TERMS OF SERVICE / SAFETY GUIDELINES
TREADLY TERMS OF SERVICE
The website www.treadly.co, including all subpages under such domain name (the “Site”), and any and all downloadable mobile and/or tablet applications (the “App”) relating to Treadly, LLC’s products and services offered on such Site, are operated by Treadly, LLC (“Treadly”). Throughout these Terms of Service (the “Terms”) relating to the Site and App (together, the “Platforms”), the terms “we,” “us” and “our” refer to Treadly. Treadly offers the Platforms, including all information, tools, products and services available from the Platforms to you, the user, conditioned upon your acceptance of all terms, conditions, policies and notices stated herein.
By visiting and/or using our Platforms, customer services, software programs, social media pages or profiles, and/ or purchasing a product or service (collectively, the “Services”) from us, you agree to be bound by these Terms, including those additional terms and conditions and policies referenced herein and/or available by hyperlink. These Terms apply to all users of the Platforms, including, without limitation, Site visitors, vendors, customers, distributors, authorized resellers, advertisers, merchants, and/or contributors of content.
Please read these Terms carefully before accessing or using the Platform. If you do not agree to all the terms and conditions of herein, then you may not access or use the Site use or download the App, purchase products or services from Treadly, or use any Services, and you must delete the downloaded App from your device(s) to the extent already downloaded.
Any new features, products, or tools which are added to any current Platform or part thereof, including the e-commerce store on such Platform shall also be subject to the Terms. You can review the most current version of the Terms of Service at any time at https://www.treadly.co/terms. We reserve the right to update, change or replace any part of these Terms by posting updates and/or changes to our Platforms, without notice to you. It is your responsibility to check these Terms periodically for changes. Your continued use of or access to any Platform following the posting of any changes constitutes acceptance of those changes.
Our store is hosted at clickfunnels.com. They provide us with the third-party online e-commerce platform that allows us to sell our products and Services to you. You may be subject to additional terms and conditions governing your use, rights, and obligations with respect to clickfunnels.com. We are not responsible for any acts or omissions by clickfunnels.com or any damages, losses, liabilities, costs, or expenses incurred by you as a result of such acts or omissions. Your rights and remedies pertaining to activities or services provided by clickfunnels.com shall be solely directed to clickfunnels.com.
SECTION 1 - ONLINE STORE TERMS
By agreeing to these Terms, you represent that you are at least the age of majority in your state province, or jurisdiction of residence. You may not use our products for any illegal or unauthorized purpose nor may you, in the use of the Services, violate any laws in your jurisdiction (including but not limited to copyright laws). You must not transmit any worms, viruses, malware, or any code of a destructive nature. A breach or violation of any of the Terms will result in an immediate termination of the Services. Failure by us to terminate your use of the Services immediately in the event of such breach shall not be deemed a waiver of our right to terminate your use of the Services at any time.
SECTION 2 - GENERAL CONDITIONS
SECTION 3 - ACCURACY, COMPLETENESS AND TIMELINESS OF INFORMATION
We are not responsible if information made available on any Platform is not accurate, complete or current. The material on the Platforms are provided for general information only and should not be relied upon or used as the sole basis for making decisions without consulting primary, more accurate, more complete or more timely sources of information. Any reliance on the material on any Platform is at your own risk. This site may contain certain historical information. Historical information, necessarily, is not current and is provided for your reference only. We reserve the right to modify the contents of any Platform at any time, but we have no obligation to update any information on any such Platform. You agree that it is your responsibility to monitor changes to each Platform visited, downloaded, or otherwise used by you.
SECTION 4 - MODIFICATIONS TO THE SERVICE AND PRICES
Prices for our products are subject to change without notice. We reserve the right at any time to modify or discontinue the Services (or any part or content thereof) without notice at any time. We shall not be liable to you or to any third-party for any modification, price change, suspension or discontinuance of the Services.
SECTION 5 - PRODUCTS OR SERVICES
Certain Services may be available exclusively online through the Site and/or the App. These Services may have limited quantities and are subject to return or exchange only according to our Return Policy (Returns Policy). We have made every effort to display as accurately as possible the colors and images of our products that appear in person. We cannot guarantee that your computer monitor’s display of any color will be accurate or that the Platforms will display the Services accurately or that reflect the most recent changes to the Services. We reserve the right, but are not obligated, to limit the sales of our Services to any person, geographic region or jurisdiction. We may exercise this right on a case-by-case basis. We reserve the right to limit the quantities of any Services that we offer. All descriptions of Services or pricing are subject to change at any time without notice, at our sole discretion. We reserve the right to discontinue any of the Services at any time. Any offer for any of the Services made on any Platform is void where prohibited by law or these Terms. We do not warrant that the quality of any Services, or other material purchased or obtained by you will meet your expectations, be error or defect-free, or that any errors or defect any part of the Services will be corrected or that we will, or have any obligation to, make any effort to cure. Subject to your compliance with these Terms and remittance of amounts owed for any one-time or ongoing subscription fees charged to download or use the App, as we may require at any time in our sole discretion, we grant to you a limited non-exclusive, non-transferable, revocable license, with no right to sublicense, to download and install a copy of the App on a mobile device, tablet, or computer that you own or control and to run such copy of the App solely for your own personal non-commercial purposes. Except as expressly permitted in these Terms, you may not: (i) copy, modify or create derivative works based on the App; (ii) distribute, transfer, sublicense, lease, lend or rent the App to any third party; (iii) reverse engineer, decompile or disassemble the App; or (iv) make the functionality of the App available to multiple users through any means. We reserve all rights in and to the App not expressly granted to you under these Terms. We may require payment for your use of the App following download or installation and/or use thereof by you. In such event, if you do not pay amounts required by us, you are in breach of these Terms and must delete and cease use of the App.
SECTION 6 - ACCURACY OF BILLING AND ACCOUNT INFORMATION
We reserve the right to refuse any order you place with us. We may, in our sole discretion, limit or cancel quantities purchased per person, per household or per order. These restrictions may include orders placed by or under the same customer account, the same credit card, and/or orders that use the same billing and/or shipping address. In the event that we make a change to or cancel an order, we may attempt to notify you by contacting the e-mail and/or billing address/phone number provided at the time the order was made. We reserve the right to limit or prohibit orders that, in our sole judgment, appear to be placed by dealers, resellers or distributors.
You agree to provide current, complete and accurate purchase and account information for all purchases made at our store. You agree to promptly update your account and other information, including your email address and credit card numbers and expiration dates, so that we can complete your transactions and contact you as needed. We are under no obligation to you or any third party to ensure that your personal information aligns with credit card information submitted by you in connection with your purchase. For more detail, please review our Returns Policy.
SECTION 7 - OPTIONAL TOOLS
We may provide you with access to third-party tools over which we neither monitor nor have any control nor input. You acknowledge and agree that we provide access to such tools “as is” and “as available” without any warranties, representations or conditions of any kind and without any endorsement. We hereby disclaim any and all liability whatsoever arising from or relating to your use of any third-party tools. Any use by you of optional tools or of any other third-party tools offered through any Platform is entirely at your own risk and discretion and you should ensure that you are familiar with and approve of the terms governing your use of such tools and the conditions upon which such tools are provided by the relevant third-party provider(s). We may also, in the future, offer new services and/or features through any Platform (including, the release of new tools and resources). Such new features and/or services shall also automatically be subject to these Terms of Service.
SECTION 8 - THIRD-PARTY LINKS
Certain content, products and services available via our Services may include materials, products, information, services, images, content, offerings, promotions, discounts, sweepstakes, or advertisements from third-parties (“Third-Party Content”). Third-party links on this site may direct you to third-party websites that are not affiliated with us. We are not responsible for examining or evaluating the content, completeness, or accuracy of such Third-Party Content and we do not warrant and will not have any liability or responsibility for any Third-Party Content, third-party materials, applications, tools, or websites, or for any other materials, content, tools, products, or services of any third-party. We are not liable for any harm or damages related to the purchase or use of goods, services, resources, content, or any other transactions made in connection with any third-party websites. Please review carefully the applicable third-party’s policies and practices and make sure you understand them before you engage in any transaction or use any of their products or services. Complaints, claims, concerns, or questions regarding Third-Party Content and any other third-party resources, transactions, materials, goods, or services should be directed solely to the applicable third-party.
SECTION 9 - USER COMMENTS, FEEDBACK, AND OTHER SUBMISSIONS
If, at our request, you send certain specific submissions (for example contest entries) or without a request from us you send creative ideas, suggestions, proposals, testimonials, photos, images, plans, or other materials, whether online, by email, by postal mail, or otherwise (collectively, “Comments”), you agree that we may, at any time, without restriction, edit, copy, publish, distribute, translate and otherwise use in any medium any Comments that you forward to us, including any photos containing your name or likeness, trademarks, copyrighted materials, or other intellectual property owned or licensed by you or a third party under your control. We have no obligation to (1) maintain any Comments in confidence; (2) pay compensation for any Comments; or (3) respond to any Comments. We may, but have no obligation to, monitor, edit or remove content that we determine in our sole discretion is unlawful, offensive, threatening, libelous, defamatory, pornographic, obscene or otherwise objectionable or violates any party’s intellectual property or these Terms. You agree that your Comments will not violate any right of any third-party, including copyright, trademark, privacy, right of publicity, personality or other personal or proprietary right. You further agree that your Comments will not contain libelous or otherwise unlawful, abusive or obscene material, or contain any computer virus or other malware that could in any way affect the operation of the Services, Platforms, or harm or damage any third-party, third-party property, or third-party rights. You may not use a false e-mail address, pretend to be someone other than yourself, or otherwise mislead us or third-parties as to the origin of any Comments, content, feedback, materials, inquiries, or submissions. You are solely responsible for any Comments you make and their accuracy. We take no responsibility and assume no liability for any Comments posted by you or any third-party.
SECTION 10 - PERSONAL INFORMATION
SECTION 11 - ERRORS, INACCURACIES AND OMISSIONS
Occasionally there may be information on either a Platform or otherwise provided or obtained through the Services that contains typographical errors, inaccuracies, or omissions that may relate to product descriptions, pricing, promotions, offers, product shipping charges, transit times and availability. We reserve the right to correct any errors, inaccuracies or omissions, and to change or update information or cancel orders if any information in the Services or on any related website is inaccurate at any time without prior notice (including after you have submitted your order). We undertake no obligation to update, amend or clarify information in the Services or on any related website, including without limitation, pricing information, except as required by law. No specified update or refresh date applied in the Services or on any related website, should be taken to indicate that all information in the Services or on any related website has been modified or updated.
SECTION 12 - PROHIBITED USES
In addition to other prohibitions as set forth in the Terms of Service, you are prohibited from using any Platform, Services, or content provided thereon or obtained therefrom: (a) for any unlawful purpose; (b) to solicit others to perform or participate in any unlawful acts; (c) to violate any international, federal, provincial or state regulations, rules, laws, or local ordinances; (d) to infringe upon or violate our intellectual property rights or the intellectual property rights of others; (e) to harass, abuse, insult, harm, defame, slander, disparage, intimidate, or discriminate based on gender, sexual orientation, religion, ethnicity, race, age, national origin, or disability; (f) to submit false or misleading information; (g) to upload or transmit viruses or any other type of malicious code that will or may be used in any way that will affect the functionality or operation of the Services or of any related website, other websites, or the Internet; (h) to collect or track the personal information of others; (i) to spam, phish, pharm, pretext, spider, crawl, or scrape; (j) for any obscene or immoral purpose; or (k) to interfere with or circumvent the security features of the Services or any related website, other websites, or the Internet. We reserve the right to terminate your use of the Services or any related website for violating any of the prohibited uses. You agree not to reproduce, duplicate, copy, sell, reverse-engineer, modify, improve, resell or exploit any portion of the Services, use of the Services, or access to the Services or any personal or Treadly contact listed on any Platform through which the Services are provided, without express written permission by us in each such instance. You may not use the Services or these Terms for research, development, or due diligence purposes with respect to any venture, business, or commercial purpose competitive with us. If you violate the restrictions set forth in the two preceding sentences, you agree to pay all costs and expenses (including reasonable attorneys’ fees and costs) incurred by us in seeking injunctive relief against you, any damages or losses, and any and all proceeds or valuable consideration received by you or a third-party, resulting from your breach of such restrictions. In addition, we reserve the right to terminate your use of any or all Services as a result of such breach. You represent and warrant that (i) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a terrorist-supporting country; (ii) you are not listed on any U.S. Government list of prohibited or restricted parties; (iii) you are not an individual, or associated with an entity, designated under the UK’s Terrorist Asset-Freezing etc. Act 2010 (TAFA 2010); and (iv) you are not otherwise subject to or affected in any way by any national security or terrorism related rules whether applicable to you personally or to your location or other circumstances. You must also comply with all applicable third party terms of service when using the Services.
SECTION 13 – INTELLECTUAL PROPERTY
The Company owns any and all intellectual property rights relating to the TREADLY brand, trade name, trade dress, and other content including: copyright, trademark, service mark, trade name, trade dress, proprietary logo, insignia, business identifier, and other text and graphics that has or provides the “look and feel” of the Platforms’ brand image, as well as all of the content, including the text, graphics, programming, photographs, video and audio contained in the Platforms (the “Intellectual Property”). Your use of the Platforms does not grant you any rights or licenses relating to the Intellectual Property, except as expressly provided for in these Terms of Service. None of the Intellectual Property may be used, reproduced, published, transmitted, distributed, displayed, performed, exhibited, modified, used to create derivative works, sold, re-sold or used in any sale, or exploited for in any way, in whole or in part, except as provided for herein, unless you obtain our prior written consent. You may not reproduce, modify, display, sell, or distribute the Intellectual Property, or use it in any other way for public or commercial purposes. These limitations include copying or adapting the HTML code used to generate web pages on the Website, as well as any Graphics or Programming. All other Content, including product names, names of services, trademarks, service marks and other intellectual property is the property of its respective owner, as indicated, and may only be used as permitted.
Procedure for Making and Responding to Claims of Copyright Infringement.
We will respond to claims of copyright infringement, and will promptly process and investigate notices of alleged infringement by third-parties and will take appropriate actions under the Digital Millennium Copyright Act (“DMCA”), Title 17, United States Code, Section 512(c)(2), where applicable. In keeping with the DMCA, notifications of claimed copyright infringement by third parties should be sent to TREADLY’S designated agent (the “Designated Agent”). If you believe that your copyrighted work has been infringed under U.S. copyright law and is accessible on the Platforms, please notify us by contacting the Designated Agent.
To give effective notification of a claim of copyright infringement by a third-party under the DMCA, you must send a written communication to the Designated Agent that includes substantially the following: (1) a physical or electronic signature of a person authorized to act on behalf of the owner of the exclusive right that is allegedly infringed; (2) identification of the copyrighted work, or, if multiple copyrighted works are covered by a single notification, a representative list of such works that are claimed to have been infringed; (3) identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit us to locate the material on the Website; (4) information reasonably sufficient to permit Website to contact the complaining party, such as an address or telephone number, and, if available, an e-mail address at which the complaining party may be contacted; (5) a statement that the complaining party has a good-faith belief that neither the copyright owner, nor its agent nor the law has authorized the use of the material in the manner complained of; and (6) 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 the exclusive right that is allegedly infringed.
The Designated Agent for notice of claims of copyright infringement can be reached at:
106 W 32nd St
New York, NY 10001
Attn: Designated Copyright Agent
If a valid notification of alleged copyright infringement is received, we will remove or disable access to the material identified in the notice as being infringing or as being the subject of infringing activity, and take reasonable steps to notify the alleged infringer that this material has removed or had access disabled. Please note that under the DMCA, an alleged infringer has the right to submit a counter-notice to have the allegedly infringing material re-published on the Site. Should that occur, you will receive notification from us and, should you wish to have the material subsequently removed, you will be required to file a copyright infringement claim in a U.S. federal court.
Additionally, a claimant who makes a misrepresentation concerning copyright infringement may be liable for any damages, including costs and attorneys’ fees, incurred by the alleged infringer who is injured by the misrepresentation as a result of reliance upon the misrepresentation by us in removing or disabling access to the material or activity claimed to be infringing or in replacing the removed material or ceasing to disable access to it.
SECTION 14 - DISCLAIMER OF WARRANTIES; LIMITATION OF LIABILITY
We do not guarantee, represent or warrant that your use of our Services will be uninterrupted, timely, secure, defect, or error-free. We do not warrant that the results that may be obtained from the use of the Services will be accurate, complete, available, or reliable. You agree that from time to time we may remove the Services for indefinite periods of time or cancel the Services at any time, without notice to you. You expressly agree that your use of, or inability to use, the Services is at your sole risk. The Services, including all products and services delivered to you through the Services are (except as expressly stated by us) provided ‘as is’ and ‘as available’ for your personal use, without any representations, warranties or conditions of any kind and we hereby disclaim any and all representations, warranties, and conditions, either express or implied, including without limitation all implied warranties or conditions of merchantability, merchantable quality, fitness for a particular use or purpose, durability, title, and non-infringement. In no case shall Treadly, our members, managers, officers, employees, affiliates, agents, contractors, interns, suppliers, service providers or licensors be liable to you or any third-party for any injury, loss, claim, or any direct, indirect, incidental, punitive, special, or consequential damages of any kind, including, without limitation lost profits, lost revenue, lost savings, loss of data, replacement costs, or any similar damages, whether based in contract, tort (including negligence), strict liability or otherwise, arising from your use of any of the Services or any products procured using any Services, or for any other claim related in any way to your use of the Services or any product, including, but not limited to, any errors or omissions in any content, or any loss or damage of any kind incurred as a result of the use of any Services, content, or product posted, transmitted, sold, offered, delivered, or otherwise made available via any Services, even if you foresee or are advised in advance of the possibility such damages or liabilities may arise. Because some states or jurisdictions do not allow the exclusion, disclaimer, or the limitation of liability for consequential or incidental damages, in such states or jurisdictions, our liability shall be limited to the maximum extent permitted by applicable law.
SECTION 15 - PRODUCT AND SERVICE WARRANTIES.
We want you to be satisfied with your purchase. If for any reason you are not pleased with a product you purchased on the Site, simply return the item in accordance with our return policies. Our products may be packaged with the manufacturer’s warranty and service information detailing specific terms and conditions. PRODUCTS AND SERVICES SOLD BY US MAY BE SUBJECT TO ANY APPLICABLE WARRANTIES AND REPRESENTATIONS OF THEIR RESPECTIVE MANUFACTURERS AND YOU ARE SOLELY RESPONSIBLE FOR SEEKING ANY REMEDIES AVAILABLE IN CONNECTION THEREWITH DIRECTLY FROM THE MANUFACTURER. WE ARE NOT RESPONSIBLE FOR TAKING ANY ACTION OR ASSUMING ANY LIABILITY, DAMAGE, OR COST INCURRED BY YOU OR A THIRD PARTY WITH RESPECT TO ANY DEFECT, ERROR, OR FAILURE IN THE PERFORMANCE, CONDITION, FEATURES, OR FUNCTIONALITIES OF PRODUCTS OR SERVICES SOLD BY US. WE MAKE NO ADDITIONAL (AND HEREBY DISCLAIM ALL) REPRESENTATIONS OR WARRANTIES WITH RESPECT TO ANY PRODUCT OR SERVICE SOLD TO YOU THROUGH THE SITE. AS APPLICABLE ALL REMEDIES RELATING TO MANUFACTURER REPRESENTATIONS AND WARRANTIES MUST BE DIRECTED TO THE APPLICABLE MANUFACTURER. WE MAY, IN OUR SOLE DISCRETION, PROVIDE COMMERCIALLY REASONABLE SUPPORT TO ASSIST YOU IN SEEKING SUCH REMEDIES FOR THE APPLICABLE MANUFACTURER, PROVIDED, THAT SUCH ASSISTANCE SHALL NOT BE DEEMED A WAIVER OF THE FOREGOING DISCLAIMERS SET FORTH IN THIS SECTION.
SECTION 16 - INDEMNIFICATION
You agree to indemnify, defend and hold harmless Treadly, and our parent, subsidiaries, affiliates, partners, officers, members, managers, agents, contractors, licensors, service providers, subcontractors, suppliers, interns and employees, from and against any and all losses, liabilities, damages, awards, judgments, fines, penalties, interest, costs, and expenses (including reasonable attorneys’ fees and costs of litigation) incurred by us and/or any of the foregoing indemnitees in connection, and together, with any and all claims, causes of actions, demands, administrative actions, proceedings, and investigations brought or asserted by any third-party due to or arising out of your (i) breach of these Terms of Service or the documents they incorporate by reference; (ii) violation of any applicable law; (iii) infringement or violation of any intellectual property or other rights of a third-party; (iv) negligence or willful misconduct; and/or (v) acts or omissions relating to your use of any Services or our products that result in personal injury, death, or damage to property, except to the extent such injury is due to Treadly’s gross negligence or willful misconduct.
SECTION 17- SAFETY WARNINGS
YOU UNDERSTAND THAT THE SERVICES ARE INTENDED TO BE USED IN CONNECTION WITH FITNESS ACTIVITIES. YOU EXPRESSLY AGREE THAT ENGAGING IN FITNESS ACTIVITIES AS PART OF THE SERVICES CARRIES CERTAIN INHERENT AND SIGNIFICANT RISKS OF PROPERTY DAMAGE, BODILY INJURY OR DEATH AND THAT YOU VOLUNTARILY ASSUME ALL KNOWN AND UNKNOWN RISKS ASSOCIATED WITH THESE ACTIVITIES EVEN IF CAUSED IN WHOLE OR IN PART BY THE ACTION, INACTION OR NEGLIGENCE OF TREADLY OR OTHERS.
You should consult your physician or general practitioner (“Medical Professional”) before engaging in physical activity. You should not rely on Treadly’s informational resources, including product guides, product packaging or marketing materials provided as part of any of the Services, as a substitute or replacement for professional medical diagnosis, advice or treatment. Do not disregard obtaining professional medical advice from your Medical Professional because of Treadly’s informational resources or related materials found on the Site, social media accounts or materials posted by third-parties in relation to the Services. If you have any concerns or questions about your health, you should always consult your Medical Professional. The use of information obtained through Treadly and the Services is not medical advice.
NOTHING FOUND ON THE TREADLY WEBSITE OR AVAILABLE THROUGH ANY OF THE SERVICES IS INTENDED TO BE AND MUST NOT BE CONSTRUED AS THE PRACTICE OF MEDICAL CARE, INCLUDING BUT NOT LIMITED TO: PSYCHIATRY, PSYCHOLOGY, PSYCHOTHERAPY OR PROVIDING MEDICAL TREATMENT OF ANY NATURE, INCLUDING DIAGNOSIS, PROGNOSIS AND ADVICE. TREADLY IS CONTINUALLY DEVELOPING ITS SERVICES, AND TO THE FULL EXTENT PERMITTED BY LAW, TREADLY MAKES NO WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, AS TO ITS ACCURACY, COMPLETENESS OR APPROPRIATENESS FOR ANY PURPOSE. TREADLY DOES NOT GUARANTEE HEALTH RESULTS, IMPROVEMENTS, PHYSIOLOGICAL OR PSYCHOLOGICAL OUTCOMES OF ANY KIND AND USE OF THE SERVICES IS AT YOUR OWN RISK.
In purchasing and using any of the Services, you affirm that, if applicable, you will not use the Services for physical activity if you are pregnant, breastfeeding or lactating, unless your Medical Professional has specifically approved your use of the Services.
You further affirm that your Medical professional has specifically consulted you and advised you to use the Services or that (i) no Medical Professional has ever informed you that you have any condition which may prevent you from using any of the Services, including but not limited to heart conditions, lung conditions and that you are not prescribed any medication for blood pressure or a heart condition; (ii) you have never felt chest pain when engaging in physical activity or when not engaging in physical activity at any time during the past month; (iii) you have never lost your balance because of dizziness or vertigo; (iv) you have never lost consciousness because of physical activity or otherwise; (v) nobody in your immediate family has a history of high blood pressure or heart problems.
SECTION 18 - SEVERABILITY
In the event that any provision of these Terms of Service is determined to be unlawful, void or unenforceable, such provision shall nonetheless be enforceable to the fullest extent permitted by applicable law. If such provision cannot be enforced to the fullest extent permitted by applicable law, the unenforceable portion shall be deemed to be severed from these Terms of Service and such determination shall not affect the validity and enforceability of any other remaining provisions.
SECTION 19 - TERMINATION
The obligations and liabilities of the parties incurred prior to the termination date shall survive the termination of this agreement for all purposes. These Terms of Service are effective unless and until terminated by either you or us. You may terminate these Terms of Service at any time by notifying us that you no longer wish to use our Services, or when you cease using our site. If in our sole judgment you fail, or we suspect that you have failed, to comply with any term or provision of these Terms of Service, we also may terminate this agreement at any time without notice and you will remain liable for all amounts due up to and including the date of termination; and/or accordingly may deny you access to our Services (or any part thereof).
SECTION 20 - ENTIRE AGREEMENT
The failure of us to exercise or enforce any right or provision of these Terms of Service shall not constitute a waiver of such right or provision. These Terms of Service and any policies or operating rules posted by us on any Platform or in respect to the Service constitutes the entire agreement and understanding between you and us and govern your use of the Service, superseding any prior or contemporaneous agreements, communications and proposals, whether oral or written, between you and us (including, but not limited to, any prior versions of the Terms of Service). Any ambiguities in the interpretation of these Terms of Service shall not be construed against the drafting party.
SECTION 21 - GOVERNING LAW
These Terms of Service and any separate agreements whereby we provide you Services shall be governed by and construed in accordance with the laws of the State of New York, without regard to conflicts of laws principles. You agree that we will resolve any disputes between us through binding and final arbitration instead of through court proceedings. YOU HEREBY WAIVE ANY RIGHT TO A JURY TRIAL OF ANY CLAIM.
All controversies, claims, counterclaims, or other disputes arising between you and Treadly relating to these Terms, Platform or the use of a product or Service of Treadly (each a “Claim”) shall be submitted for binding arbitration in accordance with the Rules of the American Arbitration Association (“AAA Rules”). The arbitration will be heard and determined by a single arbitrator. You agree that any such arbitration is subject to the exclusive jurisdiction of New York and shall be held in the State of New York, County of New York. The arbitrator’s decision in any such arbitration will be final and binding upon the parties and may be enforced in any court of competent jurisdiction. The parties agree that the arbitration will be kept confidential and that the existence of the proceeding and any element of it (including, without limitation, any pleadings, briefs or other documents submitted or exchanged and any testimony or other oral submissions and awards) will not be disclosed beyond the arbitration proceedings, except as may lawfully be required in judicial proceedings relating to the arbitration or by applicable disclosure rules and regulations of securities regulatory authorities or other governmental agencies.
This arbitration agreement does not preclude you or Treadly from seeking equitable relief in state or federal court. You hereby agree to be subject to the jurisdiction of the Supreme Court of the State of New York, New York County, or the U.S. District Court, Southern District of New York, for all such actions or proceedings.
You hereby waive your right to act as a class representative or private attorney general, and to participate as a member of a class of claimants, with respect to any Claim. Claims may not be arbitrated or litigated on a class or representative basis. The arbitrator can decide only your individual Claims. The arbitrator may not consolidate or join the claims of other persons or parties who may be similarly situated.
If any provision of this section is found to be invalid or unenforceable, then that specific provision shall be of no force and effect and shall be severed, but the remainder of this section shall continue in full force and effect. No waiver of any provision of this section of the Terms will be effective or enforceable unless recorded in a writing signed by the party waiving such a right or requirement. Such a waiver shall not waive or affect any other portion of these Terms of Service. This section will survive the termination of your relationship with Treadly.
THIS SECTION LIMITS CERTAIN RIGHTS, INCLUDING THE RIGHT TO MAINTAIN A COURT ACTION, THE RIGHT TO A JURY TRIAL, THE RIGHT TO PARTICIPATE IN ANY FORM OF CLASS OR REPRESENTATIVE CLAIM, THE RIGHT TO ENGAGE IN DISCOVERY EXCEPT AS PROVIDED IN AAA RULES, AND THE RIGHT TO CERTAIN REMEDIES AND FORMS OF RELIEF. OTHER RIGHTS THAT YOU OR LTD WOULD HAVE IN COURT ALSO MAY NOT BE AVAILABLE IN ARBITRATION.
In the event we prevail in any dispute with you relating to the activities between you and us governed by this Agreement, you shall reimburse us for all reasonable attorneys’ fees, experts’ and professionals’ fees, costs, and expenses incurred by us in connection with such dispute.
SECTION 22 - CHANGES TO TERMS OF SERVICE
You can review the most current version of the Terms of Service at any time at www.treadly.co. We reserve the right, at our sole discretion, to update, change or replace any part of these Terms of Service by posting updates and changes to our Platforms. It is your responsibility to check our Platforms periodically for changes. Your continued use of or access to our Platforms or the Services following the posting of any changes to these Terms of Service constitutes acceptance of those changes.
SECTION 23 - CONTACT INFORMATION
Questions about the Terms of Service should be sent to us at firstname.lastname@example.org.