These Terms and Conditions (these "Terms
") constitute a binding agreement between you, either an individual user ("you
", or "user
", or collectively, "Users
") and Complete Athlete, LLC ("Complete Athlete
", or "our
"). These Terms govern your access to and use of the Services (as defined below). Your access to and use of the Services is conditioned on your acceptance of and compliance with these Terms. By accessing or using the Services you agree to be bound by these Terms. If you do not agree to these Terms, please do not use the Services.
" means an author of a book in the Complete Athlete series of books who is authorized by Complete Athlete to generate content through the Services.
" means any Content created by an Author, or an authorized representative of an author designated as a subject matter expert, for transmission to Users through the Services. Author Content does not include the original content of a book in the Complete Athlete series of books.
" means all text, photographs, images, the Submitted Content or other downloadable materials uploaded, downloaded or appearing on the Services, including the selection, organization, coordination, compilation, and overall look and feel of the Services.
" means information that alone or when in combination with other information may be used, directly or indirectly, to practicably identify, contact, or locate you, such as: name, address, email address, profile picture or phone number. We do not consider Personal Information to include information that has been anonymized so that it does not allow a third party to practicably identify a specific individual, whether directly or indirectly.
" means information about you, including your name, profile photograph, favorites (such as a favorite sport, team, etc.), and comments that you may choose to provide. Profile Information and chat room comments by you are available to any other User.
" means use of the Complete Athlete reader application software and all other interactive features, services, and communications provided by Complete Athlete, however accessed and/or used, that are operated, made available, produced, and maintained by Complete Athlete and access to the Content.
" means any Content that you create, submit or share on or through the Services, including User Content and Author Content. Submitted Content includes any information you provide via our chat feature, on your profile, or in the comment sections.
" means a registered user of the Services.
" means any Content created by a User and uploaded to Complete Athlete.
1. Limited License
Subject to your compliance with these Terms, Complete Athlete grants you a personal, limited, revocable, non-exclusive, non-transferable license to access and use the Services solely for the purposes of viewing and/or uploading of the Submitted Content, as applicable. The Services may only be used for the intended purpose for which the Services are being made available. Any unauthorized use automatically terminates the licenses we grant to you.
2. Intellectual Property Rights; Ownership
2.1 The Services and all of the Content displayed on the Services (with the exception of the Submitted Content) are the intellectual property of Complete Athlete. All elements of the Services and Content are protected by copyright, trade dress, trade secret, patent, trademark and other laws and international conventions relating to intellectual property rights. All ownership rights to the Content and Services, including all associated intellectual property rights (including trademarks, service marks and trade names included in the Content or available on the Services), shall remain with Complete Athlete, its licensors or its suppliers, as applicable. Except as permitted by applicable copyright law or as otherwise expressly authorized by Complete Athlete, you may not modify, copy, license, distribute, transmit, display, publicly perform, reproduce, publish, adapt, create derivative works from, transfer or sell any of the Content or Services. Except as authorized under applicable copyright law, you are responsible for obtaining permission before reusing any copyrighted material that is available on the Services. You will comply with all applicable laws, statutes, ordinances, and regulations ("Laws") regarding your use of the Services and Content. You will not remove any copyright, trademark, or other proprietary notices from materials found on the Services and Content.
2.2 Except as expressly authorized by Complete Athlete, you will not use Complete Athlete's name or imply Complete Athlete's endorsement in any (i) advertising or presentation, or (ii) website, brochure, newsletter, book, or other written or digital material or works, without Complete Athlete's prior written consent.
3. Account Registration, User Profile, and Security
3.2 If you become a registered User of the Services and create a user profile on the Services, you should be aware that your Profile Information is publically available to other Users. Users can send private messages to a selected individual User or send a public message to a group of Users via the Services. Users have the ability to "Follow" other Users and will receive postings from any User that they are following.
3.3 If you become a registered User of the Services and create an account on the Services, you agree to be responsible and/or liable for (i) maintaining and updating such information to keep it accurate and complete, and (ii) maintaining the confidentiality of passwords or other account identifiers that you choose. If you provide any information that is inaccurate or incomplete, or Complete Athlete reasonably suspects that any information is inaccurate or incomplete, Complete Athlete may suspend or terminate your account and block your use of the Services.
3.4 Without limiting anything in these Terms, to the maximum extent permitted by Law, Complete Athlete will not be responsible or liable, directly or indirectly, in any way for any loss or damage of any kind incurred as a result of, or in connection with, your noncompliance with this Section 3 or for the matters described in this Section 3 for which you are responsible.
4. Submitted Content
4.1 Chatroom Content.
Each book in the Complete Athlete series of books includes an integrated chatroom function that allows a User of a particular book in the Complete Athlete series of books to exchange chatroom content with the Author of the particular book in the Complete Athlete series of books and with other Users reading the particular book in the Complete Athlete series of books.
4.2 License to Submitted Content.
You retain all your rights to any Submitted Content, including text, chatroom content, photographs, and/or images uploaded, downloaded or appearing on the Services that you create, submit or share on or through the Services. By publishing and transmitting Submitted Content on the Services, you grant Complete Athlete a non-exclusive, perpetual, irrevocable, royalty-free, fully paid-up worldwide, fully sub-licensable right to use, copy, publish, communicate by telecommunication, share, distribute, and display the Submitted Content and to use your name, and/or likeness as contained in your Submitted Content in any form throughout the world in any media or technology. Any Submitted Content is deemed non-confidential and Complete Athlete will be under no obligation to maintain the confidentiality of any information contained in any Submitted Content.
4.3 No Endorsement.
Submitted Content published by Users or Authors through the Services, including comments made by Users or Authors, does not represent the views of Complete Athlete, its parents, subsidiaries, affiliates, shareholders, officers, directors, employees, agents, representatives, partners, suppliers, service providers, licensors or any other individuals associated with Complete Athlete. In no event will you suggest Complete Athlete's endorsement of Submitted Content published, posted or transmitted through the Services. Complete Athlete does not vouch for the accuracy or credibility of any Submitted Content published posted or transmitted through the Services, and does not take any responsibility or assume any liability for any actions you may take as a result of viewing such Submitted Content.
5. Restrictions on Submitted Content; Prohibited Conduct; Use of Services
5.1 Restrictions on Submitted Content.
Complete Athlete does not ENDORSE ANY submitted content that may: (i) create a risk of harm, loss, physical or mental injury, emotional distress, death, disability, disfigurement, or physical or mental illness to you, any other person, or any animal; (ii) create a risk of any other loss or damage to any person or property; (iii) constitute a crime or tort; including but not limited to, the promotion of hate against any individual or group of people; OR (IV) BE SEXUAL IN NATURE. You will not engage in any of the foregoing activities in connection with producing AND/OR PUBLISHING your submitted content. Without limiting the foregoing, you agree that in conjunction with your Submitted Content, you will not inflict emotional distress or abuse on other people, will not humiliate other people, will not assault, stalk, or threaten other people, will not enter onto private property without permission, will not impersonate any other person or misrepresent your affiliation, title, or authority, and will not otherwise engage in any activity that may result in injury, death, property damage, and/or liability of any kind and will not violate any applicable laws. Not all Submitted Content is appropriate for the Services. Complete Athlete reserves the right, in its sole discretion, to remove, block, limit access to, or suspend any Submitted Content that Complete Athlete believes violates these Terms. In the event you encounter Submitted Content in violation of these Terms, please notify Complete Athlete by e-mailing us at Help@MyCompleteAthlete.com
5.2 Prohibited Conduct.
You are prohibited from using the Services to post or send any unlawful, threatening, defamatory, libelous, obscene, pornographic, or profane material or any material that could constitute or encourage conduct that would be considered a criminal offense or give rise to civil liability, or otherwise violate any law. You are prohibited from posting or sending unsolicited advertisements or "spam" to any User. In addition to any remedies that Complete Athlete may have at law or in equity, Complete Athlete may take any action we deem necessary to cure or prevent the violation, including without limitation, suspending or blocking your access to the Services or Content and/or the immediate removal of any inappropriate material or Submitted Content from the Services at any time without notice. We will, in our discretion, cooperate with any law enforcement authorities, court order, witness summons or subpoena requesting or directing us to disclose the identity of anyone posting such materials.
5.3 Prohibited Use of Services.
You are prohibited from (i) downloading or copying third party account information; (ii) using the Services or any Content for data mining, robots, or similar data gathering and extraction tools; (iii) taking any action that imposes an unreasonably large load on our infrastructure; (iv) interfering with the proper working of the Services, Content or any activities on the Services; and (v) bypassing any security or other measures we may use to restrict access to the Services.
6. Fees and Subscriptions
Users will have the option to buy any books in the Complete Athlete series of books. The fees for the purchase of books are listed in the iTunes or Google Play app store and may be revised from time to time. There is no charge or subscription fee for use of the Services in association with reading a purchased book in the Complete Athlete series of books. Special Content may be available at an additional cost.
Payment of any Fee for the purchase of any book(s) in the Complete Athlete series of books will be charged to Users' iTunes or Google Play accounts at the time purchase is confirmed. In connection with any payment method that you provide and authorize Complete Athlete and its agents to bill, you represent and warrant to us that you are the authorized user for such payment method. In the event legal action is necessary to collect on money you owe, you agree to reimburse Complete Athlete, its representatives, and its agents for all expenses incurred to recover the amounts due, including attorneys' fees and other legal expenses.
7. General Representations and Warranties
You represent and warrant that (i) you have the right and authority to enter into these Terms, including the ability to enter into and form contracts in accordance with local laws, (ii) you are fully able and competent to satisfy the terms, conditions, and obligations herein, and (iii) your use of the Services is and will be in compliance with all applicable laws. You are solely responsible for your own Submitted Content and the consequences of posting or publishing it through the Services. In connection with your Submitted Content, you affirm, represent and warrant the following: (a) you have obtained all consents, and possess all copyright, patent, trademark, trade secret, and any other proprietary rights, or the necessary licenses thereto, to grant the license contained herein; (b) if applicable, you have the written consent of each and every identifiable natural person in the Submitted Content to use such person's name and/or likeness in the manner contemplated herein and by the Services; (c) the Submitted Content and Complete Athlete's use, hosting or transmission of it will not infringe the rights of any third party, including but not limited to any intellectual property rights, privacy rights, and rights of publicity; (d) the Submitted Content does not contain: material falsehoods or misrepresentations that could harm Complete Athlete or any third party or content that is unlawful, obscene, defamatory, libelous, threatening, pornographic, harassing, promotes hatred against any individual or group of people, or encourages conduct that would be considered a criminal offense, give rise to civil liability, or violate any law.
COMPLETE ATHLETE DOES NOT GUARANTEE CONTINUOUS, UNINTERRUPTED, OR SECURE ACCESS TO THE SERVICES OR THAT THE SERVICES WILL MEET YOUR REQUIREMENTS. THE OPERATION OF THE SERVICES MAY BE INTERFERED WITH BY NUMEROUS FACTORS OUTSIDE OF OUR CONTROL. YOUR USE OF thE services is at your OWN risk. THE SERVICES AND THE CONTENT PROVIDED ON OR THROUGH THE SERVICES ARE PROVIDED "AS IS" WITHOUT ANY REPRESENTATIONS OR WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, OR ARISING BY COURSE OF DEALING OR USAGE OF TRADE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW AND SUBJECT TO ANY SUCH WARRANTIES, CONDITIONS OR GUARANTEES WHICH CANNOT LAWFULLY BE EXCLUDED, Complete Athlete, ITS PARENTS, SUBSIDIARIES, AFFILIATES, SHAREHOLDERS, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, REPRESENTATIVES, PARTNERS, SUPPLIERS, SERVICE PROVIDERS, AND LICENSORS MAKE NO WARRANTY AND DISCLAIM ALL responsibility AND LIABILITY FOR: (I) THE ACCURACY, TIMELINESS OR COMPLETENESS OF THE CONTENT OR SERVICES; (II) any loss of data, damages to, or any viruses that may infect your computer, phone, or other property caused by or arising from your use of the SERVICES or access to the content; OR (IIi) THE DELETION OF, OR THE FAILURE TO STORE OR TO TRANSMIT, ANY CONTENT MAINTAINED BY THE SERVICES. THE CONTENT AND SERVICES MAY BE OUT OF DATE. NO ADVICE NOR INFORMATION OBTAINED FROM COMPLETE ATHLETE OR THROUGH THE CONTENT OR SERVICES WILL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN. Through your use of the Services, you may be exposed to Submitted Content that you may find offensive, objectionable, harmful, inaccurate, or deceptive. There may also be risks of dealing with underage persons, people acting under false pretense, international trade issues, or other legal issues. By using our Services, you assume all associated risks. THE FOREGOING EXCLUSIONS OF IMPLIED WARRANTIES DO NOT APPLY TO THE EXTENT PROHIBITED BY LAW.
9. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL COMPLETE ATHLETE, NOR ANY OF ITS PARENTS, SUBSIDIARIES, AFFILIATES, SHAREHOLDERS, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, REPRESENTATIVES, PARTNERS, SUPPLIERS, SERVICE PROVIDERS, LICENSORS, SUCCESSORS OR ASSIGNS, NOR ANY PARTY INVOLVED IN THE CREATION, PRODUCTION, HOSTING, DISPLAY, OR TRANSMISSION OF THE SERVICES OR CONTENT, BE LIABLE TO YOU OR ANYONE ELSE FOR ANY DIRECT, INDIRECT, SPECIAL, PUNITIVE, INCIDENTAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES OR DAMAGES FOR PURE ECONOMIC LOSS (INCLUDING, WITHOUT LIMITATION, THOSE RESULTING FROM LOST PROFITS, LOST DATA, LOSS OF GOOD-WILL, OR BUSINESS INTERRUPTION) ARISING OUT OF (I) THE USE, INABILITY TO USE, OR THE RESULTS OF USE OF THE SERVICES, THE CONTENT, OR THE MATERIALS AND INFORMATION CONTAINED IN THE SERVICES; OR (II) THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY, WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT (INCLUDING FUNDAMENTAL BREACH) OR OTHERWISE, EVEN IF FORESEEABLE, AND THAT THE RISK OF HARM OR DAMAGE FROM THE FOREGOING RESTS ENTIRELY WITH YOU.
IN THE EVENT OF ANY PROBLEM WITH THE SERVICES OR ANY CONTENT, YOU AGREE THAT YOU ARE NOT ENTITLED TO A REFUND OR CREDIT AND YOUR SOLE REMEDY IS TO CEASE USING THE SERVICES. IN NO EVENT SHALL COMPLETE ATHLETE'S TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION, WHETHER IN CONTRACT (INCLUDING FUNDAMENTAL BREACH), TORT (INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE), strict liability, infringement of third party intellectual property rights or other third party claims AGAINST COMPLETE ATHLETE OR OTHERWISE, EXCEED THE GREATER OF (A) TWENTY FIVE DOLLARS (US $25.00) OR (B) THE VALUE OF YOUR FEES FROM BOOKS PURCHASED FROM THE SERVICES IN THE PRECEDING TWELVE (12) MONTHS. NOTHING IN THIS SECTION 10 SHALL LIMIT OR EXCLUDE LIABILITY FOR (1) DEATH OR PERSONAL INJURY CAUSED BY NEGLIGENCE, (2) FRAUD OR FRAUDULENT MISREPRESENTATION AND (3) ANY OTHER LIABILITY WHICH CANNOT BE LIMITED OR EXCLUDED BY APPLICABLE LAW.
10. Release for Disputes Among Users
In the event that you have a dispute with one or more other Users of the Services, you agree to release Complete Athlete, and its parents, subsidiaries, affiliates, shareholders, officers, directors, employees, agents, representatives, partners, suppliers, service providers, licensors, successors and assigns from all claims, demands, and damages of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with such disputes, including without limitation any intellectual property dispute or any dispute over the products and materials contained in the Content.
You will defend, indemnify, and hold Complete Athlete and its parents, subsidiaries, affiliates, shareholders, officers, directors, employees, agents, representatives, partners, suppliers, service providers, licensors, successors and assigns harmless from any and all claims, demands, liabilities, losses, damages, costs, and expenses, including reasonable attorneys' fees, related to or in connection with (i) your use of the Services; (ii) your material violation of any provision in these Terms; (iii) your violation of any third party right, including, without limitation, any right of privacy, publicity, or intellectual property; (iv) your violation of any applicable law, rule, or regulation; (v) any claim or damages that arise as a result of your Submitted Content or your participation in any community made available by Complete Athlete; or (vi) any other party's access and use of the Services or your Submitted Content under your account.
12.1 Termination by Complete Athlete.
You agree that Complete Athlete may, in its sole discretion, for any reason or no reason, and without penalty, suspend or terminate your account or your use of the Services. You agree that any termination or suspension of your access to the Services or to your account may be done by Complete Athlete with or without notice, and you agree that Complete Athlete will not be liable to you for any such termination or suspension. You acknowledge that you will be liable for any orders placed or charges incurred through your account prior to termination.
12.2 Termination by You.
You may terminate these Terms by discontinuing use of your account and your use of the Services at any time, for any reason or for no reason. You acknowledge that you will be liable for any orders placed or charges incurred through your account prior to termination.
Upon termination of these Terms, any provision which by its nature should survive will survive the termination of these Terms, including Section 2 (Intellectual Property Rights; Ownership), Section 3 (Account Registration and Security), Section 4 (Submitted Content), Section 8 (Disclaimers), Section 9 (Limitation of Liability), Section 10 (Release for Disputes Among Users), Section 11 (Indemnification), Section 12.3 (Survival), and Sections 13 through 23.
13. Force Majeure
Neither Complete Athlete nor you shall be responsible for damages or for delays or failures in performance resulting from acts or occurrences beyond our or your reasonable control, including, without limitation: fire, lightning, explosion, power surge or failure, water, acts of God, war, revolution, civil commotion or acts of civil or military authorities or public enemies; any law, order, regulation, ordinance, or requirement of any government or legal body or any representative of any such government or legal body; or labor unrest.
15. Choice of Law and Jurisdiction
These Terms and any claim relating to the use of the Services and the content contained herein are governed by the laws of the State of California. You consent to the exclusive jurisdiction of the state and federal courts located in Orange County, California. A printed version of these Terms will be admissible in judicial and administrative proceedings based upon or relating to these Terms to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.
16. No Agency
No agency, partnership, joint venture, employee-employer or franchiser-franchisee relationship is intended or created by these Terms.
17. No Third Party Beneficiaries
Except for those identified in Section 11 of these Terms, no person, except for the parties to these Terms, and their permitted assigns, shall have any rights hereunder nor any right of enforcement hereof.
If any provision of these Terms is held to be invalid or unenforceable, such provision shall be deemed to be deleted from these Terms and the remaining provisions of these Terms will remain in full force and effect.
These Terms and all rights and licenses granted hereunder, incorporated agreements and policies may not be transferred or assigned by you, but may be transferred or assigned by us in our sole discretion and without restriction.
Section headings are for reference purposes only and in no way define, limit, construe, or describe the scope or extent of such section.
Our failure to enforce any right or provision of these Terms will not be deemed a waiver of such right or provision.
22. Digital Millennium Copyright Act ("DMCA") Notice
In operating the Services, we may act as a "services provider" (as defined by DMCA) and offer the Services as online provider of materials. As a result, third party materials that we do not own or control may be transmitted, stored, accessed, or otherwise made available using the Services. Complete Athlete has in place certain legally mandated procedures regarding allegations of copyright infringement occurring on the Services. Complete Athlete has adopted a policy that provides for the immediate removal of any Content or the suspension of any User that is found to have infringed the rights of Complete Athlete or of a third party, or that has otherwise violated any intellectual property laws or regulations, or any of the terms and conditions of these Terms. If you believe any material available through the Services infringes a copyright, you should notify us using the notice procedure for claimed infringement under the DMCA (17 U.S.C. Sect. 512(c)(2)). We will respond expeditiously to remove or disable access to the material claimed to be infringing and will follow the procedures specified in the DMCA to resolve the claim between the notifying party and the alleged infringer who provided the Content. Our designated agent (i.e., proper party for notice) to whom you should address infringement notices under the DMCA is:
Complete Athlete, LLC 2220 University Drive, Newport Beach, CA 92660
Please provide the following notice:
- Identify the copyrighted work or other intellectual property that you claim has been infringed;
- Identify the material on the Services that you claim is infringing, with enough detail so that we may locate it on the Services;
- A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law;
- A statement by you declaring under penalty of perjury that (a) the above information in your notice is accurate, and (b) that you are the owner of the copyright interest involved or that you are authorized to act on behalf of that owner;
- Your address, telephone number, and email address; and
- Your physical or electronic signature.
We may give notice to our Users of any infringement notice by means of a general notice on the Services, electronic mail to a User's e-mail address in our records, or by written communication sent by first-class mail to a User's physical address in our records. If you receive such an infringement notice, you may provide counter-notification in writing to the designated agent that includes the information below. To be effective, the counter-notification must be a written communication that includes the following:
23. Entire Agreement
- Your physical or electronic signature;
- Identification of the material that has been removed or to which access has been disabled, and the location at which the material appeared before it was removed or access to it was disabled;
- A statement from you under the penalty of perjury, that you have a good faith belief that the material was removed or disabled as a result of a mistake or misidentification of the material to be removed or disabled; and
- Your name, physical address and telephone number, and a statement that you consent to the jurisdiction of a Federal District Court for the judicial district in which your physical address is located, or if your physical address is outside of the United States, for any judicial district in which we may be found, and that you will accept service of process from the person who provided notification of allegedly infringing material or an agent of such person.
We may revise these Terms from time to time, the most current version of which is provided with the Complete Athlete software application. Updated Terms may be provided with software updates available through the app store from which the Complete Athlete software was downloaded. We will notify you by e-mail to the e-mail address associated with your account or through the Services of any changes to these Terms which we deem material in our sole discretion. Your continued use of the Services after the changes become effective will constitute your acceptance of the changes and your agreement to continue to be bound to these Terms. If you do not desire to be bound by any such changes to these Terms, then you must terminate these Terms with us as set forth in Section 12 above.
25. Additional Assistance and Disclosure
The Services are offered by Complete Athlete, LLC, 2220 University Drive, Newport Beach, CA 92660. If you do not understand these Terms or if you have any questions or comments regarding these Terms, we invite you to contact our Customer Service Department by e-mail at Help@MyCompleteAthlete.com
26. Copyright Notice
All Site design, graphics, text selections, arrangements, and all software are Copyright © 2017, Complete Athlete, LLC or its licensors. ALL RIGHTS RESERVED.
Last Updated: March 31, 2017