Effective Date: December 2020
IMPORTANT – PLEASE READ CAREFULLY.
PLEASE NOTE THAT THESE TERMS CONTAIN AN ARBITRATION AND CLASS ACTION WAIVER PROVISION THAT WAIVES YOUR RIGHT TO A COURT HEARING, RIGHT TO A JURY TRIAL, AND RIGHT TO PARTICIPATE IN A CLASS ACTION. ARBITRATION IS MANDATORY AND IS THE EXCLUSIVE REMEDY FOR ANY AND ALL DISPUTES UNLESS SPECIFIED BELOW OR IF YOU OPT-OUT. PLEASE CAREFULLY REVIEW THE DISPUTE RESOLUTION PROVISION(S), WHICH DESCRIBE YOUR RIGHT TO OPT-OUT.DB METHOD RESERVES THE RIGHT TO UPDATE AND CHANGE, FROM TIME TO TIME, THESE TERMS AND ALL DOCUMENTS INCORPORATED BY REFERENCE BY POSTING UPDATES AND/OR CHANGES TO OUR APP OR TO THE SITE. IT IS YOUR RESPONSIBILITY TO CHECK THESE TERMS PERIODICALLY FOR CHANGES. YOU CAN FIND THE CURRENT VERSION OF THESE TERMS AT [INSERT HYPERLINK]. USE OF THE APP AFTER SUCH CHANGES CONSTITUTES ACCEPTANCE OF SUCH CHANGES. ANY NEW FEATURES OR TOOLS WHICH ARE ADDED TO THE CURRENT APP SHALL ALSO BE SUBJECT TO THE THEN-CURRENT TERMS.
1. LICENSE GRANT. Subject to your continued compliance with these Terms, DB Method provides to you a single, revocable, limited, non-exclusive, non-transferable, and non-sublicensable license to use the App on your (and a single) computer, mobile phone, or other computing device and only for personal or internal purposes. The content layout, formatting, features of, and online or remote access processes or privileges for the App shall be as specified by DB Method in its sole discretion. You also acknowledge and agree to the following: (i) DB Method has the right to control and direct the means, manner, and method by which the App is provided; (ii) DB Method may, from time to time, engage independent contractors, consultants, or subcontractors to aid DB Method in providing the App or use thereof; and (iii) DBMethod has the right to provide the App to others.
2. PROPRIETARY RIGHTS. These Terms provide only a limited license to access and usethe App. Accordingly, you hereby agree that DB Method transfers no ownership or intellectual property interest or title in and to the App or any other DB Method intellectual property to you or anyone else. All text, graphics, user interfaces, visual interfaces, photographs, sounds, artwork, computer code (including html code), programs, software, products, information, and documentation as well as the design, structure, selection, coordination, expression, “look and feel,” and arrangement of any content contained on or available through the App are exclusivelyowned, controlled, and/or licensed by DB Method or its licensor(s). DB METHOD and all other trademarks identifying the products or services of DB Method are proprietary trademarks of DB Method, and any use of such marks, including, without limitation, as domain names, account identifiers, or in connection with any search engine optimization practice(s), without the prior express written permission of DB Method, is hereby strictly prohibited.
3. RESTRICTIONS ON USE. All rights not expressly granted under these Terms are hereby reserved by DB Method. Accordingly, you are hereby prohibited from using the App in any manner that is not expressly and unambiguously authorized by these Terms. You therefore may not modify, reproduce, duplicate, copy, download, store, further transmit, disseminate, transfer, disassemble, reverse engineer, decompile, extract source code, broadcast, publish, remove or alter any proprietary notices or labels, license, sublicense, sell, mirror, frame, rent, lease, private label, grant a security interest in, create derivative works of, or otherwise exploit the App, or any portion of the App, without DB Method’s prior written consent except as expressly and unambiguously authorized herein. Moreover, you may not: (i) attempt to gain unauthorized access to any portion or feature of the App or any other system(s) or network(s) connected to the App or to any DB Method server or to any of the App offered on or through the App by hacking, password “mining,” or any other illegitimate or prohibited means; (ii) probe, scan, or test the vulnerability of the App or any network(s) connected to the App, nor breach the security or authentication measures on the App or any network(s) connected to the App; (iii) reverse look-up, trace, or seek to trace any information on any other user of or visitor to the App; (iv) use any device, software, or routine to interfere with the proper working of the App or any transaction conducted on the App, or with any other person’s use of the App; (v) forge headers, impersonate a person, or otherwise manipulate identifiers in order to disguise your identity or the origin of any message or transmittal you send to DB Method on or through the App; (vi) delete, obscure, or in any manner alter any warning or link that appears in the App; or (vii) use the App in an unlawful manner, including, without limitation, to post, upload, transmit, orotherwise make available any material which violates, misappropriates, or infringes in any way upon the rights of others, is unlawful, threating, abusive, defamatory, invasive of privacy or publicity rights, vulgar, obscene, profane, or otherwise objectionable, or encourages conduct that would constitute unlawful conduct.
4. MOBILE APP. Please note that your mobile carrier’s normal messaging, data, and otherrates and fees will apply to your use of the App. In addition, downloading, installing, or using certain Apps may be prohibited or restricted by your mobile carrier, and not all parts of the App may work with all carriers or devices or in all locations. Therefore, you are solely responsible for checking with your mobile carrier to determine if the App is available for your mobile devices;
what restrictions, if any, may be applicable to your use of the App; and how much such use will cost. Nevertheless, all use of the App shall be strictly in accordance with these Terms.
5. GENERAL RIGHTS YOU GRANT US. You permit DB Method the right: (i) to allow the App to use the processor, bandwidth, and storage hardware on your mobile device or other computing device used to access the App in order to facilitate the operation of the App; and (ii) to provide advertising and other information to you, including through push notifications and in-App messaging.
You further grant to DB Method a non-exclusive, transferable, sub-licensable, royalty-free, perpetual, irrevocable, fully paid, worldwide right and license to use, reproduce, display, publish,translate, modify, create derivative works from, and distribute the data and information you submit or provide to the App that is gathered by DB Method in connection with your use of the App through any medium, whether alone or in combination with other content or materials, in any manner and by any means, method or technology, whether now known or hereafter created; provided that such data is used in a form that does not personally identify you. You represent and warrant that you have all necessary permissions to share your data and information. You agree that DB Method may contact you by email, telephone, or postal mail for any purpose, including, but not limited to, customer satisfaction surveys.
6. ELIGIBILITY. You must be at least eighteen (18) years of age to create an account on DB Method and use the App, or you must have consent from your parent or guardian. By creating an account and using the App, you represent and warrant that you have full power, capacity, and authority to agree to these Terms and have not been previously suspended or removed from using the App or Site.
7. USER OBLIGATIONS. By purchasing, downloading, accessing, or using the App, you covenant that you will abide by all applicable local, state, and national laws and regulations with respect to your use of the App and that you meet all of the above eligibility requirements. You further covenant you will at all times provide true, accurate, current, and complete information (and updates thereto) when submitting information to DB Method through the App, and agree to provide DB Method reasonable cooperation in connection with operation of or support for the App. DB Method will provide notice of any application notices, terms, and conditions for its App. You may be required to download and install updates to the App so as to maintain access to theApp and its services. Failure to do so might lead to certain services offered on the App becoming temporarily inaccessible to you until such update has been downloaded and installed.
8. ACCOUNT. You are required to create a personal account (“User Account”) in order to use the App. Each User Account is for a single individual user only, unless otherwise expressly agreed upon by DB Method, and each user may only create one User Account. You may create a User Account using an Apple ID, Facebook Authentication, Google Authentication, or by providing an email and password. The User Account may require adherence to other particular access requirements as designated by DB Method in its sole discretion from time to time. You hereby agree to consider your User Account (including any username and password) as confidential information and not to disclose such information to any third party without the prior
9. SUBSCRIPTION. You can choose to subscribe to the App on a monthly basis, or for such other periods that DB Method may offer from time to time. The applicable subscription fees(for the available level or tier of subscription) can be found on the Site or on the applicable app store from which the App can be downloaded. DB Method reserves the right to revise and update the subscription fees at any time at its sole discretion. Any such revision or updates to the fees will apply at the time of use and then prospectively to any subscription entered into following the effective date of the fee revision or update.
10. FREE TRIALS. DB Method may provide a free trial subscription for a fixed period of time, as determined by DB Method in its sole discretion. Unless otherwise stated by DB Method in respect of specific promotions, free trials are only available to new DB Method users, and DB Method reserves the right to cancel any trial subscription immediately if DB Method becomes aware that the subscriber has already had a trial subscription on a different User Account or using a different email address. Furthermore, any attempts to register for an additional free trial on the same User Account or using the same email address may result in you being charged forthe applicable subscription fees.After the trial, your subscription will renew automatically at the full subscription price unless you cancel your subscription before the end of the trial. To cancel your subscription during the trial, please see Section 13 (Subscription Cancellation).
11. PAYMENT DETAILS.Processing of subscription fees (including the currency in which your subscription is payable) will be handled by the applicable app store through which you purchase the App. Please review the app store’s applicable terms and conditions prior to purchasing a subscription.
12. SUBSCRIPTION RENEWAL. Your subscription will automatically renew unless you properly cancel your subscription through your applicable app store at least one (1) month before the end of the current billing period. Please review the app store’s applicable terms and conditions regarding renewal for more details.
13. SUBSCRIPTION CANCELLATION. You may cancel your subscription at any time through the applicable app store through which you purchased the App. Cancellation will be governed by the terms and conditions of that app store. Upon such cancellation, you will still be entitled to access the subscription services on the App for the remainder of the duration that you
have paid for. Please note that deletion of the App will not cancel your subscription unless otherwise noted by the app store.
15. FEEDBACK. DB Method welcomes your feedback and suggestions about the App. By transmitting any suggestions, information, material, or other content (collectively, “Feedback”) toDB Method, you represent and warrant that such Feedback does not infringe or violate the intellectual property or proprietary rights of any third party (including, without limitation, patents, copyrights, or trademark rights) and that you have all rights necessary to convey to DB Method and enable DB Method to use such Feedback. In addition, any Feedback received by DB Method will be deemed to include a royalty-free, perpetual, irrevocable, transferable, non-exclusive right and license from you for DB Method to adopt, publish, reproduce, disseminate, transmit, distribute, copy, use, create derivative works of, and display (in whole or in part) worldwide, or act on such Feedback without additional approval or consideration, in any form, media, or technology now known or later developed for the full term of any rights that may exist therein, and you hereby waive any claim to the contrary.
16. LINKS TO OTHER SITES. The App may connect to certain third-party websites or online networks (collectively, “Third Party Sites”). These Third Party Sites have not necessarily been reviewed by DB Method and are owned, controlled and/or maintained solely by third parties over whom DB Method exercises no control. Your correspondence or any other dealingswith third parties found through any Third Party Sites on the App is solely between you and suchthird party. Accordingly, DB Method hereby expressly disclaims and shall not have any liability or responsibility for any Third Party Sites.
17. YOUR INDIVIDUAL RESULTS MAY VARY. Every person has a different body and history, and, therefore, individual results will vary when using our App. Your individual Results will vary depending upon a variety of factors unique to you, such as your health, genetics, diet and level of exercise.
18. NO MEDICAL DIAGNOSIS. DB METHOD IS COMMITTED TO HELPING YOU LOSE WEIGHT AND IMPROVE YOUR LIFESTYLE. YOU UNDERSTAND, HOWEVER, THAT OUR APP AND THE STATEMENTS ON THE APP (INCLUDING THE STATEMENTS FROM OUR TRAINERS) HAVE NOT BEEN EVALUATED BY THE FOOD & DRUG ADMINISTRATION, AND THE INFORMATION ON THE APP IS NOT INTENDED TO DIAGNOSE, TREAT, CURE OR PREVENT ANY HEALTH PROBLEMS, ILLNESSES, OR DISEASES. THE INFORMATION ON THE APP OR PROVIDED TO YOU THROUGH ANY COMMUNICATION IS DESIGNED FOR INFORMATIONAL PURPOSES ONLY AND IS NOT INTENDED TO BE A SUBSTITUTE FOR INFORMED MEDICAL ADVICE OR CARE. YOU AGREE THAT YOU EITHER HAVE CONSULTED, OR WILL CONSULT, WITH A PHYSICIAN OR DOCTOR BEFORE USING THE APP, PARTICULARLY IF YOU SUFFER FROM ANY MEDICAL CONDITION INCLUDING, BUTNOT LIMITED TO, HEART DISEASE, HIGH BLOOD PRESSURE, OBESITY, BLOOD CIRCULATION PROBLEMS, BREATHING PROBLEMS, OR ANY OTHER CONDITIONS OR
DISORDERS, AND YOU AGREE THAT YOU WILL CEASE IMMEDIATELY FROM USING OUR APP IF YOU EXPERIENCE ANY ILL EFFECTS OR UNINTENDED SIDE EFFECTS.
19. GENERAL DISCLAIMERS. THE APP IS PROVIDED ON AN “AS-IS” BASIS AND MAY INCLUDE ERRORS, OMISSIONS, OR OTHER INACCURACIES. DB METHOD HEREBY EXPRESSLY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT OR ANY OTHER IMPLIED WARRANTY UNDER THE UNIFORM COMPUTER INFORMATION TRANSACTIONS ACT AS ENACTED BY ANY STATE. DB METHOD MAKES NO REPRESENTATIONS OR WARRANTIES THAT THE APP WILL OPERATE ERROR-FREE, UNINTERRUPTED, OR IN A MANNER THAT WILLMEET YOUR PARTICULAR REQUIREMENTS AND/OR NEEDS. THEREFORE, YOU ASSUME THE ENTIRE RISK REGARDING THE QUALITY AND/OR PERFORMANCE OF THEAPP.
20. LIMITATION OF LIABILITY. YOU UNDERSTAND THAT THERE ARE INHERENT RISKS IN PHYSICAL EXERCISE. EXCEPT WHERE OTHERWISE INAPPLICABLE OR PROHIBITED BY LAW, IF YOU SUSTAIN OR CLAIM TO SUSTAIN ANY INJURY WHILE USING THE APP, YOU ACKNOWLEDGE THAT DB METHOD (INCLUDING ITS OFFICERS, DIRECTORS, SHAREHOLDERS, EMPLOYEES, AND AGENTS) IS NOT RESPONSIBLE. YOUAGREE THAT DB METHOD (INCLUDING ITS OFFICERS, DIRECTORS, SHAREHOLDERS, EMPLOYEES, AND AGENTS) WILL NOT BE HELD LIABLE IN ANY WAY FOR INJURIES RELATED TO MEDICAL CONDITIONS.EXCEPT WHERE OTHERWISE INAPPLICABLE OR PROHIBITED BY LAW, IN NO EVENT SHALL DB METHOD OR ANY OF ITS OFFICERS, DIRECTORS, SHAREHOLDERS, EMPLOYEES, INDEPENDENT CONTRACTORS, TELECOMMUNICATIONS PROVIDERS, AND/OR AGENTS BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, CONSEQUENTIAL, PUNITIVE, OR ANY OTHER DAMAGES, FEES, COSTS OR CLAIMS ARISING FROM OR RELATED TO THIS AGREEMENT OR YOUR OR A THIRD PARTY’S USE OR ATTEMPTED USE OF THE APP, REGARDLESS OF WHETHER DB METHOD HAS HAD NOTICE OF THE POSSIBILITY OF SUCH DAMAGES, FEES, COSTS, OR CLAIMS. THIS INCLUDES, WITHOUT LIMITATION, ANY LOSS OF USE, LOSS OF PROFITS, LOSS OF DATA, LOSS OF GOODWILL, COST OF PROCUREMENT OF SUBSTITUTE PRODUCTS,OR ANY OTHER INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, CONSEQUENTIAL, OR OTHER DAMAGES. THIS APPLIES REGARDLESS OF THE MANNER IN WHICH DAMAGES ARE ALLEGEDLY CAUSED, AND ON ANY THEORY OF LIABILITY, WHETHER FOR BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE AND STRICT LIABILITY), WARRANTY, OR OTHERWISE.YOU AGREE THAT IN NO EVENT SHALL DB METHOD’S (INCLUDING ITS OFFICERS, DIRECTORS, SHAREHOLDERS, EMPLOYEES, AND AGENTS) LIABILITY TO YOU FOR ANYCLAIM OF ANY KIND OR DESCRIPTION EXCEED ONE THOUSAND DOLLARS ($1,000.00). SOME STATES, INCLUDING NEW JERSEY, DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES AND LIMITATION OF LIABILITIES, SO SOME OF THE ABOVE
EXCLUSIONS AND LIMITATIONS MAY NOT APPLY TO YOU AND YOU MAY HAVE ADDITIONAL RIGHTS.
22. INDEMNIFICATION. You agree to indemnify, defend, and hold DB Method (and its affiliated companies, contractors, employees, agents, suppliers and partners) harmless from any and all claims, suits, actions, liabilities, losses, costs, damages, expenses, and any other liabilities, including, without limitation, attorneys’ fees, arising out of or related in any manner to your misuse of the App, including, without limitation, any breach or alleged violation of these Terms.
23. SECURITY & ENFORCEMENT. DB Method reserves the right in its sole discretion to review, monitor, and/or record any information relating to your use of the App (“User
Information”) without any prior notice to or permission from you, including, without limitation, by archiving content and/or communications submitted to and/or sent by you through the App. DB Method may share any User Information DB Method obtains from you with any law enforcementorganization in connection with any investigation or prosecution of possible criminal or unlawful activity. DB Method will also disclose User Information as required by any court order and/or subpoena. In addition, DB Method hereby reserves the right in its sole discretion to, at any time and without notice, modify, suspend, terminate, and/or interrupt operation of or access to the App, or any portion thereof, in order to protect the App, DB Method’s intellectual property, DB Method, or the business interests of DB Method and/or its members and affiliates.
24. INJUNCTIVE RELIEF. You acknowledge that any breach, threatened or actual, of these Terms, including, without limitation, violations or infringement of DB Method’s intellectual property or proprietary rights, may cause irreparable injury to DB Method, whereby such injury would not be quantifiable in monetary damages, and DB Method would not have an adequate remedy at law. In the event of such injury or potential for such injury you therefore hereby agree that DB Method shall be entitled, in addition to other available remedies, to seek and be awarded an injunction or other appropriate equitable relief from a court of competent jurisdiction restraining any breach, threatened or actual, of your obligations under any provision of these Terms.
25. GOVERNING LAW. These Terms have been made in and will be construed and enforced in accordance with the laws of the State of New York as applied to agreements entered into and completely performed in the State of New York. Please print a copy of these Terms or contact DB Method if you wish to receive a printed copy of these Terms.
26. FORCE MAJEURE. DB Method shall not be responsible to you for any delay, damage, or failure caused by or occasioned by a Force Majeure Event. As used in these Terms, “Force Majeure Event” shall mean: any act of God, act of nature or the elements, terrorism, insurrection, revolution or civil strife, piracy, civil war or hostile action, labor strikes, acts of public enemies, federal or state laws, rules and regulations of any governmental authorities having jurisdiction over the premises, inability to procure material, equipment, or necessary labor in the open market, acute and unusual labor, material, or equipment shortages, or any other causes beyond the control of DB Method. Delays due to any of the above causes shall notbe deemed to be a breach of or failure to perform under these Terms. DB Method shall not be required against its will to adjust any labor or other similar dispute except in accordance with applicable law.
27. TERM AND TERMINATION. These Terms will take effect, or re-effect, at the time you download the App, purchase a subscription, or begin using the App, whichever is earliest. You may uninstall or delete the App at any time by utilizing the available uninstall or delete functionality offered by your mobile device. However, by uninstalling or deleting the App, you willno longer be able to access the App’s functionality and will not be entitled to any refund of any amount paid for a subscription. These Terms will terminate automatically if (i) you fail to comply with any of its terms and conditions, or (ii) cease all use of the App. Termination will be effective without notice. In addition, DB Method may, in its sole discretion, terminate these Terms or
suspend the App for any or no reason. Upon termination of these Terms, any and all right(s) to use the App shall immediately cease and you must promptly delete or destroy all copies of the App in your possession or control. Sections 2, 5, 15, and 18-31 will survive the termination of these Terms.
28. WAIVER & SEVERABILITY. DB Method’s failure to insist upon strict performance of any of these Terms and conditions of these Terms by you will not operate as a waiver of any subsequent default or failure of performance. If any part of these Terms is determined by a courtof competent jurisdiction to be invalid or unenforceable pursuant to applicable law or court orderincluding, but not limited to, the warranty disclaimers and the liability limitations set forth above, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision(s) that most clearly matches the intent of the original provision and the remainder of these Terms shall continue in effect.
29. ASSIGNMENT. DB Method may assign its rights under this Agreement at any time, without notice to you. Your rights arising under this Agreement cannot be assigned without DB Method’ express written consent.
31. CONTACT US. We encourage our customers to contact us with questions or comments about our App or our products. Please feel free to do so by sending an e-mail to email@example.com. If you have any questions or inquiries concerning any of these Terms, you may send an e-mail to firstname.lastname@example.org or write to The DB Method, 225 Broadway, 35th Floor, New York, NY 10007.