Terms of Use
1. Introduction
GymRoute (“GymRoute”, “we”, “us” or “our”) provides online management software for gyms, martial arts schools, and other wellness and membership club businesses (the “Services”). This Terms of Use Agreement (“Agreement”) governs any use of and access to the Services by you and your affiliates (as defined below). By accessing or using our Services, you acknowledge that you have read, understood, and agree to be bound by this Agreement. If you disagree with these terms, please do not access or use our Services.
This Agreement is effective as of the earlier of (a) the date you accept this Agreement by clicking an “I Agree” button or otherwise indicating acceptance (including via an Order Form), or (b) the date you or an affiliate first accesses or uses the Services.
For purposes of this Agreement, “Affiliate” means any entity that directly or indirectly controls, is controlled by, or is under common control with your organization. “Control” means the direct or indirect ownership or control of more than 50% of the voting interests of an entity.
2. Terms of Service
By accessing the Services, you agree to be bound by this Agreement and all applicable laws and regulations. You are solely responsible for ensuring compliance with any local laws applicable to your use of the Services.
Our Privacy Policy explains how we collect, use, and protect information submitted through our Services. By using the Services, you confirm that you have read and agree to the Privacy Policy.
Changes to the Agreement
We reserve the right to modify this Agreement at our sole discretion. Any changes will become effective upon posting an updated version on our website at https://gymroute.com/terms. If we make material changes, we will notify you by email within one day of posting. Your continued use of the Services constitutes your acceptance of the modified terms, so please review this Agreement periodically.
3. Services
3.1 Software Services
3.1.1 Access and Service Levels
GymRoute will provide you with access to the Services to which you have subscribed, subject to this Agreement. During your subscription term, the Software Services will conform to the service levels set out in our Service Level Agreement (“SLA”).
Your access may be temporarily suspended for scheduled maintenance, emergencies, or unforeseen events. We also reserve the right to change or discontinue any feature of the Services at any time.
3.1.2 Changes to Services
In addition to our rights under Section 3.1.1, we may suspend any or all Services:
- In connection with events beyond our control (“Force Majeure”);
- If we suspect any malicious software is being used in connection with your account; or
- During scheduled maintenance as provided in the SLA.
Should any material changes to the Software Services occur, we will notify you via the Services or by email. We are not obligated to update or enhance the Services or to produce new versions.
3.2 Third-Party Offerings
Our Services may enable access to third-party offerings (including payment providers). Such offerings are not covered by this Agreement and are subject to the terms and policies of the respective third parties. GymRoute does not control these offerings and is not liable for any issues arising from their use.
By accessing any third-party offering through our Services, you consent to GymRoute sharing your data as necessary to utilize that offering, subject to any additional terms provided by the third party.
3.3 Support Services
As part of the Services, you have access to our standard support options:
- Customer Service Contact Form: Available 24 hours.
- Email: [email protected] – Available 24 hours.
- Live Chat: Accessible via https://gymroute.com during business hours (10am-6pm CST, Monday-Friday).
Our typical response time during business hours is within one hour. During off hours or weekends, it may take up to one day to respond.
3.4 Free Trial Services
At our discretion, GymRoute may offer free or trial versions of the Services. Such trial Services are provided “as is” without any warranties and may be discontinued or terminated at any time without further obligation. Inactive trial accounts (unused for 12 consecutive months) may be terminated.
3.5 Service Level Agreement (SLA)
3.5.1 Uptime Commitment
We commit to making the Software Services available 24/7 with a target uptime of 99.9% (“Uptime Requirement”), measured from the date you first access the Service under a paid subscription (“Commencement Date”).
3.5.2 Uptime Calculation
Uptime is calculated as:
Uptime=Total Minutes in a Year−DowntimeTotal Minutes in a Year×100\text{Uptime} = \frac{\text{Total Minutes in a Year} – \text{Downtime}}{\text{Total Minutes in a Year}} \times 100Uptime=Total Minutes in a YearTotal Minutes in a Year−Downtime×100
Our target is to maintain at least 99.9% uptime.
3.5.3 Scheduled Downtime
We reserve the right to schedule maintenance. For scheduled downtime, you will receive at least 48 hours’ notice, and such downtime will not exceed 10 hours per year.
3.5.4 Service Credits
If we fail to meet our Uptime Commitment, we may apply service credits to your account per the following schedule:
- Uptime < 99.9% but ≥ 99.0%: 3 days credit.
- Uptime < 99.0% but ≥ 95.0%: 7 days credit.
- Uptime < 95.0%: 15 days credit.
These credits are your sole and exclusive remedy for uptime failures, are not refundable, and cannot be exchanged for cash.
3.5.5 Refunds and Cancellations
GymRoute does not require long-term contracts. You may cancel your subscription at any time by notifying us. If you are dissatisfied with our Services, you may request a refund for your most recent payment within 30 days of the payment date.
4. Your Responsibilities
4.1 Liability for End Users
You are responsible for all activities conducted under your account, including by your employees, agents, contractors, or other end users. You must ensure that all end users comply with this Agreement and applicable laws.
4.2 Data Accuracy and Security
You are solely responsible for the accuracy, collection, and protection of your data. You must ensure that your use of the Services complies with all relevant data privacy laws and that you prevent unauthorized access to your account.
4.3 Restrictions on Use
You and your affiliates agree not to:
- Upload or transmit any unlawful, infringing, or harmful material.
- Interfere with or disrupt the operation of the Services.
- Attempt to gain unauthorized access to any part of the Services.
- Distribute or store copies of the Services’ content, except as permitted.
- Use automated tools to scrape or collect data from the Services.
You grant permission for public search engines to index the Services in accordance with our instructions in the robots.txt file. We reserve the right to revoke this permission at any time.
4.4 Cardholder Data
You are solely responsible for compliance with PCI DSS when processing credit card information through our Services.
4.5 User Credentials
Usernames and passwords provided to you for internal use must remain confidential. You are responsible for any activity that occurs under your credentials.
4.6 Consent for Communications
You are responsible for obtaining any necessary consent from your end users when using our Services, including for automated marketing communications.
4.7 Fees and Payment
You agree to pay all subscription and applicable fees as stated on your invoice. All fees are non-cancellable and non-refundable. You must provide valid payment information and authorize GymRoute to process charges accordingly. If payment is not received within 14 days of the due date, your access to the Services may be suspended until the payment issue is resolved.
5. Intellectual Property Rights
5.1 GymRoute Intellectual Property
All rights, title, and interest in and to the Services, including all related intellectual property rights, belong solely to GymRoute. You may not modify, distribute, or create derivative works based on the Services without our written consent.
5.2 Limited License to Use the Services
Subject to this Agreement, GymRoute grants you a limited, non-exclusive, non-transferable license to use the Services solely for your internal business purposes during your subscription term. You agree not to:
- Modify, reverse engineer, or decompile the Services.
- Sell, resell, or distribute the Services or any portion thereof.
- Use the Services for competitive analysis or to develop competing products.
5.3 License Grant to GymRoute
You grant GymRoute a worldwide, perpetual, irrevocable license to use any feedback, suggestions, or other information you provide to improve or market our Services.
5.4 Copyright Infringement Claims
If you believe that any content on the Services infringes on your copyrights, please contact our designated copyright agent using the details provided in Section 12. We will respond promptly to any such claims in accordance with applicable law.
6. Data Ownership and Use
6.1 Your Data
You retain ownership of all data you provide (“Your Data”). By using our Services, you grant GymRoute a non-exclusive, worldwide, royalty-free license to process, store, and use Your Data solely for providing and improving our Services.
6.2 GymRoute Data and Aggregated Data
Any data collected independently by GymRoute that is de-identified and aggregated (“Aggregated Data”) is the exclusive property of GymRoute. Aggregated Data may be used for any purpose, provided it does not disclose personal information.
6.3 Personal Information
Our Privacy Policy governs the collection and use of any personal information submitted through our Services. By using the Services, you consent to the processing of Your Data in accordance with the Privacy Policy. If you are located in the EEA or EU, please refer to our Data Processing Terms for additional information.
6.4 Protection and Security
During your subscription term, GymRoute will maintain appropriate administrative, physical, and technical safeguards to protect the integrity and confidentiality of Your Data. We also maintain PCI DSS compliance for handling credit card information.
6.5 Unauthorized Disclosure
If you suspect an unauthorized disclosure of Your Data, please notify us immediately. We will work with you to mitigate any potential damage, including assisting with any required notifications to affected individuals.
6.6 Data-Related Disputes
Any disputes regarding the ownership or access to Your Data are your sole responsibility. GymRoute is not obligated to mediate or resolve such disputes.
7. Indemnification
You agree to indemnify, defend, and hold harmless GymRoute and its affiliates, officers, and employees from any claims, damages, or expenses (including attorneys’ fees) arising from:
- Your breach of this Agreement;
- Your or your end users’ use of the Services;
- Any violation of intellectual property or privacy rights; or
- Any dispute regarding ownership or access to Your Data.
8. Governing Law
This Agreement shall be governed by and construed in accordance with the laws of the State of [Insert State], without regard to its conflict of law principles. You agree that any disputes will be subject to the exclusive jurisdiction of the state and federal courts located in [Insert County/State].
9. Limitations and Exclusions of Liability
GYMROUTE EXPRESSLY DISCLAIMS LIABILITY FOR DAMAGES OR LOSSES CAUSED BY:
- Transmission of cardholder data prior to encryption and receipt by our servers;
- Any indirect, incidental, or consequential damages, including lost profits or data;
- Any interruption or errors in the Services.
To the maximum extent permitted by law, GymRoute’s aggregate liability for any claims arising from this Agreement will not exceed the greater of the subscription fees paid during the 12-month period preceding the incident or $100.00 USD. Some jurisdictions do not allow limitations on implied warranties or the exclusion or limitation of certain damages, so some of the above limitations may not apply to you.
10. Subcontractors
GymRoute may engage subcontractors to provide portions of the Services. We reserve the right to substitute or change these subcontractors at any time, without notice.
11. Counterparts and Electronic Signatures
This Agreement may be executed in counterparts, each of which is deemed an original. Signatures transmitted electronically (via PDF, fax, or other means) are considered valid and binding.
12. Copyright Infringement Procedures
If you believe that your copyrighted work has been used in a manner that constitutes infringement on the Services, please submit a written notice to our designated copyright agent with the following details:
- Your physical or electronic signature;
- Identification of the copyrighted work;
- Identification of the material that you claim is infringing;
- Sufficient contact information (name, address, telephone number, email);
- A statement of your good faith belief that the disputed use is not authorized by the copyright owner;
- A statement, under penalty of perjury, that the information in your notice is accurate.
Send your notice to:
GymRoute Legal Department
[Insert Address]
Email: [email protected]
If you believe your material was wrongly removed, you may file a counter-notification. Please include the URLs of the removed material, your contact information, a statement of consent to the jurisdiction of the appropriate federal court, and a statement under penalty of perjury that you believe the material was removed by mistake. Send your counter-notification to the address above.
13. Prohibition of Class and Representative Actions
Any claims you bring against GymRoute must be on an individual basis only. You agree not to participate in any class, collective, or representative action against GymRoute.
13.1 Entire Agreement
This Agreement, together with our Privacy Policy and any additional terms referenced herein, constitutes the entire agreement between you and GymRoute regarding your use of our Services and supersedes all prior agreements or understandings.
13.2 Severability
If any provision of this Agreement is found to be invalid or unenforceable under applicable law, the remaining provisions will continue in full force and effect.
13.3 Waiver
Failure by GymRoute to enforce any provision of this Agreement shall not constitute a waiver of GymRoute’s right to enforce that provision or any other provision in the future.
13.4 Assignment
You may not assign or transfer your rights or obligations under this Agreement without the prior written consent of GymRoute. Any attempted assignment without such consent will be null and void.
13.5 Notices
Any notices or communications required or permitted under this Agreement must be in writing and delivered to the designated contact addresses provided by GymRoute. Electronic delivery (e.g., via email) shall be deemed sufficient.
14. Contact Information
For any questions or concerns regarding this Agreement, please contact GymRoute at:
Email: [email protected]
