter from your medical doctor, at your sole cost and expense, specifically addressing BoxUnion’s concerns and stating that BoxUnion’s concerns are unfounded. In consideration of being allowed to participate in and access the classes and facilities, Members and Participants hereby (1) agree to assume full responsibility for any and all injuries or damage which are sustained or aggravated by you in relation to the classes and facilities, and (2) release, indemnify, and hold harmless BoxUnion, its direct and indirect parent, subsidiary affiliate entities, and each of their respective officers, directors, members, employees, shareholders, representatives and agents, and each of their respective successors and assigns and all others, from any and all responsibility, claims, actions, suits, procedures, costs, expenses, damages, and liabilities to the fullest extent allowed by law arising out of or in any way related to participation in the classes or use of the facilities.

ADDITIONAL GENERAL PROVISIONS

LOCKERS & CUBBIES

Lockers and cubbies are provided solely for the benefit and convenience of the members. BoxUnion staff will remove (and may discard) any articles left in a locker overnight.

CELLPHONES

Cellphones must be turned off and stored when in the studio unless prior permission has been granted by a studio manager due to exceptional circumstances.

PETS AND BICYCLES

Pets (excluding registered service pets) and bicycles (including skateboards, scooters, roller skates, rollerblades, hoverboards and other similar methods of transportation) are not permitted in BoxUnion facilities, unless otherwise stated by the studio.

DRESS CODE

Proper athletic attire, including closed-in sports shoes, are required and must be worn at all times. Boxing gloves are available to rent or purchase and wraps are available to purchase. BoxUnion reserves the right to make the final determination in its sole discretion with regard to appropriate attire.

INDEPENDENT CONTRACTORS

From time to time, BoxUnion may make the services of independent contractors available to Members, Participants, or their guests. BoxUnion does not warrant or guarantee the quality of these services.

GUEST RULES

Guests are permitted in BoxUnion studio but only pursuant to such rules, fees and schedules as then may be in effect, including these Terms and Conditions. All guests must register at the front desk, with valid identification, and sign BoxUnion’s standard liability waiver form.

SPECIAL EVENTS

BoxUnion may from time to time reserve the use of its facilities for special events, competitions and private functions.

CHILDREN’S USE

Anyone under the age of 18 needs to get a parent or guardian to sign a waiver in person. BoxUnion does not accept the online registration of minors; please do not attempt to register on the BoxUnion Website or BoxUnion App if you are under the age of 18. Children 13-15 years of age may attend class with a parent or guardian present in the class. Children under 13 are not permitted unless participating in a class designed for children. If BoxUnion discovers that personal information has been submitted by a minor without a signed waiver, BoxUnion reserves the right to delete such information. BoxUnion does not seek or share personal information from minors through the BoxUnion Website or the BoxUnion App.

NON-DISCRIMINATION

BoxUnion does not discriminate against any person because of gender, race, creed, age, color, sexual orientation, national origin or ancestry with respect to participation in BoxUnion classes or activities.

PHOTOGRAPHY AND VIDEO

Members and Participants grant BoxUnion permission to use their likeness in a photograph and/or video in any and all publications and materials without payment or consideration made to them. Members and Participants realize these photos and/or videos become the property of BoxUnion and will not be returned. Members and Participants authorize BoxUnion to use, edit, copy, publish or exhibit any photo or video for any lawful purpose. Members and Participants waive the right to review any photo or video or to obtain royalties from the photo or video.  Please Note: Photos and videos will be taken throughout the day and some photographs/videos will be posted on our BoxUnion Website, BoxUnion App and other materials. Please let the staff of BoxUnion know if you do not wish to have your picture/video made public.
INTELLECTUAL PROPERTY RIGHTS; LINKS TO THIRD PARTY WEBSITES AND CO-BRANDED WEBSITES

The trademarks and trade dress of BoxUnion are proprietary to BoxUnion and may not be used by you for any reasons other than as expressly permitted by these terms.  All BoxUnion Website and BoxUnion App content, design, text, graphics, and interfaces; the collection, selection, and arrangement thereof, and all software are property of, or duly licensed to, BoxUnion. You have the right to view, electronically copy, and print in hard copy portions of the BoxUnion Website and BoxUnion App for the sole purpose of making class reservations, purchases, or other personal use.

Any other use of materials on the BoxUnion Website or BoxUnion App, including modification, distribution, or reproduction for purposes other than those noted above, without the prior written permission of BoxUnion, is strictly prohibited.

You acknowledge that BoxUnion and/or third party content providers remain the owners of all BoxUnion Website and BoxUnion App materials, and that you do not acquire any of those ownership rights by downloading, copying, or using any such material in accordance with these Terms and Conditions.  BoxUnion may discontinue or remove the BoxUnion Website or BoxUnion App, or any portion thereof, or discontinue your right to use the BoxUnion Website or BoxUnion App, or any portion thereof, at any time.

The BoxUnion Website or BoxUnion App may contain links to third party websites, however, please be aware that BoxUnion is not responsible for and cannot control these other websites.  The BoxUnion Website or BoxUnion App may contain links to co-branded websites that are maintained by third parties by agreement with BoxUnion.  BoxUnion makes no representations whatsoever about any other website. When you access any other websites, even one that may contain the BoxUnion logo, please understand that it is independent from BoxUnion, and that BoxUnion may have no control over the content on that website. In addition, a link to another website does not mean that BoxUnion endorses or accepts any responsibility for the content, or the use, of such website. It is up to you to take precautions to ensure that whatever website you select for your use is free of viruses, contamination or other items of a destructive nature.

ENFORCEMENT

If any provision of this agreement is held to be invalid or unenforceable by a court of competent jurisdiction, such holding shall not affect the validity or enforceability of any other provisions of this agreement, which shall remain in full force and effect, and the provisions held invalid or unenforceable shall be deemed modified so as to give such provisions the maximum effect permitted by applicable law.

ARBITRATION AGREEMENT; CLASS WAIVER

PLEASE READ THE FOLLOWING ARBITRATION AGREEMENT CAREFULLY BECAUSE IT REQUIRES YOU AND BOXUNION TO AGREE TO RESOLVE ALL DISPUTES THROUGH BINDING INDIVIDUAL ARBITRATION, UNLESS OTHERWISE NOTED.

A. Applicability of Arbitration Agreement. All claims and disputes (excluding claims for injunctive or other equitable relief as set forth below) in connection with these Terms and Conditions which cannot be resolved informally or in small claims court shall be resolved, to the extent permitted by applicable law, by binding arbitration on an individual basis under the terms of this Arbitration Agreement. This Arbitration Agreement applies to you and BoxUnion, its direct and indirect parent, subsidiary affiliate entities, and each of their respective officers, directors, members, employees, shareholders, representatives and agents, and each of their respective successors and assigns, as well as all authorized or unauthorized users or beneficiaries of services or goods provided under these Terms and Conditions.

B. Notice Requirement and Informal Dispute Resolution. Before either party may seek arbitration, the party must first send to the other party a written Notice of Dispute (“Notice”) describing the nature and basis of the claim or dispute, and the requested relief. A Notice to BoxUnion should be sent to: BoxUnion, 1755 Ocean Avenue, Unit 104, Santa Monica, CA 90401, Attention: Legal. After the Notice is received, you and BoxUnion may attempt to resolve the claim or dispute informally. If you and BoxUnion do not resolve the claim or dispute within 30 days after the Notice is received, either party may begin an arbitration proceeding. The amount of any settlement offer made by any party may not be disclosed to the arbitrator until after the arbitrator has determined the amount of the award, if any, to which either party is entitled.

C. Arbitration Rules. Arbitration shall be initiated through the American Arbitration Association (“AAA”), an established alternative dispute resolution provider (“ADR Provider”) that offers arbitration as set forth in this section. If AAA is not available to arbitrate, the parties shall agree to select an alternative ADR Provider. The rules of the ADR Provider shall govern all aspects of this arbitration, including but not limited to the method of initiating and/or demanding arbitration, except to the extent such rules are in conflict with these Terms and Conditions. The AAA Consumer Arbitration Rules (“Arbitration Rules”) governing the arbitration are available online at www.adr.org or by calling the AAA at 1-800-778-7879. The arbitration shall be conducted by a single, neutral arbitrator. Any claims or disputes where the total amount of the award sought is less than ten thousand U.S. Dollars (US $10,000.00) may be resolved through binding non-appearance-based arbitration, at the option of the party seeking relief. For claims or disputes where the total amount of the award sought is ten thousand U.S. Dollars (US $10,000.00) or more, the right to a hearing will be determined by the Arbitration Rules. Any hearing will be held in the city of Los Angeles, California, unless the parties agree otherwise. Any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction.

D. Additional Rules for Non-Appearance Based Arbitration. If non-appearance arbitration is elected, the arbitration shall be conducted by telephone, online, and/or based solely on written submissions; the specific manner shall be chosen by the party initiating the arbitration. The arbitration shall not involve any personal appearance by the parties or witnesses unless otherwise mutually agreed by the parties.

E. Authority of Arbitrator. If arbitration is initiated, the arbitrator will decide the rights and liabilities, if any, of you and BoxUnion, and the dispute will not be consolidated with any other matters or joined with any other cases or parties. The arbitrator shall have the authority to grant motions dispositive of all or part of any claim. The arbitrator shall have the authority to award monetary damages and to grant any non-monetary remedy or relief available to an individual under applicable law, the AAA Rules, and these Terms and Conditions. The arbitrator shall issue a written award and statement of decision describing the essential findings and conclusions on which the award is based, including the calculation of any damages awarded. The arbitrator has the same authority to award relief on an individual basis that a judge in a court of law would have. The award of the arbitrator is final and binding upon you and BoxUnion.

F. Waiver of Class or Consolidated Actions. ALL CLAIMS AND DISPUTES WITHIN THE SCOPE OF THIS ARBITRATION AGREEMENT MUST BE ARBITRATED OR LITIGATED ON AN INDIVIDUAL BASIS AND NOT ON A CLASS BASIS, AND CLAIMS OF MORE THAN ONE CUSTOMER OR USER CANNOT BE ARBITRATED OR LITIGATED JOINTLY OR CONSOLIDATED WITH THOSE OF ANY OTHER CUSTOMER OR USER.

G. Severability. If any part or parts of this Arbitration Agreement are found under the law to be invalid or unenforceable by a court of competent jurisdiction, then such specific part or parts shall be of no force and effect and shall be severed, and the remainder of the Arbitration Agreement shall continue in full force and effect.

H. Right to Waive. Any or all of the rights and limitations set forth in this Arbitration Agreement may be waived by the party against whom the claim is asserted. Such waiver shall not waive or affect any other portion of this Arbitration Agreement.

I. Survival of Agreement. This Arbitration Agreement will survive the termination of your relationship with BoxUnion.

J. Small Claims Court. Notwithstanding the foregoing, either you or BoxUnion may bring an individual action in small claims court.

K. Equitable Relief. Notwithstanding the foregoing, either party may seek equitable relief before a court of competent jurisdiction for the alleged unlawful use of copyrights, trademarks, trade names, logos, trade secrets, or patents or emergency equitable relief before a court of competent jurisdiction in order to maintain the status quo pending arbitration. A request for interim measures shall not be deemed a waiver of any other rights or obligations under this Arbitration Agreement.

GOVERNING LAW, VENUE AND JURISDICTION

To the extent the parties are permitted under these Terms and Conditions to initiate litigation in court, both you and BoxUnion agree that all claims and disputes, including statutory claims and disputes, arising out of or relating to these Terms and Conditions shall be governed in all respects by the substantive law of the state of California, without regard to its conflict of law principles. You and BoxUnion hereby consent to submit to the jurisdiction of the federal and state courts sitting in the State of California for any actions, suits or proceedings arising out of or relating to these Terms and Conditions that are not subject to the Arbitration Agreement.

ENTIRE AGREEMENT

These Terms and Conditions and any other rules, policies and regulations of BoxUnion as revised from time to time, constitute the entire and exclusive agreement between the parties, and supersede all prior promises, representations, understandings and/or agreements. This agreement may be modified only by an instrument in writing and only by BoxUnion.

PRIVACY POLICY

BoxUnion understands the importance of privacy, and we want you to be as comfortable as possible using our BoxUnion Website, BoxUnion App and other services. Please read this privacy policy before using the site or submitting any personal information. By using the site, you are accepting the practices described in this privacy policy. These practices may change, but any changes will be posted and changes will only apply to activities and information on a “going forward” basis. You are encouraged to review the privacy policy whenever you visit the site to make sure that you understand how any personal information you provide will be used. Note: the privacy practices set forth in this privacy policy are for this BoxUnion Website and BoxUnion App only. If you link to other websites, please review the privacy policies posted at those sites.

COLLECTION OF INFORMATION

We collect certain personal information, such as names, postal and email addresses, credit card information etc., when voluntarily submitted by our Members and Participants. The information you provide is used to fulfill your specific request, to improve the experience on our BoxUnion Website and BoxUnion App, and to ensure a successful experience at BoxUnion.  BoxUnion may also log non-personally-identifiable information including IP address, profile information, aggregate user data, and browser type, from users of the site. This data is used to manage the BoxUnion Website and BoxUnion App, track usage and improve the BoxUnion Website and BoxUnion App services. This non-personally- identifiable information may be shared with third parties to provide more relevant services and advertisements to users. User IP addresses are also recorded for security and monitoring purposes. We may also record information about your usage, such as when you use the BoxUnion Website and BoxUnion App. If you are logged in, we may associate that information with your account. We may use clear gifs (a.k.a. “web beacons”) in html- based emails sent to our users to track which emails are opened by recipients. We may also use a user’s email address to send updates, a newsletter or news regarding BoxUnion. Users may elect not to receive these emails by following opt-out instructions. BoxUnion reserves the right to send you important notices about your account even if you opt out of all voluntary email notifications.

Closed circuit security cameras BoxUnion takes safety and security very seriously.  For this reason, we use closed circuit security cameras within our facility.

Cookie/tracking technology This BoxUnion Website or BoxUnion App may use cookie and tracking technology. Cookie and tracking technology are useful for gathering information such as browser type and operating system, tracking the number of visitors to the BoxUnion Website or BoxUnion App, and understanding how visitors use the BoxUnion Website and BoxUnion App. Cookies can also help customize our BoxUnion Website and BoxUnion App for visitors. Personal information cannot and will not be collected via cookies and other tracking technology; however, if you previously provided personally identifiable information, cookies may be tied to such information. Aggregate cookie and tracking information may be shared with third parties.

Distribution of information When necessary, BoxUnion may share information with governmental agencies or other third parties assisting us in fraud prevention or the investigation of fraudulent or criminal activity. We may do so when: (i) permitted or required by law; (ii) trying to protect against or prevent actual or potential fraud or unauthorized transactions; or (iii) when investigating fraud which has already taken place. Your information is not provided to these companies for marketing purposes.

Commitment to data security we will keep your personal information secure at all times. Only authorized employees, agents and contractors (who have agreed to keep information secure and confidential) will have access to this information. All marketing emails and newsletters from the BoxUnion site allow you to opt out of further marketing mailings. We use industry-standard efforts to safeguard the confidentiality of your personal information (such as firewalls and secure sockets layer software) where appropriate. Nevertheless, absolute security does not yet exist on the internet.

CHANGES

We encourage you to refer to these Terms and Conditions on an ongoing basis as our policies are subject to change.  Occasional changes may be made to this document as new services and content are added to the BoxUnion Website and/or BoxUnion App to reflect changes in BoxUnion’s policies. These Terms and Conditions may be revised at any time by updating this posting.  By using the BoxUnion Website and/or BoxUnion App, you agree to be bound by any such revisions. Users of the BoxUnion Website and BoxUnion App are encouraged to check this document periodically to stay informed of current privacy and other BoxUnion guidelines.

 

TERMS AND CONDITIONS FOR BOXUNION DIGITAL

Last Updated: April 10, 2020

 

PLEASE READ THIS LEGAL DOCUMENT CAREFULLY. BoxUnion Holdings, LLC (together with our subsidiaries and affiliates, “BoxUnion”, “we”, or “us”) provides an online fitness community and related products, services, content and features through BoxUnion websites including digital.boxunion.com (the “BoxUnion Site(s)”), and through mobile, desktop, or device applications (including iOS and Android applications (“Apps”)) and BoxUnion-controlled social media pages (including on Facebook, Instagram, and Twitter). To make these Terms easier to read, the BoxUnion Sites and Apps, along with the BoxUnion-controlled social media pages are collectively called the “BoxUnion Service” or the “Services”. By registering as a member or by visiting, browsing, or using the BoxUnion Service in any way, you (as a “user”) accept and agree to be bound by these Terms of Service (“Terms”), which forms a binding agreement between you and BoxUnion.

 

PLEASE READ: THESE TERMS CONTAIN A BINDING ARBITRATION PROVISION AND CLASS ACTION WAIVER (SECTION 17). READ CAREFULLY, INCLUDING YOUR RIGHT, IF APPLICABLE, TO OPT OUT OF ARBITRATION. EXCEPT FOR CERTAIN TYPES OF DISPUTES DESCRIBED IN SECTION 17 BELOW, OR WHERE PROHIBITED BY LAW, BY ENTERING INTO THESE TERMS YOU EXPRESSLY AGREE THAT DISPUTES BETWEEN YOU AND BOXUNION WILL BE RESOLVED BY BINDING, INDIVIDUAL ARBITRATION, AND YOU HEREBY WAIVE YOUR RIGHT TO PARTICIPATE IN A CLASS ACTION LAWSUIT OR CLASS-WIDE ARBITRATION.

 

If you do not wish to be bound by these Terms, you may not access or use the BoxUnion Service. Certain elements of the BoxUnion Service may be subject to additional terms and conditions specified from time to time; your use of those elements of the BoxUnion Service is subject to those additional terms and conditions, which are incorporated into these Terms by this reference.

1. Who May Use the BoxUnion Service

Age Requirement. You must be at least 18 years old, or the age of legal majority in your jurisdiction of residence, to register with and use the BoxUnion Service. However, minors may participate in live and on-demand classes, provided that (i) they and their parent/guardian have read these Terms, including the Safety Warnings (Section 15); and (ii) their parent/guardian is supervising their activities during BoxUnion live and on-demand classes.

 

We may, in our sole discretion, refuse to offer the BoxUnion Service to any person or entity and change the eligibility criteria at any time. You are solely responsible for ensuring that these Terms are in compliance with all laws, rules and regulations applicable to you, and the right to access and use the BoxUnion Service is revoked where these Terms or use of the BoxUnion Service is prohibited or conflicts with any applicable law, rule or regulation. Further, the BoxUnion Service is offered only for your personal, non-commercial use, and not for the use or benefit of any third party.

 

2. License to Use the BoxUnion Service

License. Subject to your compliance with these Terms and solely for so long as you are permitted by us to access and use the BoxUnion Service, BoxUnion grants you a limited, non-transferable, non-exclusive, revocable right and license to access and use the BoxUnion Service for your own personal, non-commercial purposes, a right which may not be assigned or sublicensed to anyone. This license includes the right to view Content (defined below) available on the BoxUnion Service for your personal, non-commercial home use only. This license grant is subject to you agreeing to and abiding by all Intellectual Property and DMCA terms and conditions, included as part of these Terms. This license will remain in effect unless and until you violate these Terms or this license is terminated by you or BoxUnion.

 

Restrictions. Except as expressly permitted in writing by an authorized representative of BoxUnion, you will not reproduce, redistribute, sell, transfer, create derivative works from, decompile, reverse engineer, or disassemble the BoxUnion Service, nor will you take any measures to interfere with or damage the BoxUnion Service. Unless otherwise specified, copying or modifying any Content or using Content for any purpose other than your personal, non-commercial use of the BoxUnion Service, including use of any such Content on any other website or networked computer environment, is strictly prohibited. All rights not expressly granted by BoxUnion in these Terms are reserved.

 

3. Privacy

Our Privacy Policy forms a part of these Terms. Please review the Privacy Policy to learn about:

• What information we may collect about you;
• What we use that information for; and
• With whom we share that information.

 

4. Membership Requirements Registration

To enjoy full access to the BoxUnion Service, you must register as a member of the BoxUnion Service and enter into a subscription agreement for access to our live and on-demand classes, Content and features (a “Subscription”). You must provide complete and accurate registration information to BoxUnion, complete the Subscription process, and notify us if any of your information changes. If you fail to keep your account information up to date, we may have to suspend or terminate your Subscription.

 

In-Studio Classes and Membership. Participation in our in-studio live classes is subject to additional fees that are separate from the Subscription fees for BoxUnion’s online Content. You must have an account registered on our studio website in order to sign up for in-studio classes and/or purchase studio memberships, but you are not required to have a Subscription. Additional information about our in-studio class packs and memberships is available on our studio website.

 

Profile Information and Picture. You may not use someone else’s name, or any name, location, other public profile information or image that violates any third party rights, is against the law, or that is offensive, obscene or otherwise objectionable (in BoxUnion’s sole discretion).

 

Account Security. You are responsible for all activity that occurs under your account, including any activity by unauthorized users. You may not allow others to use your account. You must safeguard the confidentiality of your password, and if you are using a device that others have access to, log out of your account after using the BoxUnion Service. If you become aware of an unauthorized access to your account, change your password and notify our Support team immediately.

 

5. Membership Structure and Fees

BoxUnion will provide information on its then-current Subscription requirements on the BoxUnion Site and/or by other means through the BoxUnion Service. Features and prices are subject to change.

 

• Membership Coverage. By purchasing a Subscription you will get full and unlimited access to all of BoxUnion’s available classes, content available on the BoxUnion Service, for as long as the Subscription remains active.
• The account holder of the Subscription will be the person who activated the Subscription on the device(s) or in the Apps to which the Subscription is attached (the “Subscription Holder”). We may impose restrictions on the number of streams that can occur simultaneously under a single Subscription. The Subscription Holder is responsible for all activity of all users under their Subscription.
• Billing Cycles and Auto-Renewal. Subscriptions recur on a monthly or annual basis until they are canceled in accordance with these Terms. Billing occurs at the beginning of the Subscription cycle and provides access for one month or one year thereafter depending on your choice of monthly or annual billing. By purchasing a Subscription, you acknowledge that your Subscription has recurring payment features and you accept responsibility for all recurring payment obligations prior to cancellation of your Subscription by you or BoxUnion. To change or terminate your Subscription, go to your account settings or contact us at digital@boxunion.com.

 

• Amount to be Charged. Subscription Holders agree to pay the monthly or annual fee specified when you purchased your Subscription (plus any applicable taxes and other charges). If the amount to be charged varies from the amount you pre-authorized (other than due to the imposition of, or change in, applicable sales tax), you have the right to receive, and we will provide, notice of the amount to be charged and the date of the charge before the scheduled date of the transaction, unless applicable law requires you to expressly consent to the change in price. Any agreement you have with your payment provider governs your use of your specified payment method. You agree that we may accumulate charges incurred and submit them as one or more aggregate charges during or at the end of each billing cycle. Your failure to terminate and/or continued use of your Subscription reaffirms that we are authorized to charge you for that Subscription. We may submit those charges for payment and you will be responsible for such charges. This does not waive our right to seek payment directly from you.
• Billing Authorization. You may be asked to provide a payment method (such as a credit, charge or debit card number) that we accept in order to activate your Subscription, along with other payment information. You represent and warrant that you have the legal right to use all payment method(s) that you provide to us. Your authorizations in this section also apply to our payment processors and any other companies who act as billing agents for us. You hereby authorize us to charge your specified payment method on a monthly or annual basis, in advance, for your Subscription(s) and/or to place a hold on your payment method with respect to any unpaid charges for your Subscription(s). You authorize the issuer of your selected payment method to pay any amounts described herein without requiring a signed receipt, and you agree that these Terms shall be accepted as authorization to the issuer of the payment method to pay any amounts described herein, without requiring a signed receipt from you. You authorize us to continue to attempt to charge and/or place holds with respect to all sums described herein, or any portion thereof, to your payment method until such amounts are paid in full. You agree to provide updated payment information upon request and any time the information you previously provided is no longer valid. You acknowledge and agree that neither BoxUnion, nor any BoxUnion agent, will have any liability whatsoever for any insufficient funds or other charges incurred by you as a result of attempts to charge, and/or place holds on, your specified payment method as contemplated by these Terms. If you provide a debit card number instead of a credit card number, you authorize all charges described herein to be applied to such debit card unless and until you provide a credit card number.
• Third-Party Payment Processors. You agree to pay us, through our payment processors, all charges at the prices then in effect for any purchase in accordance with the applicable payment terms presented to you at the time of purchase. You agree to make payment using the payment method you provide when you set up your account. We reserve the right to correct, or to instruct our payment processors or financing partners to correct, any errors or mistakes, even if payment has already been requested or received.
• Prepaid Periods. You may be given the opportunity to prepay for a period of one or more months of your Subscription. At the conclusion of a prepaid period, unless you cancel prior to renewal, and to the extent permitted by applicable law, your Subscription will automatically continue on a month-to-month basis at the then-existing non-promotional price for your Membership level.
• Free Trial; Other Offers. BoxUnion may offer additional promotions or discounts related to Subscriptions from time to time. Please read the details of those offers carefully, as any additional terms presented to you during the signup process will form part of these Terms. Unless specified in writing, all discount offers that require a payment are non-refundable. Any free trial or other promotion must be used within the specified time frame of the trial or promotion. You may be required to have a valid payment method on file in order to initiate a free trial; in this case, if you do not cancel before your free trial period ends, your account will be converted to a paid Subscription and will be charged in accordance with these Terms.

 

4. Termination; Account Deletion

Term. These Terms begin on the date you first use the BoxUnion Service and continue as long as you have an account with us and/or continue to use the BoxUnion Service.

 

Cancellation of Subscription. If you terminate your Subscription, you may use your Subscription until the end of the then-current period and your Subscription will not be renewed after that period expires. However, you won’t be eligible for a prorated refund of any portion of the Subscription fee paid for the then-current Subscription period.

 

Termination. BoxUnion may, in BoxUnion’s sole discretion, suspend, disable, or delete your account (or any part thereof) or block or remove any User Content (defined below) that you submitted, for any lawful reason, including if BoxUnion determines that you have violated these Terms or that your conduct or User Content would tend to damage BoxUnion’s reputation or goodwill. If BoxUnion deletes your account, you may not re-register for or use the BoxUnion Service under any other user name or profile. BoxUnion may block your access to the BoxUnion Service to prevent re-registration.

 

Effect of Termination / Account Deletion. If your Subscription is terminated, BoxUnion has the right to immediately delete all data, files, and other information stored in or for your account without further notice to you. You must pay all charges up to and including the date of termination. Upon termination of these Terms all licenses granted by BoxUnion will terminate. The following sections survive termination: Privacy (Section 3), User Content (Section 5), Proprietary Rights (Section 7), Indemnification (Section 11), No Warranties (Section 13), Limitation of Liability (Section 14), Safety Warnings (Section 15), Governing Law and Disputes (Section 16), Dispute Resolution and Binding Arbitration (Section 17), and all general provisions. In the event of account deletion for any reason, User Content may no longer be available and BoxUnion is not responsible for the deletion or loss of such User Content. For clarity, if you cancel your Subscription or it is terminated for any reason, you will lose access to all live and on-demand classes and any other Content or features provided through the BoxUnion Service. BoxUnion, in its sole discretion, may make available a very limited amount of Content or features to non-subscribers from time to time, and any use of that Content is governed by these Terms.

 

5. User Content

“Content” means text, graphics, images, music, software, audio, video, works of authorship of any kind, and information or other materials that are posted, generated, provided or otherwise made available through the BoxUnion Service; and (ii) ”User Content” means any content that users (including you) provide to be made available through the BoxUnion Service. Content includes, without limitation, User Content.

 

Any User Content, whether publicly posted or privately transmitted, is the sole responsibility of the person who originated such User Content. You represent that all User Content submitted by or on behalf of you is accurate, complete, up-to-date, and in compliance with these Terms and with all applicable laws, rules and regulations. You acknowledge that all Content, including User Content, accessed by you using the BoxUnion Service is at your own risk and you will be solely responsible for any damage or loss to you or any other party resulting therefrom. To the full extent permitted by law, we make no representations, warranties or guarantees with respect to any Content that you access on or through the BoxUnion Service.

 

As between you and BoxUnion, you represent that you own (or have all rights necessary to grant BoxUnion the rights below to) all User Content that you submit to the BoxUnion Service, and that BoxUnion will not need to obtain licenses from any third party or pay royalties to any third party in order to use such User Content. You grant BoxUnion a worldwide, perpetual, irrevocable, non-exclusive, sublicensable (through multiple tiers), transferable royalty-free license and right to use, copy, transmit, distribute, publicly perform and display (through all media now known or later created), edit, modify, and make derivative works from your User Content (including, without limitation, translations) for any purpose whatsoever, commercial or otherwise, without compensation to you. In addition, you waive any so-called “moral rights” or rights of privacy or publicity in your User Content. You further grant all users of the BoxUnion Service permission to view your User Content for their personal, non-commercial purposes. If you make suggestions to BoxUnion or through the BoxUnion Service about improving or adding new features or products to the BoxUnion Service or you otherwise provide feedback, product or service reviews or testimonials, you hereby grant to BoxUnion a worldwide, perpetual, irrevocable, non-exclusive, sublicensable (through multiple tiers), transferable royalty-free license and right to use, copy, modify, create derivative works based upon and otherwise exploit your suggestions, feedback, reviews and testimonials for any purpose (including for marketing), without any notice, compensation or other obligation to you.

 

You can remove your User Content by specifically deleting it. However, in certain instances, some of your User Content (such as posts or comments you make) may not be completely removed and copies of your User Content may continue to exist on the BoxUnion Service. We are not responsible or liable for the removal or deletion of (or the failure to remove or delete) any of your User Content.

 

6. Copyright Complaints

If you believe that your work has been copied in a way that constitutes copyright infringement, please provide BoxUnion’s copyright agent the following information required by the Online Copyright Infringement Liability Limitation Act of the DMCA, 17 U.S.C. §512 (“DMCA”). Please be advised that to be effective, the notice must include ALL of the following: (i) a physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed; (ii) identification of the copyright work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site; (iii) identification of the material that is claimed to be infringing or to be the subject of infringing activity and information reasonably sufficient to permit us to locate the material; (iv) information reasonably sufficient to permit us to contact the complaining party; (v) a statement that the complaining party has a good-faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent or as a matter of law; and (vi) a statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed. Notices of claimed copyright infringement and counter-notices should be delivered via email to digital@boxunion.com or by mail to 2444 Wilshire Blvd., Santa Monica, CA 90403. In accordance with the DMCA, it is our policy to terminate use of our Service by repeat infringers in appropriate circumstances.

 

7. Proprietary Rights

As between you and BoxUnion, BoxUnion is the owner and/or authorized user of any registered or unregistered trademark, trade name and/or service mark appearing on the BoxUnion Service, and is the copyright owner or licensee of the Content on the BoxUnion Service, unless otherwise indicated. The BoxUnion logos, designs, titles, phrases and product names and the copyrights, trademarks, service marks, trade dress and/or other intellectual property in such materials (collectively, the “Intellectual Property”) are owned by BoxUnion and may be registered in the United States and internationally. You agree not to display or use the Intellectual Property in any manner without BoxUnion’s prior written permission. Nothing on the BoxUnion Service should be construed to grant any license or right to use any of the Intellectual Property without the prior written consent of BoxUnion. Except as otherwise provided herein, use of the BoxUnion Service does not grant you a license to any Content, materials or features you may access on the Service and you may not modify, rent, lease, loan, sell, distribute or create derivative works of such Content and materials, features or materials, in whole or in part. Any commercial use of the Service is strictly prohibited, except as allowed herein or otherwise approved by us. You may not download or save a copy of any of the Content, materials or screens for any purpose except as otherwise provided by BoxUnion. If you make use of the BoxUnion Service, other than as provided herein, in doing so you may violate copyright and other laws of the United States and/or other countries, as well as applicable state laws, and you may be subject to liability for such unauthorized use. The information on the BoxUnion Service, including, without limitation, all site design, text, graphics, interfaces and the selection and arrangements of such is protected by law, including, but not limited to, copyright law.

 

8. Intellectual Property Acknowledgment

You acknowledge and agree that your use of the BoxUnion Service and any Content contained therein is dependent upon you agreeing to and abiding by the BoxUnion Intellectual Property and DMCA policies contained herein at all times. You further acknowledge that the BoxUnion Service contains software and other content that is protected by copyrights, patents, trademarks, trade secrets or other proprietary rights, and that these rights are valid and protected in all forms, media and technologies existing now or hereafter developed. All BoxUnion-generated content, and content provided to BoxUnion by its partners and licensors, is copyrighted individually and/or as a collective work under the U.S. copyright laws and all applicable international copyright (or equivalent) laws in all jurisdictions and protected under other intellectual property laws worldwide; further, as between you and BoxUnion, BoxUnion own intellectual property rights in the selection, coordination, arrangement and enhancement of all content in the BoxUnion Service.

 

9. General Prohibitions and BoxUnion’s Enforcement Rights

You agree not to do any of the following:

1. Post, upload, publish, submit or transmit any User Content that: (i) infringes, misappropriates or violates a third party’s patent, copyright, trademark, trade secret, moral rights or other intellectual property rights, or rights of publicity or privacy; (ii) violates, or encourages any conduct that would violate, any applicable law or regulation or would give rise to civil liability; (iii) is fraudulent, false, misleading or deceptive; (iv) is defamatory, obscene, pornographic, vulgar or offensive; (v) promotes discrimination, bigotry, racism, hatred, harassment or harm against any individual or group; (vi) is violent or threatening or promotes violence or actions that are threatening to any person, animal, or entity; (vii) exploits minors or (viii) promotes illegal or harmful activities or substances;
2. Use, display, mirror or frame the BoxUnion Service or any individual element within the BoxUnion Service, BoxUnion’s name, any BoxUnion trademark, logo or other proprietary information, or the layout and design of any page or form contained on a page, without BoxUnion’s express written consent;
3. Access, tamper with, or use non-public areas of the BoxUnion Service, BoxUnion’s computer systems, or the technical delivery systems of BoxUnion’s providers;
4. Attempt to probe, scan or test the vulnerability of any BoxUnion system or network or breach any security or authentication measures;
5. Avoid, bypass, remove, deactivate, impair, descramble or otherwise circumvent any technological measure implemented by BoxUnion or any of BoxUnion’s providers or any other third party (including another user) to protect the BoxUnion Service or Content;
6. Bypass any territorial restrictions, including IP address-based restrictions, that may be applied to the BoxUnion Service;
7. Attempt to access, scrape or search the BoxUnion Service or Content or download Content from the BoxUnion Service, including through the use of any engine, software, tool, agent, device or mechanism (including spiders, robots, crawlers, data mining tools, plugins, add-ons or the like), other than the software and/or search agents provided by BoxUnion or other generally available third-party web browsers;
8. Send any unsolicited or unauthorized advertising, promotional materials, email, junk mail, spam, chain letters or other form of solicitation;
9. Use any meta tags or other hidden text or metadata utilizing a BoxUnion trademark, logo URL or product name without BoxUnion’s express written consent;
10. Use the BoxUnion Service or Content, or any portion thereof, for any commercial purpose or for the benefit of any third party or in any manner not permitted by these Terms or permitted expressly in writing by BoxUnion;
11. Forge any TCP/IP packet header or any part of the header information in any email or newsgroup posting, or in any way use the BoxUnion Service or Content to send altered, deceptive or false source-identifying information;
12. Attempt to decipher, decompile, disassemble or reverse engineer any of the software used to provide the BoxUnion Service or Content;
13. Interfere with, or attempt to interfere with, the access of any user, host or network, including, without limitation, sending a virus, overloading, flooding, spamming, or mail-bombing the BoxUnion Service;
14. Collect or store any personally identifiable information from the BoxUnion Service from other users of the BoxUnion Service without their express permission;
15. Copy, use, index, disclose or distribute any information or data obtained from the BoxUnion Service, whether directly or through third parties (such as search engines), without BoxUnion’s express written consent;
16. Alter, replicate, store, distribute or create derivatives from the Content available via the BoxUnion Service except as expressly permitted in writing by BoxUnion;
17. Impersonate or misrepresent your affiliation with any person or entity;
18. Access, use or exploit the BoxUnion Service in any manner (other than as expressly permitted by these Terms), including to build, develop (or commission the development of), replicate, or consult upon any product or service that may compete (directly or indirectly) with BoxUnion or the BoxUnion Service;
19. Violate any applicable law or regulation; or
20. Encourage or enable any other individual to do any of the foregoing.

 

Although we’re not obligated to monitor access to or use of the BoxUnion Service or Content or to review or edit any Content, we have the right to do so for the purpose of operating the BoxUnion Service, to ensure compliance with these Terms, to comply with applicable law or other legal requirements and to maintain the integrity and reputation of the BoxUnion Service and BoxUnion’s systems. We reserve the right, but are not obligated, to remove or disable access to any Content, at any time and without notice, including, but not limited to, if we, at our sole discretion, consider any Content to be objectionable or in violation of these Terms. We have the right to investigate violations of these Terms or conduct that affects the BoxUnion Service. We may also consult and cooperate with law enforcement authorities to prosecute users who violate the law.

 

10. Member Interactions, Dealings with Third Parties

When interacting with other BoxUnion members, you should exercise caution and common sense to protect your personal safety and property, just as you would when interacting with other people you don’t know. Your participation, correspondence or personal or business dealings with any third party found on or through the BoxUnion Service, whether regarding payment or delivery of specific goods and services, donations or fundraisers, and any other terms, conditions, representations or warranties associated with such dealings, are solely between you and such third party. You agree that BoxUnion is not responsible or liable for any loss, damage, injury, or other matters of any sort incurred as the result of such dealings.

 

11. Indemnification

You agree to indemnify and hold BoxUnion, its managers, members, officers, employees, agents and affiliates harmless from any and all claims, liabilities, damages, costs and expenses, including actual outside attorneys’ fees and court costs, in any way arising from, related to or in connection with your use of the BoxUnion Service, your violation of these Terms or the posting or transmission of any Content on or through the Service by you, including, but not limited to, any third-party claim that any information, materials or Content you provide infringes any third-party proprietary right. You further agree to reimburse BoxUnion, within thirty (30) days of each demand for reimbursement, for any and all costs, liabilities, expenses, fees, fines, professional fees and other amounts paid or incurred by BoxUnion (or such other indemnitee) in connection with the foregoing indemnity.

 

12. Third Party Links and Content

There may be links on the BoxUnion Service that let you leave the particular BoxUnion Service you are accessing in order to access a linked site that is operated by a third party. BoxUnion neither controls nor endorses these sites, nor has BoxUnion reviewed or approved the content that appears on them. BoxUnion is not responsible for the legality, accuracy or inappropriate nature of any content, advertising, products or other materials on or available from any such third party sites. You acknowledge and agree that BoxUnion is not responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the access or use of any of the links, content, goods or services available on or through these third party sites.

 

13. No Warranties

BoxUnion reserves the right to modify the BoxUnion Service, including, but not limited to updating, adding to, enhancing, modifying, removing or altering any Content or features of the BoxUnion Service, at any time, in its sole discretion. You are responsible for providing your own access (e.g., computer, mobile device, Internet connection, etc.) to the BoxUnion Service. BoxUnion has no obligation to screen or monitor any Content and does not guarantee that any Content available on the BoxUnion Service is suitable for all users or that it will continue to be available for any length of time.

 

You assume all responsibility and risk with respect to your use of the Service, which is provided “AS IS.” BOXUNION DISCLAIMS ALL WARRANTIES, CONDITIONS, REPRESENTATIONS AND ENDORSEMENTS OF ANY KIND, EITHER EXPRESS OR IMPLIED, WITH REGARD TO INFORMATION ACCESSED FROM OR VIA THE SERVICE, INCLUDING, WITHOUT LIMITATION, ALL CONTENT AND MATERIALS, FUNCTIONS AND SERVICES PROVIDED ON THE SERVICE, WHICH ARE PROVIDED WITHOUT WARRANTY OF ANY KIND, INCLUDING, BUT NOT LIMITED TO, ANY WARRANTIES CONCERNING THE AVAILABILITY, ACCURACY, COMPLETENESS, USEFULNESS OR CONTENT OF INFORMATION, UNINTERRUPTED ACCESS AND ANY WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. BOXUNION DOES NOT WARRANT THAT THE SERVICE OR ITS FUNCTION OR THE CONTENT AND MATERIALS OR THE SERVICES MADE AVAILABLE THEREBY WILL BE TIMELY, SECURE, UNINTERRUPTED OR ERROR-FREE, OR THAT DEFECTS WILL BE CORRECTED. BOXUNION MAKES NO WARRANTY THAT THE SERVICE WILL MEET USERS’ EXPECTATIONS OR REQUIREMENTS. NO ADVICE, RESULTS OR INFORMATION, OR MATERIALS WHETHER ORAL OR WRITTEN, OBTAINED BY YOU THROUGH THE SERVICE SHALL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN. IF YOU ARE DISSATISFIED WITH THE SERVICE, YOUR SOLE REMEDY IS TO DISCONTINUE USING THE SERVICE. ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICE IS DONE AT YOUR OWN DISCRETION AND RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL. THIS LIMITATION OF LIABILITY MAY NOT APPLY TO ALL USERS AND MAY BE LIMITED BY APPLICABLE LAW, AND CERTAIN USERS MAY HAVE ADDITIONAL RIGHTS NOT EXPRESSED HEREIN.

 

Without limiting the foregoing, BoxUnion makes no representations or warranties:

• That the BoxUnion Service is or will be permitted in your jurisdiction;
• That the BoxUnion Service will be uninterrupted or error-free;
• Concerning any Content, including User Content;
• Concerning any third party’s use of User Content that you submit;
• That the BoxUnion Service will meet your personal or professional needs;
• That BoxUnion will continue to support any particular feature of the BoxUnion Service; or
• Concerning sites and resources outside of the BoxUnion Service, even if linked to from the BoxUnion Service.

 

To the extent that another party may have access to or view Content on your device, you are solely responsible for informing such party of all disclaimers and warnings in these Terms. TO THE EXTENT ANY DISCLAIMER OR LIMITATION OF LIABILITY DOES NOT APPLY, TO THE FULLEST EXTENT PERMITTED BY LAW, ALL APPLICABLE EXPRESS, IMPLIED, AND STATUTORY WARRANTIES WILL BE LIMITED IN DURATION TO A PERIOD OF 30 DAYS AFTER THE DATE ON WHICH YOU FIRST USED THE BOXUNION SERVICE, AND NO WARRANTIES SHALL APPLY AFTER SUCH PERIOD.

14. Limitation of Liability

IN NO EVENT SHALL BOXUNION, ITS AFFILIATES OR ANY OF THEIR RESPECTIVE MEMBERS, MANAGERS, OFFICERS, EMPLOYEES, AGENTS OR CONTENT OR SERVICE PROVIDERS BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES, LOSSES OR CAUSES OF ACTION (WHETHER IN CONTRACT OR TORT, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE OR OTHERWISE) ARISING FROM OR IN ANY WAY RELATED TO THE USE OF, OR THE INABILITY TO USE, OR THE PERFORMANCE OF THE SERVICE OR THE CONTENT AND MATERIALS OR FUNCTIONALITY ON OR ACCESSED THROUGH THE SERVICE, INCLUDING, WITHOUT LIMITATION, LOSS OF REVENUE, OR ANTICIPATED PROFITS, OR LOST BUSINESS, DATA OR SALES OR ANY OTHER TYPE OF DAMAGE, TANGIBLE OR INTANGIBLE IN NATURE, EVEN IF BOXUNION OR ITS REPRESENTATIVE OR SUCH INDIVIDUAL HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME JURISDICTIONS DO NOT ALLOW THIS LIMITATION OR EXCLUSION OF LIABILITY, SO SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

 

15. Safety Warnings; Waiver & Release

THE BOXUNION SERVICE OFFERS HEALTH AND FITNESS INFORMATION AND IS DESIGNED FOR EDUCATIONAL AND ENTERTAINMENT PURPOSES ONLY. YOU SHOULD CONSULT YOUR PHYSICIAN OR GENERAL PRACTITIONER BEFORE BEGINNING A NEW FITNESS PROGRAM. YOU SHOULD NOT RELY ON THIS INFORMATION AS A SUBSTITUTE FOR, NOR DOES IT REPLACE, PROFESSIONAL MEDICAL ADVICE, DIAGNOSIS, OR TREATMENT. IF YOU HAVE ANY CONCERNS OR QUESTIONS ABOUT YOUR HEALTH, YOU SHOULD ALWAYS CONSULT WITH A PHYSICIAN, GENERAL PRACTITIONER OR OTHER HEALTH-CARE PROFESSIONAL. DO NOT DISREGARD, AVOID OR DELAY OBTAINING MEDICAL OR HEALTH RELATED ADVICE FROM YOUR HEALTHCARE PROFESSIONAL BECAUSE OF SOMETHING YOU MAY HAVE READ ON THE BOXUNION SITE OR HEARD ON THE BOXUNION SERVICE. THE USE OF INFORMATION PROVIDED THROUGH THE BOXUNION SERVICE IS SOLELY AT YOUR OWN RISK AND IS NOT MEDICAL OR HEALTHCARE ADVICE.

 

NOTHING STATED OR POSTED ON THE BOXUNION SITE OR AVAILABLE THROUGH ANY BOXUNION SERVICE IS INTENDED TO BE, AND MUST NOT BE TAKEN TO BE, THE PRACTICE OF MEDICAL OR COUNSELING CARE. FOR PURPOSES OF THESE TERMS, THE PRACTICE OF MEDICINE AND COUNSELING INCLUDES, WITHOUT LIMITATION, PSYCHIATRY, PSYCHOLOGY, PSYCHOTHERAPY, OR PROVIDING HEALTH CARE TREATMENT, INSTRUCTIONS, DIAGNOSIS, PROGNOSIS OR ADVICE. THE BOXUNION SERVICE IS CONTINUALLY UNDER DEVELOPMENT AND, TO THE FULL EXTENT PERMITTED BY LAW, BOXUNION MAKES NO WARRANTY OF ANY KIND, IMPLIED OR EXPRESS, AS TO ITS ACCURACY, COMPLETENESS OR APPROPRIATENESS FOR ANY PURPOSE. IN THAT REGARD, DEVELOPMENTS IN MEDICAL RESEARCH MAY IMPACT THE HEALTH, FITNESS AND NUTRITIONAL ADVICE THAT APPEARS HERE. NO ASSURANCE CAN BE GIVEN THAT THE ADVICE CONTAINED IN THE BOXUNION SERVICE WILL ALWAYS INCLUDE THE MOST RECENT FINDINGS OR DEVELOPMENTS WITH RESPECT TO THE PARTICULAR MATERIAL.

 

In becoming a user of BoxUnion with the intent of using the BoxUnion Service, you affirm that either (A) all of the following statements are true: (i) no physician or general practitioner has ever informed you that you have a heart condition or that you should only do physical activities recommended by a physician or general practitioner; (ii) you have never felt chest pain when engaging in physical activity; (iii) you have not experienced chest pain when not engaged in physical activity at any time within the past month; (iv) you have never lost your balance because of dizziness and you have never lost consciousness; (v) you do not have a bone or joint problem that could be made worse by a change in your physical activity; (vi) your physician or general practitioner is not currently prescribing drugs for your blood pressure or heart condition; (vii) you do not have a history of high blood pressure, and no one in your immediate family has a history of high blood pressure or heart problems; and (viii) you do not know of any other reason you should not exercise; or (B) your physician or general practitioner has been specifically consulted by you and approved of your use of the BoxUnion Service.

 

If applicable, you further affirm that (a) you are not pregnant, breastfeeding or lactating; unless (b) your physician or general practitioner has been specifically consulted and approved your use of the BoxUnion Service.

 

By using the BoxUnion Service you are aware and affirm that depending upon a person’s physical condition, age and/or skill level, fitness activities can involve a substantial risk of the following types of injuries, among others: (i) heart attack, stroke and circulatory problems, (ii) bone and joint injuries, (iii) back and neck injuries, (iv) shin splints, (v) muscle strain and other muscle injuries, (vi) foot problems, (vii) psychological injury, pain or suffering, (viii) disfigurement, (ix) temporary or permanent disability (including paralysis), (x) death or (xi) economic loss. In addition, a very small percentage of people may experience a seizure when exposed to certain visual images, including flashing lights or patterns that may appear on the BoxUnion Service. Seizures may have a variety of symptoms, including lightheadedness, altered vision, eye or face twitching, jerking or shaking of arms or legs, disorientation, confusion, or momentary loss of awareness. Seizures may also cause loss of consciousness or convulsions that can lead to injury from falling down or striking nearby objects. If you experience any of these symptoms, you should immediately stop exercising and consult a doctor.

 

You acknowledge that your participation in the BoxUnion Service is completely voluntary, that you are fully aware of the risks and hazards associated with the BoxUnion Service, and hereby elect to voluntarily assume all such risks and voluntarily attend and/or participate in the BoxUnion Service as evidenced using the BoxUnion Service and agreeing to these Terms. You acknowledge that you have been given the opportunity to ask questions concerning the BoxUnion Service, and all such questions have been answered to your satisfaction. You understand that physical examinations are recommended before commencing any exercise program, and you further represent that you are in good physical and mental health and that you do not suffer from any physical or mental impairment, disease, ailment, injury or other condition that limits my ability to participate in the BoxUnion Service.

 

By using the BoxUnion Service, you hereby agree as follows:

IN CONSIDERATION OF PARTICIPATING IN THE BOXUNION SERVICE I HEREBY PERSONALLY AND VOLUNTARILY ASSUME ALL RISKS THEREOF, INCLUDING, WITHOUT LIMITATION, PARTICIPATION IN ANY LIVE OR ON DEMAND FITNESS CLASSES, PERSONAL TRAINING SESSIONS OR BOXUNION INSTRUCTION, WHETHER FORESEEN OR UNFORSEEN, KNOWN OR UNKNOWN, THAT MAY OCCUR WHILE I AM PARTICIPATING IN THE BOXUNION SERVICE.

 

I, FOR MYSELF, AND ON BEHALF OF MY HEIRS, EMPLOYERS, AFFILIATES, ASISGNS, PERSONAL REPRESENTATIVES AND NEXT OF KIN, HEREBY RELEASE, WAIVE, HOLD HARMLESS, AND PROMISE NOT TO SUE BOXUNION OR ANY OF ITS AFFILIATES OR SUBSIDIARIES OR ANY OF THEIR RESPECTIVE EMPLOYEES, STAKEHOLDERS, MEMBERS, OFFICERS, DIRECTORS, MANAGERS, AGENTS, REPRESENTATIVES, SUCCESSORS, OR ASSIGNS (COLLECTIVELY, THE “RELEASED PARTIES”) IN CONNECTION WITH ANY ILLNESS, INJURY AND/OR PROPERTY LOSS (INCLUDING ATTORNEYS’ FEES AND COSTS) ARISING FROM OR IN CONNECTION WITH MY PARTICIPATION IN ANY OF THE BOXUNION SERVICE, WHETHER CAUSED BY AN ACT OR OMISSION, INCLUDING NEGLIGENCE OF THE RELEASED PARTIES OR OTHERWISE, TO THE FULLEST EXTENT PERMITTED BY LAW, including without limitation, any claims (including attorneys’ fees and costs) arising out of or in connection with the following: (i) any illness, injury to me or to any property belonging to me arising as a result of my active or passive participation in the BoxUnion Service, including, without limitation, any use of the Service or any such activities at the instruction or under the supervision of any BoxUnion coaches or personnel; or (ii) any actions or omissions by my or any third party.  This waiver and release of claims shall extend to all claims against any Released Party that were or could have been brought in any foreign or domestic forum, judicial or administrative, by or on behalf of me. I understand that my rights under California Civil Code §1542 or by any law of any state or territory of the United States or other jurisdiction, or principle of common law, which is similar, comparable or equivalent to §1542 of the California Civil Code, with respect to any claims against the Released Parties are expressly waived.  California Civil Code §1542 provides:

 

“A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR EXPECT TO EXIST IN HIS FAVOR AT THE TIME OF EXECUTION OF THE RELEASE, WHICH, IF KNOWN BY HIM, MUST HAVE MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOR.”

 

I further agree to indemnify and hold harmless any and all of the Released Parties from any and all liabilities, claims, demands, expenses, damages, losses, causes of action, attorneys’ fees and costs of defense for, or on account of, death, personal injury, property damage and any other loss of any kind resulting from or related to: (i) my participation in the BoxUnion Service; or (ii) my breach of the terms and conditions of these Terms.

 

If applicable, for live classes in the BoxUnion Service, I grant the Released Parties permission to authorize emergency medical treatment as the Released Parties deem appropriate and agree that such authorization by the Released Parties shall be subject to the terms of this Release.  I understand and agree that the Released Parties assume no responsibility for any injury or damage that might arise out of or in connection with such authorized emergency medical treatment. I accept personal responsibility for the payment of all of my own medical and emergency expenses in the event of accident, illness, or other incapacitation, regardless of whether or not I have authorized such expenses at the time they are incurred.

I further state that I am of lawful age and legally competent to agree to these Terms (or, if I am under 18 years old, I have directed my parent or legal guardian to read and agree to these Terms on my behalf). I have carefully reviewed these Terms, including this Section 15, fully understand the terms and conditions hereof, and have had the opportunity to consult with legal representation, or have knowingly chosen not to do so, prior to entering into these Terms.

 

BoxUnion reserves the right to refuse or cancel your membership if we determine that you have certain medical conditions or that the representations set forth above are untrue in any respect.

 

16. Governing Law and Disputes

THE PARTIES AGREE THAT THeSE TERMS, ANY SALES THEREUNDER, AND/OR ANY CLAIM, DISPUTE OR CONTROVERSY (WHETHER IN CONTRACT, TORT OR OTHERWISE) BETWEEN YOU AND BOXUNION arising from or relating to thESE Terms, its interpretation or the breach, termination or validity thereof, the relationships that result from thESE Terms, BoxUnion’S advertising, or any related purchase SHALL BE GOVERNED BY THE LAWS OF THE STATE OF California, WITHOUT REGARD TO CONFLICTS OF LAW.

 

17. Dispute Resolution and Binding Arbitration

YOU AND BOXUNION ARE AGREEING TO GIVE UP ANY RIGHTS TO LITIGATE CLAIMS IN A COURT OR BEFORE A JURY, OR TO PARTICIPATE IN A CLASS ACTION OR REPRESENTATIVE ACTION WITH RESPECT TO A CLAIM. OTHER RIGHTS THAT YOU WOULD HAVE IF YOU WENT TO COURT MAY ALSO BE UNAVAILABLE OR MAY BE LIMITED IN ARBITRATION. ANY CLAIM, DISPUTE OR CONTROVERSY (WHETHER IN CONTRACT, TORT OR OTHERWISE, WHETHER PRE-EXISTING, PRESENT OR FUTURE, AND INCLUDING STATUTORY, CONSUMER PROTECTION, COMMON LAW, INTENTIONAL TORT, INJUNCTIVE AND EQUITABLE CLAIMS) BETWEEN YOU AND WRITE TECHNOLOGIES, INC., its members, managers, agents, employees, successors, assigns, direct and indirect subsidiaries, and any third party providing any products or services to you in connection with your purchase arising from or relating in any way to your purchase of the Service, your use of the Service, these Terms, its interpretation or the breach, termination or validity thereof, the relationships that result from these Terms (including relationships with third parties who are not signatories to these Terms), BoxUnion’s advertising or any related purchase SHALL BE RESOLVED EXCLUSIVELY AND FINALLY BY BINDING ARBITRATION. The arbitrator shall have exclusive authority to resolve any dispute relating to arbitrability and/or enforceability of this arbitration provision including any unconscionability challenge or any other challenge that the arbitration provision or these Terms is void, voidable or otherwise invalid. The arbitration shall be administered by the American Arbitration Association (AAA) or JAMS (or a substitute forum if both are unavailable). Arbitration proceedings shall be governed by this provision and the applicable procedures of the selected arbitration administrator, including any applicable procedures for consumer-related disputes, in effect at the time the claim is filed. Consumer claimants (individuals whose transaction is intended for personal, family or household use) may elect to pursue their claims in small-claims court rather than arbitration. The arbitration or small-claims court proceeding will be limited solely to the customer’s individual dispute or controversy. You agree to arbitration on an individual basis. In any dispute, NEITHER YOU NOR BOXUNION SHALL BE ENTITLED TO JOIN OR CONSOLIDATE CLAIMS BY OR AGAINST OTHER CUSTOMERS/USERS, OR ARBITRATE OR OTHERWISE PARTICIPATE IN ANY CLAIM AS A CLASS REPRESENTATIVE, CLASS MEMBER OR IN A PRIVATE ATTORNEY GENERAL CAPACITY. If any provision of this arbitration agreement is found unenforceable, the unenforceable provision shall be severed and the remaining arbitration terms shall be enforced (but in no case shall there be class arbitration). The arbitrator shall be empowered to grant whatever relief would be available in court under law or in equity. This transaction shall be governed by the Federal Arbitration Act 9 U.S.C. sec. 1-16 (FAA). Any award of the arbitrator(s) shall be final and binding on each of the parties, and may be entered as a judgment in any court of competent jurisdiction. Payment for all filing, administration and arbitrator fees will be governed by the rules of the applicable arbitration administrator, provided, that BoxUnion will reimburse those fees for claims totaling less than $10,000 unless the arbitrator determines the claims are frivolous. If you prevail on any claim that affords the prevailing party statutory attorneys’ fees, the arbitrator may award reasonable fees to you under the standards for fee shifting provided by law. Information on AAA or JAMS and their applicable rules are available at the following numbers and URLs: (i) American Arbitration Association: (800) 778-7879, www.adr.org; and (ii) JAMS: (800) 352-5267, www.jamsadr.com. If for any reason a claim proceeds in court rather than in arbitration each of you and BoxUnion waive any right to a jury trial. Moreover, each of you and BoxUnion both agree that either party may bring suit in court to enjoin infringement or misuse of intellectual property rights.

 

18. General

These Terms constitute the entire agreement between you and BoxUnion and govern your use of the Service, and they supersede any prior agreements between you and BoxUnion, provided, however, that these Terms shall be read in conjunction with the “Privacy Policy,” as applicable. You also may be subject to additional terms and conditions that are applicable to certain parts of the BoxUnion Service. BoxUnion may terminate this agreement and deny you access to the BoxUnion Service at any time, immediately and without notice, if in BoxUnion’s sole discretion you fail to comply with any provision of these Terms. You agree that no joint venture, partnership, employment or agency relationship exists between BoxUnion and you as a result of these Terms or your use of the Service. Any claim or cause of action you may have with respect to BoxUnion or the Service must be commenced within one (1) year after the claim or cause of action arose or be forever barred. Neither Party shall be liable for any failure or delay in performance under these terms (other than for delay in the payment of money due and payable in accordance with these terms) for causes beyond the party’s reasonable control and not caused by that party’s fault, or negligence, including, but not limited to, “acts of God”, acts of government, flood, fire, civil unrest, acts of terror, strikes or other labor problems, computer attacks or malicious acts, such as attacks on or through the internet, any internet service provider, telecommunications or hosting facility, but in each case, only if and to the extent that the non-performing Party is without fault in causing such failure or delay, and the failure or delay could not have been prevented by reasonable precautions and measures and cannot reasonably be circumvented by the non-conforming Party through the use of alternate sources, workaround plans, disaster recovery, business continuity measures or other means. Dates by which performance obligations are scheduled to be met will be extended for a period of time equal to the time lost due to any delay so caused. The failure of BoxUnion to exercise or enforce any right or provision of these Terms shall not constitute a waiver of such right or provision. If any provision in these Terms of Use is held invalid, the remainder of these Terms shall continue to be enforceable. If any provision in these Terms is deemed unlawful, void or unenforceable, then that provision is deemed severable from these Terms and the remaining provisions are still valid and enforceable. You may not assign these Terms nor any of your rights or obligations under these Terms without BoxUnion’s express prior written consent. These Terms inure to the benefit of BoxUnion’s successors, assigns, affiliates and licensees. The section titles in these Terms are for convenience only and have no legal or contractual effect. All notice required or permitted under these Terms shall be made in writing by mail or by email to:

 

BoxUnion

2444 Wilshire Blvd. Ste 201

Santa Monica, CA 90403

digital@boxunion.com