TERMS AND CONDITIONS
Effective Date: June 09, 2021
Introduction
These Terms and Conditions ("Terms") form a legal agreement between Darihana Nova Fitness LLC and you, the individual ("you" and "your") concerning your access to and use of the various services offered through the Website and the Platforms (as defined below). Use of the Website or Platforms constitutes your acceptance of these Terms and our Privacy Policy. Darihana Nova Fitness LLC (hereinafter referred to as "DNF", "we", "us", or "our") is an online platform offering health and fitness content, information, services, and products (collectively, the "Services"). DNF owns and operates (i) the publicly available website located at www.darihananova.com (the "Website") and (ii) various web-based and mobile applications that require you to create an account in order to use the Services (together with the Website, the "Platforms"). By using the Website and/or the Platforms, you expressly agree to these Terms and Conditions. If you do not agree to these Terms and Conditions, you should immediately cease all use of and access to the Website and Platforms. Please print a copy of these Terms and Conditions for your records.
1. Modifications to These Terms
We may in our sole discretion, without prior notice to you, revise these Terms at any time. Should these Terms change materially, we will update the Effective Date noted above and post a notice regarding the updated Terms on the Website. If you do not agree to the terms of the amended Terms, your sole and exclusive remedy is to discontinue your use of the Website and Platforms and you will be deemed to have terminated these Terms. Amended Terms will be effective as of the Effective Date unless otherwise stated. By accessing or using the Website and the Platforms after such changes are posted you agree and consent to all such changes.
2. Access to the Platforms
You may access and use the Platforms via remote access connectivity. We grant you a limited, non-exclusive, non-sublicensable, revocable, non-transferable license to use the Platforms in accordance with these Terms. In order to use the Platforms, you will be asked to register an account and create login information, including without limitation, username and passwords. You must safeguard your login information that you use to access the Platforms and you must not disclose this information to anyone. You must immediately notify us of any unauthorized use of your user account or of any other breach of security that you become aware of involving and relating to the Platforms by sending an email to info@darihananova.com.
3. Your Representations and Warranties
By registering on the Platforms, you represent and warrant the following: (i) you are at least eighteen (18) years of age, (ii) you have the legal ability and authority to enter into these Terms with us, (iii) the information you have provided to us in your registration is accurate and complete, (iv) you will comply with any and all laws applicable to your use of the Website and Platforms, (v) you will not interfere with a third party's use and enjoyment of the Website and Platforms, (vi) you will not interfere with or disrupt our or our vendors' security measures, (vii) if any information you provide to us becomes inaccurate, incomplete or otherwise false or misleading, you will immediately notify us, (viii) you acknowledge that we will not provide you with any medical advice or care (ix) you acknowledge that by using the Services, your personal information may be provided to us for the purpose of facilitating the provision of the Services; and (x) you are accessing the Website and Platforms for yourself.
4. Termination
If you violate these Terms and Conditions, your ability to use the Website and/or Platforms will be terminated. We may, in our sole discretion, terminate your access to the Website and/or Platforms, or any portion thereof, for any reason whatsoever without prior notice. These actions are in addition to any other right or remedy we may have available at law. Further, we shall not be liable to you or any third party for any such termination or discontinuance. You may terminate these Terms by ceasing to access and use the Website and Platforms. Upon any termination of these Terms you must immediately cease use of the Website and Platforms. To the extent permitted by applicable law, the disclaimers, limitations on liability, termination and your warranties and indemnities shall survive any termination of these Terms.
5. Purchases
We reserve the right not to accept or process orders that do not comply with our business policies and/or vendor agreements. Items ordered via the Website may be subject to shipping or processing limitations, such as shipping only to physical addresses located in the United States, or no shipping to P.O. boxes or APO/FPO addresses, and applicable limitations will be noted in connection with available items or during the purchasing process. All services and products offered by us are provided subject to applicable U.S. federal, state, and local laws.
All orders are subject to acceptance by us and availability. By submitting a purchase request to us (directly, or through our Website or our authorized vendors or affiliates) for any item, you represent and warrant that all information submitted to us in connection thereto is complete and accurate. At our discretion, purchase requests will be processed, but we reserve the right not to accept your purchase request at our sole discretion. In such case, we may inform you by email or via your user account.
Prices (if any) indicated on each item page are exclusive of applicable taxes. Prices are subject to change. However, such changes will not impact the price or the description of the items for which you have already submitted a purchase request.
You may pay for your order using the payment methods available on the Website. The price for the purchase of items and the corresponding costs for shipping, delivery, and/or tax, as indicated by us, may be charged to your chosen available payment method. You agree to pay us (or our authorized vendors or affiliates) in full as identified in the purchase process via the Website or the third party method. To ensure that your credit or debit card is not being used without your consent, we (or our authorized vendors or affiliates) may validate your name, address, and certain other personal information supplied by you in placing the order. We reserve the right to implement any additional and/or other payment security system from time to time.
The appearance of items displayed on the Website may not exactly correspond to actual items in terms of image, dimensions, and color depending on your Internet browser and/or your monitor quality.
6. Refunds and Returns
Refunds or returns, for whatever reason, if available for the product or service ordered, of any payment to be received by you may take place using the same method of payment you chose during the check- out procedure. We, including any of our authorized vendors or affiliates, will not be responsible for any delays or conditions beyond our control, including without limitation delays caused by the method of payment/refund or those attributable to the card issuer or delays in shipment or delivery.
Generally, we are not able to approve a return for a non-defective item, and some items are not returnable in any case, due to their nature. Please do not open the product if you do not plan to keep the item you purchased. If you desire to return an opened product, we typically cannot take it back. If an exception is made, we reserve the option to charge a fifteen percent (15%) restocking fee.
For any returns, we do not credit back any shipping charges paid on the original order and do not pay or reimburse for any return shipping back to us.
7. Fitness and Wellness Activities and Dietary Guidance
It's important to us that users stay healthy while achieving their fitness and wellness goals. Please be responsible and use your best judgment and common sense. We provide our Services for educational and informational purposes only and can't be held liable if you suffer an injury or experience a health condition.
THE WEBSITE AND PLATFORMS OFFER HEALTH, FITNESS, AND NUTRITIONAL INFORMATION AND ARE DESIGNED FOR EDUCATIONAL PURPOSES ONLY. YOU SHOULD
NOT RELY ON THIS INFORMATION AS A SUBSTITUTE FOR, NOR DOES IT REPLACE, PROFESSIONAL MEDICAL ADVICE, DIAGNOSIS, OR TREATMENT. IF YOU HAVE ANY CONCERNS OR QUESTIONS ABOUT YOUR HEALTH, YOU SHOULD ALWAYS CONSULT WITH A PHYSICIAN OR OTHER HEALTH-CARE PROFESSIONAL. DO NOT DISREGARD, AVOID, OR DELAY OBTAINING MEDICAL OR HEALTH-RELATED ADVICE FROM YOUR HEALTH-CARE PROFESSIONAL BECAUSE OF SOMETHING YOU MAY HAVE READ OR VIEWED ON THE WEBSITE. THE USE OF ANY INFORMATION PROVIDED ON THE WEBSITE IS SOLELY AT YOUR OWN RISK.
NOTHING STATED OR POSTED ON THE WEBSITE OR AVAILABLE THROUGH ANY OF OUR SERVICES ARE INTENDED TO BE, AND MUST NOT BE TAKEN TO BE, THE PRACTICE OF MEDICAL OR COUNSELING CARE. FOR PURPOSES OF THESE TERMS, THE PRACTICE OF MEDICINE AND COUNSELING INCLUDES, WITHOUT LIMITATION, PSYCHIATRY, PSYCHOLOGY, PSYCHOTHERAPY, OR PROVIDING HEALTH-CARE TREATMENT, INSTRUCTIONS, DIAGNOSIS, PROGNOSIS, OR ADVICE.
THE WEBSITE IS CONTINUALLY UNDER DEVELOPMENT AND WE MAKE NO WARRANTY OF ANY KIND, IMPLIED OR EXPRESS, AS TO ITS ACCURACY, COMPLETENESS, OR APPROPRIATENESS FOR ANY PURPOSE. IN THAT REGARD, DEVELOPMENTS IN MEDICAL RESEARCH MAY IMPACT THE HEALTH, FITNESS, AND NUTRITIONAL ADVICE THAT APPEARS HERE. NO ASSURANCE CAN BE GIVEN THAT THE ADVICE CONTAINED IN THE WEBSITE WILL ALWAYS INCLUDE THE MOST RECENT FINDINGS OR DEVELOPMENTS WITH RESPECT TO THE PARTICULAR MATERIAL.
8. Prohibited Uses
In using the Website and Platforms, you agree not to: (i) send or otherwise transmit to or through the Website and Platforms any unlawful, infringing, harmful, harassing, defamatory, threatening, hateful or otherwise objectionable material of any kind, any material that can cause harm or delay to the Website and Platforms or computers of any kind, and any unsolicited advertising, solicitation or promotional materials; (ii) misrepresent your identity or affiliation in any way; (iii) restrict or inhibit any person from using the Website and Platforms, disclose personal information obtained from the Website and Platforms or collect information about users of the Website and Platforms; (iv) reverse engineer, disassemble or decompile any section or technology on the Website and Platforms, or attempt to do any of the foregoing; (v) gain unauthorized access to the Website and Platforms, to other users' accounts, names, personally identifiable information or other information, or to other computers or websites connected or linked to the Website and Platforms; (vi) launch or use any automated system, including without limitation, "robots," "spiders," or "offline readers," that access the Website and Platforms in a manner that sends more request messages to our servers in a given period of time than a human can reasonably produce in the same period by using a conventional web browser; (vii) send or otherwise transmit to or through the Website and Platforms chain letters, unsolicited messages, so-called "spamming" or "phishing" messages, or messages marketing or advertising goods and services; (viii) post, transmit or otherwise make available any virus, worm, spyware or any other computer code,
file or program that may or is intended to damage or hijack the operation of any hardware, software or telecommunications equipment; (ix) violate any applicable laws or regulations in any way; (x) alter or modify any part of the content or services offered on or through the Website and/or Platforms; (xi) allow any other person to use the Platforms with your registration or login information; (xii) breach or otherwise circumvent our security or authentication measures; and (xiii) assist or permit any persons in engaging in any of the activities described above.
9. Intellectual Property Rights and Content
DNF is the sole and exclusive owner of the Website and Platforms, including any and all copyright, patent, trademark, trade secret and other ownership and intellectual property rights, in and to the Website and Platforms and any related materials and documentation. No title or ownership of the Website and Platforms or any portion thereof is transferred to you hereunder. We reserve all rights not expressly granted hereunder. You agree not to change or delete any copyright or proprietary notice related to materials downloaded from the Website and/or Platforms.
While using the Website and/or Platforms, you may provide input, comments or suggestions regarding the Website, the Platforms or the Services ("Feedback"). You acknowledge and agree that we may use any Feedback without any obligation to you and you hereby grant us a worldwide, perpetual, irrevocable, royalty-free, transferable license to reproduce, display, perform, distribute, publish, modify, edit or otherwise use such Feedback as we may deem appropriate, without restriction, for any and all commercial and/or non-commercial purposes, in our sole discretion.
For purposes of these Terms, “User-Generated Content” means any content that a user submits, transfers, or otherwise provides to or through the use of the Services, including, but not limited to, photos of the user. When you provide User-Generated Content to us through the Services, you grant us and our users a non-exclusive, irrevocable, royalty-free, perpetual, freely transferable, sublicensable, worldwide right and license to use, host, store, cache, reproduce, publish, display (publicly or otherwise), perform (publicly or otherwise), distribute, transmit, modify, adapt (including, without limitation, in order to conform to the requirements of any networks, devices, services, or media through which the Services are available), commercialize, create derivative works of, and otherwise exploit such User-Generated Content in connection with any and all Services. You acknowledge and agree that: (a) we have the right to arrange the posting of User-Generated Content in any way we desire; (b) we have no obligation to provide you with any credit when using your User-Generated Content, but if we choose to provide you with credit, the size and placement of the credit is at our sole discretion; and (c) you are not entitled to any compensation or other payment from us in connection with the use of your User-Generated Content.
The rights you grant in this license are for the limited purposes of allowing DNF to operate and allow other users to use the Services in accordance with their functionality, improve the
Services, and develop new Services. Notwithstanding the above, we will not make use of any of your User-Generated Content in a manner that is inconsistent with our Privacy Policy.
We reserve the right to monitor, remove or modify User-Generated Content for any reason and at any time, including User-Generated Content we believe violates these Terms and/or our policies.
You agree you will respect the intellectual property rights of others. You represent and warrant you have all the necessary rights to grant us the foregoing license for all User-Generated Content you submit in connection with the Services and will indemnify us for any breach of this representation and warranty.
10. No Endorsements
Reference to any product, recording, event, process, publication, service, or offering of any third party by name, trade name, trademark, service mark, company name or otherwise does not constitute or imply the endorsement or recommendation of such by DNF. Any views expressed by third parties on the Website and/or Platforms are solely the views of such third party and we assume no responsibility for the accuracy or veracity of any statement made by such third party.
11. External Links
The Website and Platforms may contain links to third-party websites. Linked sites are not under the control of DNF, and we are not responsible for the content of any linked site. Links are provided as a convenience only, and a link does not imply that we endorse, sponsor, or are affiliated with such linked site. Your use of third-party websites is at your own risk and subject to the terms and conditions of use for such sites; these Terms do not apply to other websites. We disclaim any and all liability for any information, including but not limited to, any health and fitness information set forth on linked sites.
The Website and Platforms allow (or may in the future allow) you to select, input, upload, and share information and data in connection with and through designated user accounts maintained by you on certain third-party social media platforms or via third parties for services (together, “Third Party Services”). The Website and Platforms allow (or may in the future allow) you to access Third Party Services using the Website or Platforms to post, link, message users of Third Party Services, or otherwise act on a wide variety of information accessed by the Website and originating from user accounts on Third Party Services, and to collect data and generate reports based on these activities (collectively, “User Materials”). You are solely responsible for User Materials. By accessing Third Party Services through the Website, you represent and warrant that you have the lawful right to access such Third Party Services, and that the creation, distribution, and reproduction of the User Materials complies with the terms applicable to the Third Party Services. You shall ensure that your use of the Website, including access to or use of User Materials with the Website and Third Party
Services, does not contain code, files, content, or programs that may interrupt, destroy, or limit the functionality of any computer software or hardware or telecommunications equipment, including, without limitation, by introducing viruses or similar code into the Website, hosted systems or servers, or systems or servers maintained by providers of Third Party Services accessed through the Website. We are not responsible for any loss or damage to User Materials. You assume all risks for the User Materials and are solely responsible for protecting and backing up the same.
The Website may also contain links to sites, third parties, or content not under the control of DNF. Company does not assume, and expressly disclaims any and all, responsibility for the sites and/or content of any page or material not of the Website. Links to third-party web sites on the Website are provided solely as a convenience to you. We have not reviewed these third-party web sites, and do not control and are not responsible for any such sites or content displayed thereon. If you decide to access any of the third-party sites linked to the Website, you do so entirely at your own risk, and the inclusion of any third-party link on the Website does not imply any endorsement or guarantee whatsoever by us of such third-party site.
12. Users Under 18 Years Old
If you are under the age of eighteen (18) you may not create an account using the Platforms, even if your parent or legal guardian is supervising you. Accordingly, any person under the age of 18 may not submit any personal information on the Platforms. If we learn that we have collected personal information from someone under the age of 18 that was provided in violation of these Terms, we will promptly delete that information. If you believe we have impermissibly collected personal information from someone under the age of 18, please contact us using the information below.
13. Indemnification and Limitation of Liability
You agree to defend, indemnify and hold us, our officers, directors, employees, shareholders, affiliates, third-party contractors, agents, licensors and suppliers (each a “DNF Party” and collectively “DNF Parties”), harmless from and against any claims, actions or demands, losses, liabilities, damages, costs, expenses and settlements (including without limitation reasonable attorney and accounting fees), resulting from or alleged to result from, directly or indirectly, your (a) violation of these Terms; (b) your violation of the rights of any third party; (c) access to or use of the Platforms and Website; (d) any User-Generated Content posted by you; and (e) provision or other disclosure to us of any other information or data and the use of same by us or any other DNF Party as contemplated hereunder.
IN NO EVENT SHALL DNF BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, PUNITIVE, INCIDENTAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES, OR ANY DAMAGES WHATSOEVER RESULTING FROM ANY LOSS OF USE, LOSS OF PROFITS, LITIGATION, OR ANY OTHER PECUNIARY LOSS, WHETHER BASED ON BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY, OR OTHERWISE, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE WEBSITE OR PLATFORMS OR THE PROVISION OF OR
FAILURE TO MAKE AVAILABLE ANY SUCH PRODUCTS, GOODS, OR SERVICES, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
We shall not be liable for any failure to perform our obligations hereunder where the failure results from any cause beyond our reasonable control, including, without limitation, mechanical, electronic, or communications failure or degradation.
The terms within these Terms that limit liability reflect an informed voluntary allocation of risk and such allocation represents a material part of these Terms. You agree that the limitations of liabilities set out in these Terms are fair and reasonable in the circumstances.
14. Disclaimer
The Website and Platforms are provided on an "as is" and "as available" basis and without warranties of any kind, either express or implied. To the fullest extent permissible pursuant to applicable law, we disclaim all representations, warranties, and conditions, express or implied, including, but not limited to, implied condition or warranties of merchantability and fitness for a particular purpose. We do not warrant that the Website and Platforms will be uninterrupted or error-free, that defects will be corrected or that the Website and Platforms or the server that makes them available are free of viruses or other harmful components.
We make no guarantees, and disclaim any implied warranty or representation, about the accuracy, relevance, timeliness, completeness, or appropriateness of any content posted on the Website and Platforms for a particular purpose. We assume no liability arising from or relating to the delay, failure, interruption, or corruption of any data or other information transmitted in connection with use of the Website and/or Platforms. Applicable law may not allow the exclusion of implied warranties, so the above exclusion may not apply to you.
15. Electronic Communications
By accessing the Website and/or Platforms and submitting to us your contact information, you consent to receiving electronic communications from us. Such communications may include notices about your user account and information concerning or relating to the Website. You agree that any electronic notices, signatures, acknowledgements, transfers, agreements, disclosures, or other communications will satisfy any legal communication requirements, including any requirements that such communications be in writing.
We may provide notices or communications to you on the Website and/or Platforms and you agree that such notices shall constitute notice to you whether or not you actually access the notice.
16. Personal Information and Privacy Policy
In these Terms, "personal information" means any information about an identifiable individual, such as your name, email address, mailing address, gender, date of birth, any
personal or protected health information, or, any data about you that you elect to provide electronically through the Website and/or Platforms and any other information that identifies who you are. We will use personal information solely in accordance with these Terms, and our Privacy Policy (or as otherwise agreed upon between you and DNF in writing).
You agree that we have the right to monitor and review your use of the Website and Platforms from time to time, and to use "cookies", "log files" and your "browsing data" in accordance with the cookie policy described within our Privacy Policy.
17. Copyright Issues
In accordance with the Digital Millennium Copyright Act (“DMCA”) and other applicable laws, we have adopted a policy of terminating, in appropriate circumstances and at our sole discretion, access to the Website for users who we have deemed, in our sole discretion, to be repeat infringers. We may also, at our sole discretion, limit and/or terminate access to the Website for any users who infringe any intellectual property rights of others, whether or not there is any repeat infringement. Additionally, we reserve the right to limit access to the Website for any users for reasons of our own discretion, that we are not obligated to reveal, at any time.
If you believe that anything on our Website infringes upon any copyright you own or control you may file a notification of such infringement with our Designated Agent as set forth below.
- Name of Agent Designated to receive notification of claimed infringement: Compliance Officer
- Full address of Designated Agent to which notification should be sent: 7930 NW 71ST ST MIAMI, FL, 33166
- E-Mail Address of Designated Agent: info@darihananova.com
Please see 17 U.S.C. § 512(c)(3) for the requirements of a proper notification. You should note that if you knowingly misrepresent in your notification that the material or activity is infringing, you will be liable for any damages including but not limited to costs and attorneys’ fees, incurred by us or the alleged infringer as the result of our relying upon such misrepresentation in removing or disabling access to the material or activity claimed to be infringing.
18. Waiver
No delay or omission by us in exercising any right or power we have under these Terms or in objecting to the failure of any covenant of you to be performed in a timely and complete manner, shall impair any such right or power or be construed as a waiver of any succeeding breach or any other covenant. Any waivers by us must be in writing and signed by an authorized representative of DNF.
19. Choice of Law, Jurisdiction and Dispute Resolution
These Terms are governed by the laws of Florida, without regard to or application of its conflict of law provisions, to those of your state or country of residence or to those of the state or country where the violation occurred.
We want to avoid unnecessary legal action and would like to resolve issues without fighting, and we hope that you do too. Before commencing legal action, please get in touch with us and explain what the issue is, and how you would like for it to be solved. We will do our best to accommodate.
In the event that we are unable to reach a resolution of any claim through informal means, all such claims shall be resolved exclusively through binding arbitration, as opposed to litigation, according to the then-existing rules of the American Arbitration Association (“AAA”). Such proceedings will be governed by and in accordance with substantive Florida law and shall be decided by a panel of arbitrators or an arbitrator located in Miami-Dade County, Florida. The arbitrator(s) and not any federal, state, or local court or agency shall have exclusive authority to resolve any dispute relating to the interpretation, applicability, enforceability, conscionability, or formation of this Agreement, including but not limited to any claim that all or any part of this Agreement is void or voidable. Each party shall bear its own costs, expenses, and attorneys’ fees incurred in connection with any claim. Any right to an award of costs and expenses (including attorneys’ fees) in this Agreement is limited to the specific circumstances set forth under such section and is not intended to provide any party with a general right to an award of costs and expenses (including attorneys’ fees), even if such party is the “prevailing party” in connection with any claim.
By using our Services, you agree and acknowledge that you waive any right to a jury trial under this Agreement.
20. Assignment
These Terms are personal to you, and are not assignable, transferable, or sub licensable by you except with our prior written consent. We may assign, transfer, or delegate any of our rights and obligations hereunder without your consent.
21. Entire Agreement
These Terms and Conditions constitute the entire agreement between you and DNF as it relates to the access to, and use of, the Platforms and Website and the subject matter of these Terms and supersede all prior or contemporaneous agreements, negotiations, representations and proposals, written or oral between DNF and you.
If any provision of these Terms is found to be invalid by any court having competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of these Terms, which shall remain in full force and effect.
22. Electronic Documents
This electronic document, and all other electronic documents referred to or incorporated herein, will be: (a) deemed for all purposes to be a "writing" or "in writing", and to comply with all statutory, contractual, and other legal requirements for a writing; and (b) legally enforceable as a signed agreement. A printed version of these Terms and any notice given in electronic form shall be admissible in judicial proceedings or 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.
23. Contact; Notices
If you have any questions about these Terms, or need to provide notice to or communicate with us, please contact us using the following contact details:
Darihana Nova Fitness LLC
Attn: 7930 NW 71ST ST MIAMI, FL 33166
Email: info@darihananova.com