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Thursday, December 8, 2016

LES MILLS On Demand Terms of Use

Updated and effective for new and existing subscribers: 08 December 2016

LES MILLS™ On Demand Terms of Use

Customer’s subscribing to Les Mills On Demand within the United States please click here to view the U.S. LES MILLS On Demand Terms of Use on this webpage that govern your use of the service.

Customer’s subscribing to LES MILLS On Demand outside the United States please click here to view the LES MILLS On Demand Terms of Use on this webpage that govern your use of the service.

 


 

LES MILLS™ On Demand Terms of Use

The following LES MILLS On Demand Terms of Use shall apply to customers who subscribe to the LES MILLS on Demand Service outside the United States.

  1. Your Acceptance
    1. Your electronic acceptance signifies that you have read, understand, acknowledge and agree to be bound by:
      1. these terms of use (“Terms of Use”);
      2. our LES MILLS On Demand privacy policy (“Privacy Policy”) found at www.lesmills.com/privacy-policy/on-demand/, which is expressly incorporated here by reference; and
      3. the Website Terms of Use found at www.lesmills.com/terms-of-use/, which is expressly incorporated here by reference (“Website Terms of Use”), (together, the “Agreement”).
    2. If you do not agree to the terms of this Agreement do not use the LMOD Service.
    3. NOTHING IN THIS AGREEMENT SHALL AFFECT ANY NON-WAIVABLE STATUTORY CONSUMER RIGHTS THAT APPLY TO YOU WITHIN YOUR JURISDICTION.
    4. AS A CONSUMER, YOU MAY HAVE LEGAL RIGHTS IN YOUR JURISDICTION IN RELATION TO THE SUPPLY OF DIGITAL CONTENT. THIS MIGHT INCLUDE THAT ALL DIGITAL CONTENT WE SUPPLY TO YOU WILL BE OF SATISFACTORY QUALITY, FIT FOR PURPOSE AND AS DESCRIBED. e. FOR FURTHER DETAILS OF YOUR LEGAL RIGHTS (INCLUDING STATUTORY REMEDIES YOU MAY HAVE) YOU CAN VISIT YOUR LOCAL CITIZENS’ ADVICE BUREAU OR TRADING STANDARDS OFFICE.
  2. Interpretation.
    In these Terms of Use:

    “Compatible Devices” means certain computers and other devices with internet browsers;

    “Les Mills”, "we", “us", “our” etc., means Les Mills Media Limited, a New Zealand limited liability company, with its registered office located at 22 Centre Street, Freemans Bay, Auckland 1010, New Zealand;

    “LMOD Service” means the Les Mills On Demand subscription service (including our website, the LMOD App, associated user interfaces and all content and software and all other features and functionalities associated with those services) that provides subscribers with access to view and discover our Programs that are streamed over the internet to Compatible Devices;

    “LMOD App” means the Les Mills On Demand software application owned by us that may be licensed for download on certain devices;

    “Programs” means pre-recorded audio-visual exercise presentations ("Programs");

    “Related Companies” means any company other than us owned by or ultimately controlled by Les Mills International Limited and including Les Mills International Limited.

    In the event of any conflict between these Terms of Use and the Website Terms of Use, the provisions of these Terms of Use shall prevail.
  3. You are responsible for exercising within your limits.
    1. Consult your doctor before using the LMOD Service and follow his or her advice. Do not use the LMOD Service if you have a history of chest pain, knee, ankle, wrist, shoulder, joint, or spinal (back or neck) problems or injuries. Read and follow all safety guidance provided as part of the LMOD Service. If at any time you feel you are exercising beyond your current fitness abilities, or you feel discomfort, pain, dizziness, or nausea, you should discontinue exercising immediately. Nothing on the LMOD Service is intended to be medical or professional advice or care. We and our Related Companies do not guarantee any exercise, health, weight loss or fitness results or improvements to users of the LMOD Service.
    2. You are responsible for exercising within your limits and subject to clause 15, assume all risk of injury to your person or property. CLAUSE 15 “EXCLUSIONS AND LIMITATION OF LIABILITY” OF THESE TERMS OF CONDITIONS EXPRESSLY APPLY TO YOUR USE OF THE LMOD SERVICES.
  4. Your Subscription
    1. Your subscription to the LMOD Service, which may start with a free trial, will continue month to month unless and until you or we cancel it in accordance with this Agreement.
    2. You must be over 18 years of age, have internet access and provide us with a current, valid, method of payment acceptable to us (as confirmed during your online sign up) to use the LMOD Service.
    3. You can find the specific details regarding your subscription with us at any time. Simply sign in to your LMOD account online and click on “My Account”.
    4. During your subscription, we grant you a limited, non-exclusive, non-transferable, non-assignable licence to access the LMOD Service to view Programs on a streaming-only basis. Except for this licence, no right, title or interest in the Programs or LMOD Service shall be transferred to you.
    5. NOTICE TO PARENTS AND GUARDIANS:
      1. Subject to clause 1.e.ii below, the LMOD Service is not suitable for children under the age of 18.
      2. We may offer Programs that are suitable for children (“Children’s Programs”) on the LMOD Service. These Children’s Programs will be expressly labelled as suitable for children. Individuals under the age of 18 may use the LMOD service to watch Children’s Programs only with the involvement of a parent or legal guardian, under such person's account and otherwise subject to these Terms of Use. You are responsible for monitoring and supervising your child's use of the LMOD Service when viewing those Children’s Programs.
    6. The Programs available to watch may vary by geographic location. We will use technologies to verify your geographic location. The number of devices on which you may simultaneously watch is limited to three.
    7. We continually test various aspects of the LMOD Service, including our website, user interfaces, plans, promotional features, availability of Programs, delivery and pricing. By entering into this Agreement, you agree that we may include you in or exclude you from these tests without notice.
    8. We reserve the right in our sole and absolute discretion to make changes from time to time to how the LMOD Service is offered to you (for example, the look and feel of the LMOD Service) and how the LMOD Service operates (for example, how our website is structured or how you are able to browse the available Programs).
    9. The availability of Programs may change from time to time and from country to country. The quality of the display of the streaming Programs may vary from computer to computer, and device to device, and may be affected by a variety of factors, such as your location, your carrier, the bandwidth available through and/or speed of your internet connection. An internet connection of at least 1.5MB/sec is required.
    10. If your Compatible Device or any other devices, hardware or equipment supplied to you by someone else does not work properly, you need to contact the equipment supplier or manufacturer, rather than us, about the problem.
    11. You are responsible for your relationship with all third party service providers you may engage to assist your enjoyment of the LMOD Services (including your internet service provider and your electricity service provider) and all obligations and charges you may owe to them as a result of using their services (including but not limited to broadband or mobile data charges, and electricity charges). If there is a problem with a service provided for you by another supplier, you need to contact the other supplier about the problem.
    12. LMOD streaming software is developed by, or for, us and is designed to enable streaming of content from us through Compatible Devices. This software may vary by device and medium, and functionalities may also differ between devices. You agree that the use of the LMOD Service may be subject to certain third party licenses.
  5. Changes to this Agreement
    1. We may change the terms of this Agreement from time to time. Such revisions shall be effective immediately, provided however, for existing subscribers, such revisions shall be effective one month after posting them on our website and notifying you by email unless otherwise stated.
    2. Despite clause 5 a. above, if we reasonably consider that a change to the LMOD Services is likely to benefit you, or have a neutral impact on you, we may make that change immediately and will tell you about the change as soon as possible after the change has been made by posting the change on our website.
    3. If you do not agree to any changes we make to this Agreement, you may exercise your right to cancel your subscription in accordance with clause 9 “Cancellation”.
  6. Differing Subscriptions and Activation Codes
    1. We may offer a number of subscription plans, including special promotional plans or subscriptions with differing subscription periods, conditions and limitations. Any materially different terms from those described in this Agreement will be disclosed online at the time of your sign-up on our website or otherwise notified to you by us, and will take precedent over the terms set out in this Agreement, to the extent that a conflict arises.
    2. Some promotional subscriptions may be offered by third parties (for example, certain fitness facilities) in conjunction with the provision of their own products and services. We are not responsible for the products and services provided by such third parties.
    3. From time to time, activation codes that grant you access to use the LMOD Service may be available from us, including those provided as part of a third party promotion. Activation codes may be redeemed and will grant you access to the LMOD Service as described in the specifics of the promotion or when you enter the activation code during online sign-up. Activation codes can only be used once, cannot be redeemed for cash and may not be combined with other offers, including a free trial, unless otherwise determined by us in our sole discretion. If you received an activation code through an offer by a third party, additional conditions may apply.
  7. Free Trials
    1. Your subscription may start with a free trial, which will be confirmed when entering into a contract with us via the online sign up process. The free trial period of your subscription lasts as specified during your online sign-up. For combinations with other offers, restrictions may apply, which will be confirmed in the terms accompanying any such offers. Free trials are for new subscribers to the LMOD Service only. We reserve the right, in our absolute discretion, to determine your free trial eligibility.
    2. We will begin charging your Payment Method for subscription fees at the end of the free trial period of your subscription unless you expressly cancel prior to the end of the free trial period. You can cancel your subscription during the free trial period by signing into your account on our website, select “My Account”, “My Subscriptions”, select “view” your subscription and then select “Cancel”.
    3. You will not receive a notice from us that your free trial period is about to end or that the paying portion of your subscription is about to begin.
  8. Subscription Fees
    1. By starting your LMOD subscription and providing or designating a Payment Method, you authorise us to charge you a monthly fee for your subscription at the then current rate (“Subscription Fee”) to your Payment Method. As used in these Terms of Use, “charge”, “charging” etc., shall indicate either a charge, debit or other payment clearance, as applicable, against your Payment Method.
    2. The Subscription Fee will be charged at the beginning of the paying portion of your subscription and each month thereafter unless and until your subscription is cancelled. For example, if you subscribe with an initial 10 day trial on 16 April, the paying portion of your subscription will begin on 26 April following your free trial and you will be charged on 26 April for the monthly Subscription Fee, which is payment in respect of the billing period 26 April to 25 May.
    3. You must cancel your subscription at least 24 hours before it renews each month in order to avoid charging of the next month's Subscription Fee to your Payment Method. For example, if you wish to cancel your subscription with effect from 1 May, you will need to provide notice no later than midnight on 29 April.
    4. There are no refunds or credits for partially used periods. However, following any cancellation, you will continue to have access to the LMOD Service through to the end of your current billing or subscription period.
    5. Unless otherwise notified at the time you signed up for your LMOD subscription, all charges shall be in USD.
    6. If a payment is not successfully settled and you do not edit your Payment Method information or cancel your account, you remain responsible for any uncollected amounts and authorise us to continue billing your Payment Method. For certain Payment Methods, the issuer of your Payment Method may charge you a foreign transaction fee or other charges. Check with your Payment Method service provider for details.
    7. We may change our Subscription Fees or any component thereof at any time as we may determine in our sole and absolute discretion. When we decrease Subscription Fees we may make the change immediately and we will tell you about the change after the change has been made by emailing you, and publishing the change on our website.
    8. When we increase Subscription Fees (including introducing charges for services that are currently free, such as a free trial period) and you are impacted by the change, we will give you one month’s notice of these changes. We will notify you of these changes by emailing you, and publishing the change on our website. For example, if your Subscription Fee is payable on 1 March, and you are notified of an increase in the Subscription Fee on 10 March, the increased Subscription Fee will only become payable with effect from 1 May.
    9. If you do not agree to any changes we make to our Subscription Fees or any component thereof, you may exercise your right to cancel your subscription in accordance with clause 9 “Cancellation”.
  9. Cancellation
    1. You may cancel your subscription at any time, and you will continue to have access to the LMOD Service through to the end of your monthly billing period. When you have purchased a longer subscription (e.g., a 6 or 12 month subscription), you may cancel at any time but will continue to have access to the LMOD Service through to the end of your subscription period. To cancel your subscription, sign into your account on our website, select “My Account”, “My Subscriptions”, select “view” your subscription and then select “Cancel”. You may not be able to cancel your subscription through your online account if you access your account from outside the country in which you have established your account. In this case, you must email us at support@lesmillsondemand.com to cancel your subscription. If you cancel your subscription, your account will automatically close at the end of your current billing or subscription period.
    2. We may cancel your subscription at any time, and (subject to clause 9.f and 9.f below) you will continue to have access to the LMOD Service through to the end of your monthly billing or subscription period (if applicable).
    3. We do not provide refunds or credits for any partial subscription periods or unwatched Programs.
    4. If you signed up for the LMOD Service with a third party as a Payment Method (for example, through a membership to a fitness facility), and wish to cancel your subscription, including during your free trial, you may need to do so through such third party. You may also need to find or ask for your billing information in respect of your subscription by visiting your account with or requesting that information from the applicable third party. That third party will also be able to cancel Your Account without your consent. When we receive a cancellation from a third party, you agree that we may contact you to see if you would like to sign up to the LMOD Service directly.
    5. In certain jurisdictions, access to the LMOD Service is conditional upon you having a valid membership to a participating fitness facility. In those jurisdictions, we reserve the right to immediately terminate your subscription if you do not have, or no longer have, a valid membership to a participating fitness facility.
    6. We may immediately terminate or restrict your use of the LMOD Service, without compensation or notice if you are, or if we reasonably believe that you are (i) in material violation of any of this Agreement or (ii) engaged in illegal or improper use of the LMOD Service.
  10. Your obligations
    1. You agree not to:
      1. copy, reproduce, publish, transmit, broadcast, archive, download (other than through caching necessary for personal use), distribute, modify, display, perform, license, create derivative works from, offer for sale, or use (except as explicitly authorised in this Agreement) content and information contained on or obtained from or through the LMOD Service without express written permission from us;
      2. use the LMOD Service for public performances including, without limitation, performance in or for any fitness facility;
      3. use the Programs (including, without limitation, the choreography or music contained therein) to learn, teach or instruct any fitness class;
      4. circumvent, remove, alter, deactivate, degrade or thwart any of the content protections in the LMOD Service;
      5. use any robot, spider, scraper or other automated means to access the LMOD Service;
      6. decompile, reverse engineer or disassemble any software or other products or processes accessible through the LMOD Service;
      7. insert any code or product or manipulate the content of the LMOD Service in any way;
      8. use any data mining, data gathering or extraction method;
      9. infringe any third party’s rights; or
      10. upload, post, e-mail or otherwise send or transmit any material designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment associated with the LMOD Service, including any software viruses or any other computer code, files or programs.
    2. You agree to:
      1. pay the Subscription Fees;
      2. use the LMOD Services for your own personal and non-commercial use, and not for any commercial or business purpose;
      3. ensure all information you give us is correct, and notify us immediately of any changes to your contact details;
      4. follow the instructions and directions we provide about using the LMOD Service and only use it for lawful purposes;
      5. be responsible and liable for any use by any other person (authorised or unauthorised) of the LMOD Services we provide to you, including, without limitation, any charges associated with that use and any consequences if such person misuses the LMOD Services or breaches this Agreement or suffers any injury or damage to their property;
      6. make sure everyone you are responsible for and who may use or do anything in relation to the LMOD Services also meets the responsibilities set out in this Agreement; and
      7. be responsible for configuring your information technology, computer programs and Compatible Devices in order to access our website and the LMOD Service. You should use your own virus protection software.
  11. Customers in the European Union and your right to withdraw
    1. If you are a customer in the European Union you provide your explicit consent to the immediate commencement of your subscription when you click “Buy Now” during sign-up, which allows you to directly access the LMOD Service and stream Programs. You acknowledge that you lost your right to withdrawal but this does not affect your right to cancel your subscription as described in clause 9 above.
  12. The Les Mills On Demand App
    1. We may make the LMOD Service available to you through the LMOD App. By downloading and/or using the LMOD App you agree to the terms of this Agreement.
    2. We grant you a non-exclusive, limited, personal and non-transferable license, subject to and conditional upon your compliance with this Agreement, to install and use the LMOD App, in object code form only, provided to you by or on behalf of us in connection with your use of the LMOD Service.
    3. We may issue you an upgraded version of the LMOD App automatically upon an instance of your use of the LMOD App or the LMOD Service or otherwise in connection with your use of the Compatible Device. Alternatively, we may require you to consent to an upgrade to the LMOD App ("Upgrades") before using, installing or accessing the LMOD App. If you decline the Upgrades, you may not be able to use or access the LMOD App or use the LMOD Service through the LMOD App.
    4. The LMOD App may provide us with limited access to your Compatible Device. Among other things, the LMOD App may provide us with information related to your use of the LMOD Service and this information will be treated in accordance with our Privacy Policy.
    5. We may terminate your right to use the LMOD App at any time without notice. Your ability to use our LMOD App to utilise the LMOD Service is subject to your system compatibility with our LMOD App as such requirements may change from time to time. Compatibility of system requirements with the LMOD App is your responsibility.
    6. CLAUSE 15 “EXCLUSIONS AND LIMITATION OF LIABILITY” OF THESE TERMS OF CONDITIONS EXPRESSLY APPLY TO THE LMOD APP AND THE USE OF THE LMOD APP.
    7. If you have downloaded the LMOD App from the Apple iTunes Application Store, the following additional terms apply:
      1. You acknowledge that this Agreement is not between you and Apple.
      2. Your use of the LMOD App is limited to a non-transferable license to use the LMOD App on any iOS products that you own or control and as permitted by the Usage Rules set forth in the App Store Terms of Service. You acknowledge that Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the LMOD App.
      3. To the extent permitted by law, Apple has no warranty obligation with respect to the LMOD App and any claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty set forth in this Agreement is our responsibility. Please note our exclusion of warranties under clause 15 below.
      4. You acknowledge that Apple is not responsible for addressing any of your claims (or any third party claims) relating to the LMOD App or your possession and/or use of the LMOD App, including, but not limited to: (i) any third party claims of intellectual property right infringement, (ii) product liability claims, (iii) any claim that the LMOD App fails to conform to any applicable legal or regulatory requirement, and (iv) claims arising under consumer protection or similar legislation.
      5. You represent and warrant that (i) you are not located in a country that is subject to a U.S. Government embargo, or that you have been designated by the U.S. Government as a “terrorist supporting” country; and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties.
      6. You acknowledge and agree that Apple, and Apple's subsidiaries, are third party beneficiaries of this License Agreement with respect to the LMOD App, and that Apple will have the right (and will be deemed to have accepted the right) to enforce this Agreement against you in respect of the LMOD App as a third party beneficiary thereof as set forth herein.
  13. Passwords & Account Access
    1. Your control over your account is exercised through use of your login and password and therefore to maintain exclusive control over your account, you should not reveal your password to anyone. You are responsible for updating and maintaining the truth and accuracy of the information you provide to us relating to your account.
    2. In order to provide you with ease of access to your account and to help administer the LMOD Service, we may implement technology that enables us to recognize you and provide you with direct access to your account without requiring you to retype any password or other user identification when you revisit the LMOD Service, which includes accessing via Compatible Devices or our website.
    3. We reserve the right to place any account on hold anytime with or without notification to the subscriber in order to protect ourselves and our partners from what we believe to be fraudulent activity (once a hold has been put in place, we will notify you as soon as possible). Any hold placed on an account will not last any longer than 10 working days, after which we will either terminate this Agreement, or re-open your account. We are not obligated to credit or discount a subscription for holds placed on the account by either our representatives or by the automated processes of the LMOD Service, in circumstances where your act or omission leads to our concerns that a fraudulent activity is or has taken place on your account or you are in breach of your obligations under this Agreement.
  14. Intellectual Property
    1. Copyright. The LMOD Service, including all content provided on the LMOD Service, is protected by copyright, trade mark, trade secret and other intellectual property laws and treaties. The Programs contain cover music and a selection of licensed original recordings. For more information please visit the tracklist section of our website.
    2. Trade marks. LES MILLS™, the LES MILLS™ Arch device, SHAPE YOUR WORLD™, BODYATTACK™, BODYBALANCE™, BODYCOMBAT™, BODYFLOW®, BODYJAM™, BODYPUMP™, BODYSTEP™, BODYVIVE™, RPM™, SH’BAM™, CXWORX™, GRIT™, LES MILLS GRIT™, BORN TO MOVE™, SMARTBAR™, SMARTSTEP™, LES MILLS SMARTSTEP™, CLUBCOUNT™ and all our and our Related Companies other trade and service marks and logos, and our and our Related Companies products and services described in our or our Related Companies websites, are either trademarks, service marks or registered trademarks of us, our Related Companies or our authorised agents, and may not be copied, imitated or used, in whole or in part, without our prior written permission. For the avoidance of doubt, you may not use any of our or our Related Companies trademarks or service marks in any domain names or in any account name or user ID for any social media site or blog. All page headers, custom graphics, button icons, and scripts are the copyright and / or service marks, trademarks, and/or trade dress of us or our Related Companies and may not be copied, imitated, or used, in whole or in part, without our prior written permission. Our and our Related Companies trade marks, service marks and trade dress may not be used in any manner that is likely to cause confusion amongst the public or in any manner that disparages or discredits us or our Related Companies. All other trademarks, service marks, registered trademarks, product and service names and company names or logos that appear on the LMOD Service are the property of their respective owners, who may or may not be affiliated with, connected to, or sponsored by us or our Related Companies.
    3. Copyright Complaints
      1. We respect the intellectual property of others. If you believe that your work has been copied and has been used on the LMOD Service in a way that constitutes copyright infringement, please notify us immediately, in writing, and provide the following information:
        1. A description of the copyrighted work that you claim has been infringed;
        2. A description of the location in the LMOD Service of the material that you claim has been infringed;
        3. Your address, telephone number and e-mail address;
        4. Your statement that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law;
        5. Your statement, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner's behalf; and
        6. Your physical or electronic signature.
      2. Our Copyright Agent for notice of claims of copyright infringement on the LMOD Service can be reached as follows:
        Les Mills International Limited, 22 Centre Street, Auckland 1010, New Zealand
        Email: lmod@lesmills.com
        Attention: General Counsel, Legal Department
  15. Exclusion and Limitations of Liability
    1. AS A CONSUMER, YOU MAY HAVE LEGAL RIGHTS IN YOUR JURISDICTION IN RELATION TO THE SUPPLY OF DIGITAL CONTENT. THIS MIGHT INCLUDE THAT ALL DIGITAL CONTENT WE SUPPLY TO YOU WILL BE OF SATISFACTORY QUALITY, FIT FOR PURPOSE AND AS DESCRIBED.
    2. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR CERTAIN TYPES OF DAMAGE OR LOSS. THEREFORE, SOME OF THE EXCLUSIONS AND/OR LIMITATIONS IN THIS SECTION MAY NOT APPLY TO YOU DEPENDING ON THE LEGISLATION IN YOUR JURISDICTION.
    3. FOR FURTHER DETAILS OF YOUR LEGAL RIGHTS (INCLUDING STATUTORY REMEDIES YOU MAY HAVE) YOU CAN VISIT YOUR LOCAL CITIZENS’ ADVICE BUREAU OR TRADING STANDARDS OFFICE.
    4. LES MILLS AND ITS RELATED COMPANIES DO NOT REPRESENT OR WARRANT THAT THE OPERATION OF THE LMOD SERVICE OR THE MATERIALS IN THE LMOD SERVICE ARE ACCURATE, COMPLETE, RELIABLE, CURRENT, ERROR-FREE, SUBJECT TO CORRECTION OR THAT ANY SUCH MATERIALS AVAILABLE FOR DOWNLOAD OR STREAMING FROM THE LMOD SERVICE ARE FREE OF INFECTION OR VIRUSES, WORMS, TROJAN HORSES OR OTHER CODE THAT MANIFESTS CONTAMINATING OR DESTRUCTIVE PROPERTIES.
    5. WHILE LES MILLS ATTEMPTS TO ENSURE YOUR ACCESS AND USE OF THE LMOD SERVICE IS SAFE, LES MILLS CANNOT AND DOES NOT REPRESENT OR WARRANT THAT THE LMOD SERVICES OR ITS SERVER(S) WILL BE ERROR-FREE, UNINTERRUPTED, FREE FROM UNAUTHORIZED ACCESS (INCLUDING THIRD PARTY HACKERS OR DENIAL OF SERVICE ATTACKS) OR OTHERWISE MEETS YOUR REQUIREMENTS.
    6. REFERENCE TO ANY PRODUCTS, SERVICES, PROCESSES, OR OTHER INFORMATION, BY TRADE NAME, TRADEMARK, MANUFACTURER, SUPPLIER, OR OTHERWISE DOES NOT CONSTITUTE OR IMPLY ENDORSEMENT, SPONSORSHIP OR RECOMMENDATION BY LES MILLS OR ITS RELATED COMPANIES.
    7. SUBJECT ONLY TO CLAUSE IX BELOW AND TO THE EXTENT PERMITTED BY LAW, IN NO EVENT SHALL LES MILLS OR ANY OF ITS RELATED COMPANIES, SHAREHOLDERS, DIRECTORS, OFFICERS, EMPLOYEES OR LICENSORS BE LIABLE (JOINTLY OR SEVERALLY) TO YOU OR ANY PERSON AS SET FORTH BY CLAUSE 10.b.v FOR ANY LOSS OR DAMAGE, WHETHER IN CONTRACT, TORT OR OTHERWISE, ARISING UNDER OR IN CONNECTION WITH:
      A. PERSONAL INJURY;
      B. DEATH;
      C. LOSS OF LIVELIHOOD;
      D. PAIN AND SUFFERING; OR
      E. EMOTIONAL DISTRESS,
    8. IF WE FAIL TO COMPLY WITH THE TERMS OF THIS AGREEMENT, WE ARE RESPONSIBLE FOR ANY LOSS OR DAMAGE YOU SUFFER WHICH IS A FORESEEABLE RESULT OF OUR BREACH OF THIS AGREEMENT OR OUR NEGLIGENCE, BUT WE ARE NOT RESPONSIBLE FOR ANY LOSS OR DAMAGE THAT IS NOT FORESEEABLE. LOSS OR DAMAGE IS FORESEEABLE IF IT WAS AN OBVIOUS CONSEQUENCE OF OUR BREACH.
    9. LES MILLS AND ITS RELATED COMAPANIES DO NOT IN ANY WAY EXCLUDE OR LIMIT THEIR LIABILITY TO YOU FOR:
      A. DEATH OR PERSONAL INJURY CAUSED BY LES MILLS OR ITS RELATED COMPANIES NEGLIGENCE;
      B. FRAUD OR FRAUDULENT MISREPRESENTATION;
    10. LES MILLS AND ITS RELATED COMPANIES TOTAL AGGREGATE LIABILITY IN CONTRACT, TORT (INCLUDING NEGLIGENCE OR BREACH OF STATUTORY DUTY), MISREPRESENTATION, RESTITUTION OR OTHERWISE, ARISING IN CONNECTION WITH THE LMOD SERVICE OR THESE TERMS SHALL BE LIMITED TO THE TOTAL SUBSCRIPTION FEES PAID BY YOU FOR YOUR SUBSCRIPTION DURING THE 12 MONTHS IMMEDIATELY PRECEDING THE DATE ON WHICH THE CLAIM AROSE.
  16. Modification. Neither the course of conduct between the parties nor trade practice shall act to modify any provision of this Agreement.
  17. Severability. If any provision or part-provision of this Agreement is or becomes invalid, illegal or unenforceable, it shall be deemed modified to the minimum extent necessary to make it valid, legal and enforceable. If such modification is not possible, the relevant provision or part-provision shall be deemed deleted. Any modification to or deletion of a provision or part-provision under this clause shall not affect the validity and enforceability of the rest of this Agreement.
  18. Assignment. We may assign your subscription, the provision of the LMOD Services or this Agreement and all rights and/ or obligations to any third party without notice for any purpose, including, without limitation, collection of unpaid amounts, or in the event of an acquisition, corporate reorganization, merger or sale.
  19. Notices. You agree to receive communications relating to your account and other information and commercial offers in electronic form. These communications may involve sending emails to your email address provided during registration. You agree that any notices, agreements, disclosures or other communications that we send to you electronically will satisfy any legal communication requirements, including that such communications be in writing.
  20. Governing Law. These Terms are governed by New Zealand law. Both parties agree to submit to the non-exclusive jurisdiction of the New Zealand courts.

 


 

U.S. LES MILLS™ On Demand Terms of Use

The following U.S. LES MILLS On Demand Terms of Use shall apply to customers who subscribe to the LES MILLS on Demand Service within the United States.

  1. Your Acceptance
    1. Your electronic acceptance signifies that you have read, understand, acknowledge and agree to be bound by:
      1. these terms of use (“Terms of Use”);
      2. our LES MILS On Demand privacy policy (“Privacy Policy”) found at www.lesmills.com/privacy-policy/on-demand/, which is expressly incorporated here by reference; and
      3. the Website Terms of Use found at www.lesmills.com/terms-of-use/, which is expressly incorporated here by reference (“Website Terms of Use”), (together, the “Agreement”).
    2. If you do not agree to the terms of this Agreement do not use the LMOD Service.
    3. NOTHING IN THIS AGREEMENT SHALL AFFECT ANY NON-WAIVABLE STATUTORY CONSUMER RIGHTS THAT APPLY TO YOU WITHIN YOUR JURISDICTION.
  2. Interpretation.
    In these Terms of Use:

    “Compatible Devices” means certain computers and other devices with internet browsers;

    “Les Mills”, "we", “us", “our” etc., means Les Mills Media Limited, a New Zealand limited liability company, with its registered office located at 22 Centre Street, Freemans Bay, Auckland 1010, New Zealand;

    “LMOD Service” means the Les Mills On Demand subscription service (including our website, the LMOD App, associated user interfaces and all content and software and all other features and functionalities associated with those services) that provides subscribers with access to view and discover our Programs that are streamed over the internet to Compatible Devices;

    ““LMOD App” means the Les Mills On Demand software application owned by us that may be licensed for download on certain devices; “Programs” means pre-recorded audio-visual exercise presentations;

    “Related Companies” shall have the meaning given in section 2(3) of the Companies Act 1993 (NZ) except that all references in that definition to a “company” will be deemed to include a company or body corporate outside of New Zealand;

    In the event of any conflict between these Terms of Use and the Website Terms of Use, the provisions of these Terms of Use shall prevail.
  3. You are responsible for exercising within your limits.
    1. Consult your physician before using the LMOD Service and follow his or her advice. Do not use the LMOD Service if you have a history of chest pain, knee, ankle, wrist, shoulder, joint, or spinal (back or neck) problems or injuries. Read and follow all safety guidance provided as part of the LMOD Service. If at any time you feel you are exercising beyond your current fitness abilities, or you feel discomfort, pain, dizziness, or nausea, you should discontinue exercising immediately. Nothing on the LMOD Service is intended to be medical or professional advice or care. We and our Related Companies do not guarantee any exercise, health, weight loss or fitness results or improvements to users of the LMOD Service.
    2. You are responsible for exercising within your limits and assume all risk of injury to your person or property. CLAUSE 15 “EXCLUSIONS AND LIMITATION OF LIABILITY” OF THESE TERMS OF CONDITIONS EXPRESSLY APPLY TO YOUR USE OF THE LMOD SERVICES.
  4. Your Subscription
    1. YOUR SUBSCRIPTION TO THE LMOD SERVICE, WHICH MAY START WITH A FREE TRIAL, WILL CONTINUE MONTH TO MONTH UNLESS AND UNTIL YOU OR WE CANCEL IT IN ACCORDANCE WITH THIS AGREEMENT.
    2. You must be over 18 years of age, have internet access and provide us with a current, valid, method of payment acceptable to us (as may be updated from time to time, "Payment Method") to use the LMOD Service.
    3. You can find the specific details regarding your subscription with us at any time. Simply sign in to your LMOD account online and click on “My Account”.
    4. During your subscription, we grant you a limited, non-exclusive, non-transferable, non-assignable license to access the LMOD Service to view Programs on a streaming-only basis. Except for the foregoing limited license, no right, title or interest shall be transferred to you.
    5. NOTICE TO PARENTS AND GUARDIANS:
      1. Subject to clause 1.e.ii below, the LMOD Service is not suitable for children under the age of 18.
      2. We may offer Programs that are suitable for children (“Children’s Programs”) on the LMOD Service. These Children’s Programs will be expressly labelled as suitable for children. Individuals under the age of 18 may use the LMOD service to watch Children’s Programs only with the involvement of a parent or legal guardian, under such person's account and otherwise subject to these Terms of Use. You are responsible for monitoring and supervising your child's use of the LMOD Service when viewing those Children’s Programs.
    6. The Programs available to watch may vary by geographic location. We will use technologies to verify your geographic location. The number of devices on which you may simultaneously watch is limited to three.
    7. We continually test various aspects of the LMOD Service, including our website, user interfaces, plans, promotional features, availability of Programs, delivery and pricing. We reserve the right to, and you agree that we may, include you in or exclude you from these tests without notice. We reserve the right in our sole and absolute discretion to make changes from time to time in how we offer and operate the LMOD Service.
    8. The availability of Programs may change from time to time and from country to country. The quality of the display of the streaming Programs may vary from computer to computer, and device to device, and may be affected by a variety of factors, such as your location, the bandwidth available through and/or speed of your Internet connection.
    9. If your Compatible Device or any other devices, hardware or equipment supplied to you by someone else does not work properly, you need to contact the equipment supplier or manufacturer, rather than us, about the problem.
    10. You are responsible for your relationship with all third party service providers you may engage to assist your enjoyment of the LMOD Services (including your internet service provider and your electricity service provider) and all obligations and charges you may owe to them as a result of using their services (including but not limited to broadband or mobile data charges, and electricity charges). If there is a problem with a service provided for you by another supplier, you need to contact the other supplier about the problem.
    11. LMOD streaming software is developed by, or for, us and is designed to enable streaming of content from us through Compatible Devices. This software may vary by device and medium, and functionalities may also differ between devices. You agree that the use of the LMOD Service may be subject to certain third party licenses.
  5. Changes to this Agreement
    1. We may change the terms of this Agreement from time to time. Such revisions shall be effective immediately, provided however, for existing subscribers, such revisions shall be effective one month after posting on our website and notifying you by email unless otherwise stated.
    2. Despite clause 5 a. above, if we reasonably consider that a change to the LMOD Services is likely to benefit you, or have a neutral impact on you, we may make that change immediately and will tell you about the change as soon as possible after the change has been made by posting the change on our website.
    3. If you do not agree to any changes we make to this Agreement, you may exercise your right to cancel your subscription in accordance with clause 9 “Cancellation”.
  6. Differing Subscriptions and Activation Codes
    1. We may offer a number of subscription plans, including special promotional plans or subscriptions with differing subscription periods, conditions and limitations. Any materially different terms from those described in this Agreement will be disclosed online at the time of your sign-up on our website or otherwise notified to you by us and will take precedent over the terms set out in this Agreement, to the extent that a conflict arises.
    2. Some promotional subscriptions may be offered by third parties (for example, certain fitness facilities) in conjunction with the provision of their own products and services. We are not responsible for the products and services provided by such third parties.
    3. From time to time, activation codes that grant you access to use the LMOD Service may be available from us, including those provided as part of a third party promotion. Activation codes may be redeemed and will grant you access to the LMOD Service as described in the specifics of the promotion or when you enter the activation code during online sign-up. Activation codes can only be used once, cannot be redeemed for cash and may not be combined with other offers, including a free trial, unless otherwise determined by us in our sole discretion. If you received an activation code through an offer by a third party, additional conditions may apply.
  7. Free Trials
    1. Your subscription may start with a free trial. THE FREE TRIAL PERIOD OF YOUR SUBSCRIPTION LASTS AS SPECIFIED DURING YOUR ONLINE SIGN-UP. For combinations with other offers, restrictions may apply. Free trials are for new subscribers to the LMOD Service only. We reserve the right, in our absolute discretion, to determine your free trial eligibility.
    2. We will begin charging your Payment Method for subscription fees at the end of the free trial period of your subscription unless you cancel prior to the end of the free trial period. You can cancel your subscription during the free trial period by signing into your account on our website, select “My Account”, “My Subscriptions”, select “view” your subscription and then select “Cancel”.
    3. You will not receive a notice from us that your free trial period is about to end or that the paying portion of your subscription is about to begin.
  8. Subscription Fees
    1. By starting your LMOD subscription and providing or designating a Payment Method, you authorise us to charge you a monthly fee for your subscription at the then current rate (“Subscription Fee”) to your Payment Method. As used in these Terms of Use, “charge”, “charging” etc., shall indicate either a charge, debit or other payment clearance, as applicable, against your Payment Method.
    2. THE SUBSCRIPTION FEE WILL BE CHARGED AT THE BEGINNING OF THE PAYING PORTION OF YOUR SUBSCRIPTION AND EACH MONTH THEREAFTER UNLESS AND UNTIL YOUR SUBSCRIPTION IS CANCELLED.
    3. YOU MUST CANCEL YOUR SUBSCRIPTION AT LEAST 24 HOURS BEFORE IT RENEWS EACH MONTH IN ORDER TO AVOID CHARGING OF THE NEXT MONTH'S SUBSCRIPTION FEE TO YOUR PAYMENT METHOD.
    4. THERE ARE NO REFUNDS OR CREDITS FOR PARTIALLY USED PERIODS. HOWEVER, FOLLOWING ANY CANCELLATION, YOU WILL CONTINUE TO HAVE ACCESS TO THE LMOD SERVICE THROUGH TO THE END OF YOUR CURRENT BILLING OR SUBSCRIPTION PERIOD.
    5. Unless otherwise notified at the time you signed up for your LMOD Subscription, all charges shall be in USD.
    6. If a payment is not successfully settled and you do not edit your Payment Method information or cancel your account, you remain responsible for any uncollected amounts and authorise us to continue billing your Payment Method. For certain Payment Methods, the issuer of your Payment Method may charge you a foreign transaction fee or other charges. Check with your Payment Method service provider for details.
    7. We may change our Subscription Fees or any component thereof at any time as we may determine in our sole and absolute discretion. When we decrease Subscription Fees we may make the change immediately and we will tell you about the change after the change has been made by emailing you, and publishing the change on our website.
    8. When we increase Subscription Fees (including introducing charges for services that are currently free, such as a free trial period) and you are impacted by the change, we will give you one month’s notice of these changes. We will notify you of these changes by emailing you, and publishing the change on our website.
    9. If you do not agree to any changes we make to our Subscription Fees or any component thereof, you may exercise your right to cancel your subscription in accordance with clause 9 “Cancellation”.
  9. Cancellation
    1. You may cancel your subscription at any time, and you will continue to have access to the LMOD Service through to the end of your monthly billing period. When you have purchased a longer subscription (e.g., a 6 or 12 month subscription), you may cancel at any time and will continue to have access to the LMOD Service through to the end of your current subscription period. To cancel your subscription, sign into your account on our website, select “My Account”, “My Subscriptions”, select “view” your subscription and then select “Cancel”. You may not be able to cancel your subscription through your online account if you access your account from outside the country in which you have established your account. In this case, you must email us at support@lesmillsondemand.com to cancel your subscription. If you cancel your subscription, your account will automatically close at the end of your current billing period.
    2. We may cancel your subscription at any time, and (subject to clause 9.f below) you will continue to have access to the LMOD Service through to the end of your monthly billing or subscription period (if applicable).
    3. We do not provide refunds or credits for any partial subscription periods or unwatched Programs.
    4. If you signed up for the LMOD Service with a third party as a Payment Method (for example, through a membership to a fitness facility), and wish to cancel your subscription, including during your free trial, you may need to do so through such third party. You may also need to find or ask for your billing information in respect of your subscription by visiting your account with or requesting that information from the applicable third party. That third party will also be able to cancel Your Account without your consent. When we receive a cancellation from a third party, you agree that we may contact you to see if you would like to sign up to the LMOD Service directly.
    5. We may immediately terminate or restrict your use of the LMOD Service, without compensation or notice if you are, or if we reasonably believe that you are (i) in violation of any of this Agreement or (ii) engaged in illegal or improper use of the LMOD Service.
  10.  Your obligations
    1. You agree not to:
      1. copy, reproduce, publish, transmit, broadcast, archive, download (other than through caching necessary for personal use), distribute, modify, display, perform, license, create derivative works from, offer for sale, or use (except as explicitly authorised in this Agreement) content and information contained on or obtained from or through the LMOD Service without express written permission from us;
      2. use the LMOD Service for public performances including, without limitation, performance in or for any fitness facility;
      3. use the Programs (including, without limitation, the choreography or music contained therein) to learn, teach or instruct any fitness class;
      4. circumvent, remove, alter, deactivate, degrade or thwart any of the content protections in the LMOD Service;
      5. use any robot, spider, scraper or other automated means to access the LMOD Service;
      6. decompile, reverse engineer or disassemble any software or other products or processes accessible through the LMOD Service;
      7. insert any code or product or manipulate the content of the LMOD Service in any way;
      8. use any data mining, data gathering or extraction method; or
      9. upload, post, e-mail or otherwise send or transmit any material designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment associated with the LMOD Service, including any software viruses or any other computer code, files or programs.
    2. You agree to:
      1. pay the Subscription Fees;
      2. use the LMOD Services for your own personal and non-commercial use, and not for any commercial or business purpose;
      3. ensure all information you give us is correct, and notify us immediately of any changes to your contact details;
      4. follow the instructions and directions we provide about using the LMOD Service and only use it for lawful purposes;
      5. comply with all applicable laws, regulations, standards and codes when using the LMOD Services and not infringe a third party's rights;
      6. make sure everyone who uses the LMOD Services we provide to you, or does anything in relation to them, is also aware of, and meets, these responsibilities;
      7. be responsible and liable for any use by any other person (authorised or unauthorised) of the LMOD Services we provide to you, including, without limitation, any charges associated with that use and any consequences if such person misuses the LMOD Services or breaches this Agreement or suffers any injury or damage to their property;
      8. make sure everyone you are responsible for and who may use or do anything in relation to the LMOD Services also meets the responsibilities set out in this Agreement; and
      9. be responsible for configuring your information technology, computer programs and Compatible Devices in order to access our website and the LMOD Service. You should use your own virus protection software.
    3. You agree to indemnify us from and against any loss, damage, liability, costs or expenses (including legal expenses) suffered or incurred by us, in connection with any breach by you of this Agreement.
  11. The Les Mills On Demand App
    1. We may make the LMOD Service available to you through the LMOD App. By downloading and/or using the LMOD App you agree to the terms of this Agreement.
    2. We grant you a non-exclusive, limited, personal and non-transferable license, subject to and conditional upon your compliance with this Agreement, to install and use the LMOD App, in object code form only, provided to you by or on behalf of us in connection with your use of the LMOD Service.
    3. We may issue you an upgraded version of the LMOD App automatically upon an instance of your use of the LMOD App or the LMOD Service or otherwise in connection with your use of the Compatible Device. Alternatively, we may require you to consent to an upgrade to the LMOD App ("Upgrades") before using, installing or accessing the LMOD App. If you decline the Upgrades, you may not be able to use or access the LMOD App or the use the LMOD Service through the LMOD App.
    4. The LMOD App may provide us with limited access to your Compatible Device. Among other things, the LMOD App may provide us with information related to your use of the LMOD Service and this information will be treated in accordance with our Privacy Policy.
    5. We may terminate your right to use the LMOD App at any time without notice. Your ability to use LMOD App to utilise the LMOD Service is subject to your system compatibility with our LMOD App as such requirements may change from time to time. Compatibility of system requirements with the LMOD App is your responsibility.
    6. CLAUSE 14 “EXCLUSIONS AND LIMITATION OF LIABILITY” OF THESE TERMS OF CONDITIONS EXPRESSLY APPLY TO THE LMOD APP AND THE USE OF THE LMOD APP.
    7. If you have downloaded the LMOD App from the Apple iTunes Application Store, the following additional terms apply:
      1. You acknowledge that this Agreement is not between you and Apple.
      2. Your use of the LMOD App is limited to a non-transferable license to use the LMOD App on any iOS products that you own or control and as permitted by the Usage Rules set forth in the App Store Terms of Service. You acknowledge that Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the LMOD App.
      3. To the extent permitted by law, Apple has no warranty obligation with respect to the LMOD App and any claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty set forth in this Agreement is our responsibility. Please note that we have excluded all warranties under clause 14 below.
      4. You acknowledge that Apple is not responsible for addressing any of your claims (or any third party claims) relating to the LMOD App or your possession and/or use of the LMOD App, including, but not limited to: (i) any third party claims of intellectual property right infringement, (ii) product liability claims, (iii) any claim that the LMOD App fails to conform to any applicable legal or regulatory requirement, and (iv) claims arising under consumer protection or similar legislation.
      5. You represent and warrant that (i) you are not located in a country that is subject to a U.S. Government embargo, or that you have been designated by the U.S. Government as a “terrorist supporting” country; and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties.
      6. You acknowledge and agree that Apple, and Apple's subsidiaries, are third party beneficiaries of this License Agreement with respect to the LMOD App, and that Apple will have the right (and will be deemed to have accepted the right) to enforce this Agreement against you as a third party beneficiary thereof as set forth herein.
  12. Passwords & Account Access
    1. Your control over your account is exercised through use of your login and password and therefore to maintain exclusive control over your account, you should not reveal your password to anyone. You are responsible for updating and maintaining the truth and accuracy of the information you provide to us relating to your account.
    2. In order to provide you with ease of access to your account and to help administer the LMOD Service, we may implement technology that enables us to recognize you and provide you with direct access to your account without requiring you to retype any password or other user identification when you revisit the LMOD Service, which includes accessing via Compatible Devices or our website.
    3. We reserve the right to place any account on hold anytime with or without notification to the subscriber in order to protect ourselves and our partners from what we believe to be fraudulent activity. We are not obligated to credit or discount a subscription for holds placed on the account by either our representatives or by the automated processes of LMOD.
  13. Intellectual Property
    1. Copyright. The LMOD Service, including all content provided on the LMOD Service, is protected by copyright, trade mark, trade secret and other intellectual property laws and treaties. The Programs contain cover music and a selection of licensed original recordings. For more information please visit the tracklist section of our website.
    2. Trade marks. LES MILLS™, the LES MILLS™ Arch device, SHAPE YOUR WORLD™, BODYATTACK™, BODYBALANCE™, BODYCOMBAT™, BODYFLOW®, BODYJAM™, BODYPUMP™, BODYSTEP™, BODYVIVE™, RPM™, SH’BAM™, CXWORX™, GRIT™, LES MILLS GRIT™, BORN TO MOVE™, SMARTBAR™, SMARTSTEP™, LES MILLS SMARTSTEP™, CLUBCOUNT™ and all our and our Related Companies other trade and service marks and logos, and our and our Related Companies products and services described in our or our Related Companies websites, are either trademarks, service marks or registered trademarks of us, our Related Companies or our authorised agents, and may not be copied, imitated or used, in whole or in part, without our prior written permission. For the avoidance of doubt, you may not use any of our or our Related Companies trademarks or service marks in any domain names or in any account name or user ID for any social media site or blog. All page headers, custom graphics, button icons, and scripts are the copyright and / or service marks, trademarks, and/or trade dress of us or our Related Companies and may not be copied, imitated, or used, in whole or in part, without our prior written permission. Our and our Related Companies trade marks, service marks and trade dress may not be used in any manner that is likely to cause confusion amongst the public or in any manner that disparages or discredits us or our Related Companies. All other trademarks, service marks, registered trademarks, product and service names and company names or logos that appear on the LMOD Service are the property of their respective owners, who may or may not be affiliated with, connected to, or sponsored by us or our Related Companies.
    3. Copyright Complaints
      1. We respect the intellectual property of others. If you believe that your work has been copied and has been used on the LMOD Service in a way that constitutes copyright infringement, please notify us immediately, in writing, and provide the following information:
        1. A description of the copyrighted work that you claim has been infringed;
        2. A description of the location in the LMOD Service of the material that you claim has been infringed;
        3. Your address, telephone number and e-mail address;
        4. Your statement that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law;
        5. Your statement, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner's behalf;
        6. Your physical or electronic signature.
      2. Our Copyright Agent for notice of claims of copyright infringement on the LMOD Service can be reached as follows:
        Les Mills International Limited, 22 Centre Street, Auckland 1010, New Zealand
        Email: lmod@lesmills.com
        Attention: General Counsel, Legal Department
  14. Exclusion and Limitations of Liability
    1. EXCLUSION OF WARRANTIES:
      1. THE LMOD SERVICE AND THE MATERIALS, CONTENT AND SOFTWARE ASSOCIATED THEREWITH, OR ANY OTHER FUNCTIONALITIES ASSOCIATED WITH THE LMOD SERVICE ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS.
      2. TO THE EXTENT PERMITTED BY LAW, WE AND OUR RELATED COMPANIES DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT AS TO THE INFORMATION, MATERIALS, CONTENT, SERVICES AND PRODUCTS ON THE LMOD SERVICE.
      3. WE AND OUR RELATED COMPANIES DO NOT REPRESENT OR WARRANT THAT THE OPERATION OF THE LMOD SERVICE OR THE MATERIALS IN THE LMOD SERVICE ARE ACCURATE, COMPLETE, RELIABLE, CURRENT, ERROR-FREE, SUBJECT TO CORRECTION OR THAT ANY SUCH MATERIALS AVAILABLE FOR DOWNLOAD OR STREAMING FROM THE LMOD SERVICE ARE FREE OF INFECTION OR VIRUSES, WORMS, TROJAN HORSES OR OTHER CODE THAT MANIFESTS CONTAMINATING OR DESTRUCTIVE PROPERTIES.
      4. WE ARE NOT RESPONSIBLE FOR TYPOGRAPHICAL ERRORS OR OMISSIONS RELATING TO PRICING, TEXT OR PHOTOGRAPHY.
      5. WHILE WE ATTEMPT TO ENSURE YOUR ACCESS AND USE OF THE LMOD SERVICE IS SAFE, WE CANNOT AND DO NOT REPRESENT OR WARRANT THAT THE LMOD SERVICES OR ITS SERVER(S) WILL BE ERROR-FREE, UNINTERRUPTED, FREE FROM UNAUTHORIZED ACCESS (INCLUDING THIRD PARTY HACKERS OR DENIAL OF SERVICE ATTACKS) OR OTHERWISE MEETS YOUR REQUIREMENTS.
      6. YOU EXPRESSLY AGREE THAT USE OF THE LMOD SERVICE, INCLUDING ALL CONTENT, DATA OR SOFTWARE DISTRIBUTED BY, DOWNLOADED, STREAMED OR ACCESSED FROM OR THROUGH THE LMOD SERCVICE, IS AT YOUR SOLE RISK AND RESPONSIBILITY.
      7. ANY RELIANCE UPON ANY ADVICE, OPINION, STATEMENT OR OTHER INFORMATION DISPLAYED OR DISTRIBUTED THROUGH THE LMOD SERVICE IS AT YOUR SOLE RISK. WE AND OUR RELATED COMPANIES SHALL HAVE NO LIABILITY ARISING FROM YOUR RELIANCE UPON THE INFORMATION PROVIDED ON THE LMOD SERVICE.
      8. WE RESERVE THE RIGHT, IN OUR SOLE DISCRETION, AT ANY TIME AND WITHOUT NOTICE, TO CHANGE ANY AND ALL CONTENT CONTAINED ON THE LMOD SERVICE, CORRECT ANY ERRORS OR OMISSIONS IN ANY PORTION OF THE LMOD SERVICE OR TO DENY ACCESS TO THE LMOD SERVICE TO ANYONE AT ANYTIME.
      9. REFERENCE TO ANY PRODUCTS, SERVICES, PROCESSES, OR OTHER INFORMATION, BY TRADE NAME, TRADEMARK, MANUFACTURER, SUPPLIER, OR OTHERWISE DOES NOT CONSTITUTE OR IMPLY ENDORSEMENT, SPONSORSHIP OR RECOMMENDATION BY US OR OUR RELATED COMPANIES.
    2. EXCLUSION OF LIABILITY
      1. TO THE EXTENT PERMISSIBLE UNDER APPLICABLE LAWS, IN NO EVENT SHALL WE, OUR RELATED COMPANIES OR ANY OF THEIR SHAREHOLDERS, DIRECTORS, OFFICERS, EMPLOYEES OR LICENSORS BE LIABLE (JOINTLY OR SEVERALLY) TO YOU OR ANY PERSON AS SET FORTH BY CLAUSE 10.b.vii FOR ANY LOSS OR DAMAGE, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE OR BREACH OF STATUTORY DUTY), MISREPRESENTATION, RESTITUTION OR OTHERWISE, EVEN IF FORESEEABLE, ARISING UNDER OR IN CONNECTION WITH:
        1. USE OF, OR INABILITY TO USE, THE LMOD SERVICE;
        2. USE OF OR RELIANCE ON ANY CONTENT AVAILABLE ON THE LMOD SERVICE;
        3. PERSONAL INJURY;
        4. DEATH;
        5. LOSS OF LIVELIHOOD;
        6. LOSS OF ENJOYMENT;
        7. PAIN AND SUFFERING;
        8. EMOTIONAL DISTRESS;
        9. LOSS OF PROFITS, SALES, BUSINESS, OR REVENUE;
        10. LOSS OF FUTURE EARNINGS;
        11. LOSS OF BUSINESS OPPORTUNITY;
        12. LOSS OF ANTICIPATED SAVINGS;
        13. LOSS OF GOODWILL OR REPUTATION;
        14. LOSS OR CORRUPTION OF DATA OR INFORMATION;
        15. LOSS OR DAMAGE CAUSED BY A VIRUS, DISTRIBUTED DENIAL-OF-SERVICE ATTACK, OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF THE LMOD SERVICE OR TO YOUR DOWNLOADING OF ANY CONTENT ON IT, OR ON ANY WEBSITE LINKED TO IT; OR
        16. ANY SPECIAL, INCIDENTAL, INDIRECT OR CONSEQUENTIAL OR PURE ECONOMIC LOSS, COSTS, DAMAGES, CHARGES OR EXPENSES OF ANY KIND.
    3. LIMITATION OF LIABILITY OUR AND OUR RELATED COMPANIES TOTAL AGGREGATE LIABILITY IN CONTRACT, TORT (INCLUDING NEGLIGENCE OR BREACH OF STATUTORY DUTY), MISREPRESENTATION, RESTITUTION OR OTHERWISE, ARISING IN CONNECTION WITH THE LMOD SERVICE OR THESE TERMS SHALL BE LIMITED TO THE TOTAL SUBSCRIPTION FEES PAID BY YOU FOR YOUR SUBSCRIPTION DURING THE 12 MONTHS IMMEDIATELY PRECEDING THE DATE ON WHICH THE CLAIM AROSE.
    4. THE PARTIES ACKNOWLEDGE THAT THE DISCLAIMERS, EXCLUSIONS AND LIMITATIONS IN THIS SECTION 14 REFLECT THE AGREED-UPON ALLOCATION OF RISKS BETWEEN THEM IN LIGHT OF THE PRICE OFFERED BY LES MILLS, AND THAT LES MILLS WOULD NOT HAVE BEEN WILLING TO PROVIDE THE LMOD SERVICE WITHOUT THE PROVISIONS OF THIS SECTION 14.
  15. Non Waiver. Our failure to insist upon or enforce strict performance of any provision of this Agreement shall not be construed as a waiver of any provision or right and shall not prevent us from subsequently requiring strict compliance by any person with this Agreement.
  16. Modification. Neither the course of conduct between the parties nor trade practice shall act to modify any provision of this Agreement.
  17. Severability. If any provision or part-provision of this Agreement is or becomes invalid, illegal or unenforceable, it shall be deemed modified to the minimum extent necessary to make it valid, legal and enforceable. If such modification is not possible, the relevant provision or part-provision shall be deemed deleted. Any modification to or deletion of a provision or part-provision under this clause shall not affect the validity and enforceability of the rest of this Agreement.
  18. Assignment. We may assign your subscription, the provision of the LMOD Services or this Agreement and all rights and/ or obligations to any third party without notice for any purpose, including, without limitation, collection of unpaid amounts, or in the event of an acquisition, corporate reorganization, merger or sale.
  19. Notices. You agree to receive communications relating to your account and other information and commercial offers in electronic form. These communications may involve sending emails to your email address provided during registration. You agree that any notices, agreements, disclosures or other communications that we send to you electronically will satisfy any legal communication requirements, including that such communications be in writing.
  20. Governing Law. These Terms of Use shall be governed by and construed in accordance with the law of New Zealand.
  21. Arbitration Agreement
    1. You and Les Mills agree that any dispute, claim or controversy arising out of or relating in any way to the LMOD Service or this Agreement, shall be determined by binding arbitration or in small claims court with jurisdiction over the claim, at the option of the party bringing the claim. You agree that, by agreeing to these Terms of Use, the U.S. Federal Arbitration Act governs the interpretation and enforcement of this provision “Arbitration Agreement”, and that you and Les Mills are each waiving the right to a trial by jury or to participate in a class action. This arbitration provision shall survive termination of this Agreement and the termination of your subscription.
    2. If you elect to seek arbitration or file a small claim court action, you must first send to us, by certified mail, a written Notice of your claim ("Notice"). The Notice to us must be addressed to: by recorded delivery to General Counsel, Les Mills International Limited, 22 Centre Street, Auckland 1010, New Zealand or by email to lmod@lesmills.com for the attention of General Counsel and provided that the email notification is sent with a delivery receipt and read receipt notification ("Notice Address"). If we initiate arbitration, we will send a written Notice to the email address used for your subscription. A Notice, whether sent by you or by us, must (a) describe the nature and basis of the claim or dispute; and (b) set forth the specific relief sought ("Demand"). If Les Mills and you do not reach an agreement to resolve the claim within 30 days after the Notice is received, you or Les Mills may commence an arbitration proceeding or file a claim in small claims court.
    3. The arbitration will be governed by the Commercial Arbitration Rules and the Supplementary Procedures for Consumer Related Disputes (collectively, "AAA Rules") of the American Arbitration Association ("AAA"), as modified by this Agreement, and will be administered by the AAA. The arbitrator is bound by the terms of this Agreement. All issues are for the arbitrator to decide, including issues relating to the scope and enforceability of this Arbitration Agreement clause. Unless Les Mills and you agree otherwise, any arbitration hearings will take place in the county (or parish) of your resid ence.
    4. If you are required to pay a filing fee, after We receive notice at the Notice Address that you have commenced arbitration, we will reimburse you for your payment of the filing fee, unless your claim is for greater than USD10,000, in which event you will be responsible for filing fees.
    5. YOU AND LES MILLS AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Further, unless both you and Les Mills agree otherwise, the arbitrator may not consolidate more than one person's claims with your claims, and may not otherwise preside over any form of a representative or class proceeding. If this specific provision is found to be unenforceable, then the entirety of this arbitration provision shall be null and void. The arbitrator may award declaratory or injunctive relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by that party's individual claim.

Updated and effective for new and existing subscribers: 5 August 2015