Terms And Conditions.

The gist:

We (the folks at Xerlife) run a fitness management service called Xerlife and would love for you to use it.

Terms of Service:

The following terms and conditions govern all use of the Xerlife.com website and all content, services and products available at or through the website, (taken together, the “Website”). The Website is owned and operated by Xerlife Ltd. (“Xerlife”). The Website is offered subject to your acceptance without modification of all of the terms and conditions contained herein and all other operating rules, policies (including, without limitation, Xerlife Privacy Policy) and procedures that may be published from time to time on this Site by Xerlife (collectively, the “Agreement”).

Please read this Agreement carefully before accessing or using the Website. By accessing or using any part of the Website, you agree to become bound by the terms and conditions of this agreement. If you do not agree to all the terms and conditions of this agreement, then you may not access the Website or use any services. If these terms and conditions are considered an offer by Xerlife, acceptance is expressly limited to these terms. The Website is available only to individuals who are at least 18 years old.

  1. Your Xerlife Account.
    If you create one or more accounts on the Website, you are responsible for maintaining the security of your account, and you are fully responsible for all activities that occur under the account and any other actions taken in connection with your account(s). You must not describe or assign keywords to your account in a misleading or unlawful manner, including in a manner intended to trade on the name or reputation of others, and Xerlife may change or remove any description or keyword that it considers inappropriate or unlawful, or otherwise likely to cause Xerlife liability. You must immediately notify Xerlife of any unauthorized uses of your account, or any other breaches of security. Xerlife will not be liable for any acts or omissions by You, including any damages of any kind incurred as a result of such acts or omissions.
  2. Responsibility of Contributors.
    If you operate an account, or otherwise make (or allow any third party to make) material available by means of the Website (any such material, “Content”), You are entirely responsible for the content of, and any harm resulting from, that Content. That is the case regardless of whether the Content in question constitutes text, graphics, an audio file, or computer software. By making Content available, you represent and warrant that:

    • the downloading, copying and use of the Content will not infringe the proprietary rights, including but not limited to the copyright, patent, trademark or trade secret rights, of any third party;
    • if your employer has rights to intellectual property you create, you have either (i) received permission from your employer to post or make available the Content, including but not limited to any software, or (ii) secured from your employer a waiver as to all rights in or to the Content;
    • you have fully complied with any third-party licenses relating to the Content, and have done all things necessary to successfully pass through to end users any required terms;
    • the Content does not contain or install any viruses, worms, malware, Trojan horses or other harmful or destructive content;
    • the Content is not spam, is not machine- or randomly-generated, and does not contain unethical or unwanted commercial content designed to drive traffic to third party sites or boost the search engine rankings of third party sites, or to further unlawful acts (such as phishing) or mislead recipients as to the source of the material (such as spoofing);
    • the Content is not pornographic, does not contain threats or incite violence, and does not violate the privacy or publicity rights of any third party;

By submitting Content to Xerlife for inclusion on your Website, you grant Xerlife a world-wide, royalty-free, and non-exclusive license to reproduce, modify, adapt and publish the Content solely for the purpose of displaying, distributing and promoting your content. This license allows Xerlife to make publicly-posted content available to third parties selected by Xerlife so that these third parties can analyze and distribute your content through their services.

If you delete Content, Xerlife will use reasonable efforts to remove it from the Website, but you acknowledge that caching or references to the Content may not be made immediately unavailable.

Without limiting any of those representations or warranties, Xerlife has the right (though not the obligation) to, in Xerlife’s sole discretion (i) refuse or remove any content that, in Xerlife’s reasonable opinion, violates any Xerlife policy or is in any way harmful or objectionable, or (ii) terminate or deny access to and use of the Website to any individual or entity for any reason, in Xerlife’s sole discretion. Xerlife will have no obligation to provide a refund of any amounts previously paid.

  1. Payment and Renewal.
    • Free Trial.
      If you register for a free trial of the Website, we will make the Website available to you on a trial basis free of charge until the earlier of (a) the end of the free trial period or (b) the start date of your subscription. During the free trial period, (i) the Website is provided “as is” and without warranty of any kind, (ii) we may suspend, limit, or terminate the Website for any reason at any time without notice, (iii) we may suspend, limit, or terminate the trial for any reason at any time without notice, and (iv) we will not be liable to you for damages of any kind related to your use of the Website. Unless you subscribe to the Website before the end of the free trial, all of your data on the Website will be permanently deleted at the end of the trial, and we will not recover it.
    • General Terms.
      By subscribing to the Website you agree to pay Xerlife the monthly or annual subscription fees indicated for that service. Payments will be charged on a pre-pay basis on the day you subscribe and will cover the use of that service for a monthly or annual subscription period as indicated. Subscription fees are not refundable.
    • Automatic Renewal.
      Unless you notify Xerlife before the end of the applicable subscription period that you want to cancel your subscription, your subscription will automatically renew.
    • Fees; Payment.
      By subscribing to Xerlife.com you agree to pay Xerlife the specified monthly fees in exchange for access to the Website. Applicable fees will be invoiced starting from the day your access is established and in advance of using such services. Xerlife reserves the right to change the payment terms and fees upon thirty (30) days prior written notice to you. Website access can be canceled by you at anytime on 30 days written notice to Xerlife.
    • Cancellation and Refunds.
      If you purchase an annual subscription you have seven (7) days after the purchase to cancel and receive a full refund. If you cancel an annual subscription within the first 11 months of your subscription year, your access and other benefits will end immediately and you will receive a refund prorated to the day. If you are on a monthly subscription or cancel in the final 30 days of your subscription year, the cancellation will not take effect until the end of your current billing period. Your access and privileges will continue to the end of the current billing period, and you will not receive a refund. We reserve the right to issue refunds or credits at our sole discretion. If we issue a refund or credit, we are under no obligation to issue the same or similar refund in the future. If any or all of our products are temporarily unavailable, you will not receive a refund.
  2. Responsibility of Website Visitors.
    Xerlife has not reviewed, and cannot review, all of the material posted to the Website, and cannot therefore be responsible for that material’s content, use or effects. By operating the Website, Xerlife does not represent or imply that it endorses the material there posted, or that it believes such material to be accurate, useful or non-harmful. You are responsible for taking precautions as necessary to protect yourself and your computer systems from viruses, worms, Trojan horses, and other harmful or destructive content. The Website may display content that contains technical inaccuracies, typographical mistakes, and other errors. Xerlife disclaims any responsibility for any harm resulting from the use by visitors of the Website, or from any downloading, or embedding of content, by those visitors of content there posted.
  3. Copyright Infringement Policy.
    As Xerlife asks others to respect its intellectual property rights, it respects the intellectual property rights of others. If you believe that material located on Xerlife.com violates your copyright, you are encouraged to notify Xerlife via the contact form on Xerlife.com. Xerlife will respond to all such notices, including as required or appropriate by removing the infringing material. Xerlife will terminate a visitor’s access to and use of the Website if, under appropriate circumstances, the visitor is determined to be a repeat infringer of the copyrights or other intellectual property rights of Xerlife or others. In the case of such termination, Xerlife will have no obligation to provide a refund of any amounts previously paid to Xerlife.
  4. Intellectual Property.
    This Agreement does not transfer from Xerlife to you any Xerlife or third party intellectual property, and all right, title and interest in and to such property will remain (as between the parties) solely with Xerlife. Xerlife,  logo, and all other trademarks, service marks, graphics and logos used in connection with Xerlife.com, or the Website are trademarks of Xerlife. Other trademarks, service marks, graphics and logos used in connection with the Website may be the trademarks of other third parties. Your use of the Website grants you no right or license to reproduce or otherwise use any Xerlife or third-party trademarks.
  5. Attribution.
    Xerlife reserves the right to display attribution links such as ‘Powered by Xerlife.com’ in any content.
  6. Changes.
    We are constantly updating our services, and that means sometimes we have to change the legal terms under which our services are offered. If we make changes that are material, we will let you know by sending you an email or other communication before the changes take effect. The notice will designate a reasonable period of time after which the new Terms will take effect. If you disagree with our changes, then you should stop using Xerlife.com within the designated notice period. Your continued use of Xerlife.com will be subject to the new Terms. However, any dispute that arose before the changes shall be governed by the Terms (including the binding individual arbitration clause) that were in place when the dispute arose.
  7. Termination.
    Xerlife may terminate your access to all or any part of the Website at any time, with or without cause, with or without notice, effective immediately. You will not be entitled to a refund in these circumstances. If you wish to terminate this Agreement or your Xerlife.com account (if you have one), you may simply discontinue using the Website. All provisions of this Agreement which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability.
  8. Disclaimer of Warranties.
    The Website is provided “as is”. Xerlife and its suppliers and licensors hereby disclaim all warranties of any kind, express or implied, including, without limitation, the warranties of merchantability, fitness for a particular purpose and non-infringement. Neither Xerlife nor its suppliers and licensors, makes any warranty that the Website will be error free or that access thereto will be continuous or uninterrupted. You understand that you download from, or otherwise obtain content or services through, the Website at your own discretion and risk.
  9. Limitation of Liability.
    In no event will Xerlife, or its suppliers or licensors, be liable with respect to any subject matter of this agreement under any contract, negligence, strict liability or other legal or equitable theory for: (i) any special, incidental or consequential damages; (ii) the cost of procurement for substitute products or services; (iii) for interruption of use or loss or corruption of data; or (iv) for any amounts that exceed the fees paid by you to Xerlife under this agreement during the twelve (12) month period prior to the cause of action. Xerlife shall have no liability for any failure or delay due to matters beyond their reasonable control. The foregoing shall not apply to the extent prohibited by applicable law.
  10. General Representation and Warranty.
    You represent and warrant that (i) your use of the Website will be in strict accordance with the Xerlife Privacy Policy, with this Agreement and with all applicable laws and regulations (including without limitation any local laws or regulations in your country, state, city, or other governmental area, regarding online conduct and acceptable content, and including all applicable laws regarding the transmission of technical data exported from the United Kingdom or the country in which you reside) and (ii) your use of the Website will not infringe or misappropriate the intellectual property rights of any third party.
  11. Indemnification.
    You agree to indemnify and hold harmless Xerlife, its contractors, and its licensors, and their respective directors, officers, employees and agents from and against any and all claims and expenses, including legal fees, arising out of your use of the Website, including but not limited to your violation of this Agreement.
  12. Translation.
    These Terms of Service were originally written in English (UK). We may translate these Terms into other languages. In the event of a conflict between a translated version of these Terms of Service and the English version, the English version will control.
  13. Miscellaneous.
    This Agreement constitutes the entire agreement between Xerlife and you concerning the subject matter hereof, and they may only be modified by a written amendment signed by an authorized director of Xerlife, or by the posting by Xerlife of a revised version. Except to the extent applicable law, if any, provides otherwise, this Agreement, any access to or use of the Website will be governed by the laws of the United Kingdom. If any part of this Agreement is held invalid or unenforceable, that part will be construed to reflect the parties’ original intent, and the remaining portions will remain in full force and effect. A waiver by either party of any term or condition of this Agreement or any breach thereof, in any one instance, will not waive such term or condition or any subsequent breach thereof. You may assign your rights under this Agreement to any party that consents to, and agrees to be bound by, its terms and conditions; Xerlife may assign its rights under this Agreement without condition. This Agreement will be binding upon and will inure to the benefit of the parties, their successors and permitted assigns.