LEANDREAM, INC.
END USER LICENSE AGREEMENT
This End User License Agreement is a binding, contractual agreement ("Agreement") between You and LeanDream ("Licensor"). This Agreement applies solely to Your use of the package, media, consultation or other services purchased from Licensor with which this Agreement is provided (the "Package"), including all enhancements, versions, and modifications to the Package. By clicking the button below labeled "I Accept" or by installing or using the Package, You are indicating Your acceptance and agreeing to all the terms and conditions of this Agreement. If You do not accept and agree to the following terms and conditions, You must click the button labeled "I Do Not Accept," in which case You will not be permitted to use or download the Package.
1. LICENSE. Upon Your acceptance of the terms and conditions of this Agreement, You will be permitted to utilize and use the Package solely for Your personal use. Subject to the terms and conditions in this Agreement, You are granted a non-exclusive license to use the Package and all its materials or services unless and until this Agreement is terminated.
2. RESTRICTIONS. You may not use, copy, modify, share, or transfer the Package or any component of it, in whole or in part, except as expressly provided in this Agreement. You may not rent, lease, loan, resell for profit, or distribute the Program, or any part thereof. You may not remove or alter any proprietary notice or legend regarding Licensor's proprietary rights in the Program. You may not use the Program except in accordance with applicable laws and regulations, nor may you export the Program from and outside the United States of America except as permitted under the applicable laws and regulations of the United States of America. You may not use the Program to defraud any third party or to distribute obscene or other unlawful materials or information. Each of the components that constitute the Program and its related documentation is a 'commercial item' as that term is defined at 48 C.F.R. 2.101, consisting of videos, documentation, consultations and/or additional services (if any) as agreed upon by you and Licensor that make up the Package as such terms are used in 48 C.F.R. 12.212. Consistent with 48 C.F.R. 12.212 and 48 C.F.R. 227.7202-1 through 227.7202-4, all U.S. Government end users acquire the Program and any documentation provided with the Program with only those rights set forth in this Agreement.
3. OWNERSHIP. The Program is the property of Licensor, and Licensor retains all right, title and interest to the Program, including any intellectual property rights regarding trademarks, service marks and trade secrets, as well as any rights in copyrighted and/or patented materials provided to You as part of the Program. Except for the limited license granted to You in this Agreement, You obtain no rights to the Program, and Licensor reserves all rights not expressly granted to You.
4. DISCLAIMER. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE PROGRAM IS PROVIDED "AS IS" WITHOUT ANY CONDITION OR WARRANTY WHATSOEVER. THE ENTIRE RISK ASSOCIATED WITH THE USE OF THE PROGRAM RESIDES WITH YOU. LICENSOR EXPRESSLY DISCLAIMS ALL OTHER REPRESENTATIONS OR WARRANTIES, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING WITHOUT LIMITATION, ANY WARRANTIES OF TITLE, NON-INFRINGEMENT, NON-INTERFERENCE AND/OR QUIET ENJOYMENT, SYSTEM INTEGRATION, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND DATA ACCURACY.
5. LIMITATION OF LIABILITY. IN NO EVENT SHALL LICENSOR OR ANY OF ITS LICENSORS, AGENTS OR REPRESENTATIVES BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY SPECIAL, INDIRECT, INCIDENTAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES OR LOSS OF GOODWILL OR LOST PROFITS OR LOST OPPORTUNITIES OR "LIABILITIES" (AS DEFINED IN SECTION 6 HEREOF) IN ANY WAY RELATING TO THIS AGREEMENT OR RESULTING FROM THE USE OF OR INABILITY TO USE THE PROGRAM OR THE PERFORMANCE OR NON-PERFORMANCE OF ANY HARDWARE, THIRD-PARTY SERVICES AND/OR OTHER SERVICES (IF ANY), INCLUDING THE FAILURE OF THE ESSENTIAL PURPOSE, EVEN IF LICENSOR HAS BEEN NOTIFIED OF, OR REASONABLY COULD HAVE FORESEEN, THE POSSIBILITY OR LIKELIHOOD OF SUCH DAMAGES OCCURRING, AND REGARDLESS OF WHETHER SUCH LIABILITY IS BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, PRODUCTS LIABILITY OR OTHERWISE. THIS PROGRAM IS FOR ENTERTAINMENT PURPOSES ONLY AND IT IS NOT DESIGNED TO PROVIDE OR SUBSTITUTE FOR MEDICAL THERAPY OF ANY KIND. THE PROGRAM IS NOT INTENDED TO PROVIDE OR SUBSTITUTE FOR MEDICAL ADVICE AND LICENSOR RECOMMENDS TO CONSULT WITH A PHYSICIAN PRIOR TO ENGAGING IN ANY STRENUOUS ACTIVITY OR BEFORE BEGINNING ANY EXERCISE PROGRAM. LICENSOR IS NOT A LICENSED MEDICAL CARE PROVIDER. YOU UNDERSTAND THAT PARTICIPATING IN ANY EXERCISE PROGRAM CAN RESULT IN PHYSICAL INJURY AND AGREE TO DO SO, AND USE THE PROGRAM FOR THESE PURPOSES, AT YOUR OWN RISK.
IN NO EVENT WILL LICENSOR'S LIABILITY FOR ANY DAMAGES TO YOU OR ANY THIRD PARTY EVER EXCEED ONE THOUSAND DOLLARS (U.S $1,000.00) REGARDLESS OF THE FORM OF ACTION, WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, PRODUCTS LIABILITY OR OTHERWISE.
6. INDEMNITY. You agree to indemnify, defend, and IN NO EVENT SHALL LICENSOR OR ANY OF ITS LICENSORS, AGENTS OR REPRESENTATIVES BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY SPECIAL, INDIRECT, INCIDENTAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES OR LOSS OF GOODWILL OR LOST PROFITS OR LOST OPPORTUNITIES IN ANY WAY RELATING TO THIS AGREEMENT OR RESULTING FROM THE USE OF OR INABILITY TO USE THE PROGRAM OR THE PERFORMANCE OR NON-PERFORMANCE OF ANY HARDWARE, THIRD-PARTY SOFTWARE AND/OR SERVICES, INCLUDING THE FAILURE OF ESSENTIAL PURPOSE, EVEN IF LICENSOR HAS BEEN NOTIFIED OF, OR REASONABLY COULD HAVE FORESEEN, THE POSSIBILITY OR LIKELIHOOD OF SUCH DAMAGES OCCURRING, AND REGARDLESS OF WHETHER SUCH LIABILITY IS BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, PRODUCTS LIABILITY OR OTHERWISE. THIS PROGRAM IS FOR ENTERTAINMENT PURPOSES ONLY AND IT IS NOT DESIGNED TO PROVIDE OR SUBSTITUTE FOR MEDICAL THERAPY OF ANY KIND. THE PROGRAM IS NOT INTENDED TO PROVIDE OR SUBSTITUTE FOR MEDICAL ADVICE AND LICENSOR RECOMMENDS TO CONSULT WITH A PHYSICIAN PRIOR TO ENGAGING IN ANY STRENUOUS ACTIVITY OR BEFORE BEGINNING ANY EXERCISE PROGRAM. LICENSOR IS NOT A LICENSED MEDICAL CARE PROVIDER. YOU UNDERSTAND THAT PARTICIPATING IN ANY EXERCISE PROGRAM CAN RESULT IN PHYSICAL INJURY AND AGREE TO DO SO, AND USE THE PROGRAM FOR THESE PURPOSES, AT YOUR OWN RISK.
IN NO EVENT WILL LICENSOR'S LIABILITY FOR ANY DAMAGES TO YOU OR ANY THIRD PARTY EVER EXCEED ONE THOUSAND DOLLARS (U.S $1,000.00) REGARDLESS OF THE FORM OF ACTION, WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, PRODUCTS LIABILITY OR OTHERWISE. hold harmless Licensor from any suits, losses, claims, demands, liabilities, costs and expenses (including reasonable fees for attorneys) that Licensor may sustain or incur from Your use of the Program, from Your breach of any of Your obligations or any restrictions set forth in this Agreement, or from Licensor's enforcement of this Agreement against You.
7. NO DUTY TO CORRECT ERRORS. Without limiting the provisions of Section 1, You acknowledge and agree that Licensor has no obligation under this Agreement to correct any defects or errors in the Program furnished to You under this Agreement, regardless of whether You inform Licensor of such defects or errors or Licensor otherwise is, or becomes aware of, such defects or errors. To the extent Licensor provides You with any updates or upgrades to the Program such updates and upgrades shall be deemed to constitute part of the Program and shall be subject to all terms and provisions set forth in this Agreement, including, without limitation, terms and provisions related to licenses, use restrictions, ownership and distribution of the Program.
8. TERMINATION. The Agreement will be in effect as of the date You accept and execute this Agreement. This Agreement will terminate immediately without notice to You if You breach any term or condition herein. Licensor shall be entitled to terminate this Agreement without cause upon written notice to you. Upon termination, all rights granted to You under this Agreement will immediately cease, You may not thereafter use the Program, and You must dispose of or destroy all copies of the Program in Your possession.
9. CANCELATION. Any LeanDream custom workout plan may be canceled within 24 hours of purchase and a $20 cancellation fee will be assessed. If the client wishes to cancel prior to the first consultation, but after 24 hours, a $120 cancelation fee is assessed. After the first consultation is held, LeanDream no longer accepts cancelation of paid services and all services are non-refundable.
10. GENERAL PROVISIONS. This Agreement will be governed by the laws of the Commonwealth of Virginia, without regard to, or application of, rules or principles regarding conflicts of law or choice of law. The United States District Court for the Eastern District of Virginia and the state courts located in Fairfax County, Virginia shall have sole and exclusive jurisdiction over any disputes arising under this Agreement, and You agree to submit to the personal jurisdiction of such courts. You acknowledge that Licensor will have the right to seek an injunction if necessary to prevent a breach of Your obligations hereunder. If any provision of this Agreement is held to be unenforceable, that provision will be disregarded for purposes of the dispute or other circumstance giving rise to such finding, and the remaining provisions will remain in full force. In the event that Licensor prevails in any proceeding or lawsuit brought by either party in connection with this Agreement, Licensor will be entitled to receive its costs, expert witness fees and reasonable attorney's fees, including costs and fees on appeal. The failure of Licensor to require Your performance of any provision in this Agreement shall not affect Licensor's full right to require such performance at any time thereafter; nor shall the waiver by Licensor of any breach of any provision of this Agreement be taken or held to be a waiver of the provision itself. You may assign this Agreement only if You assign all of Your rights hereunder, only if You thereafter destroy or transfer to the assignee all full or partial copies of the Program in Your possession, and only if the assignee agrees to assume (and evidences such assumption in a writing that meets with Licensor's satisfaction and that You submit to Licensor for its approval) and to be bound by Your obligations under this Agreement; otherwise any attempted or purported assignment by You shall be null and void. This Agreement is the complete and exclusive statement of the agreement between Licensor and You, which supersedes any proposal or prior agreement, oral or written, and any other communications between the parties in relation to the subject matter of this Agreement.
If You accept and agree to all the terms and conditions of this Agreement, please check the box below and select the button labeled "I Accept." Otherwise, select "I Do Not Accept."
