THIS Membership Agreement (the “Agreement”) is entered into as of the Effective Date (date and time of your electronic signature) set forth below between Passport2GetFit, Inc., a Nevada corporation, dba GymFusion (“GymFusion”) and the undersigned member (“You”, or “Member”).
A. GymFusion maintains a network of participating gyms (“Network Clubs”) and Member desires to be a member of the network of gyms and to use the gym facilities at Network Clubs;
B. Your electronic signature below indicates that you, the buyer, may cancel this Agreement at any time prior to midnight of the third business day after the date of this Agreement, excluding Sundays and holidays. To cancel this Agreement fill out the membership cancellation form at www.gymfusion.com or call GymFusion’s corporate offices.
SUBSTANTIVE PROVISION
1. PARTIES
Passport2GetFit, Inc. (DBA GymFusion) and all facilities within its gym network and you agree that by accepting this agreement, you purchased a membership or services and agree to all the terms in this Agreement. You also agree to follow GymFusion's Membership Policies and any Network Club rules. The terms "You" and "Gym" include heirs, estates, agents, representatives, officers, directors, shareholders, successors, affiliates, subsidiaries and employees. As such, both parties make this Agreement on behalf of, and it binds, all these included persons and entities.
2. MEMBERSHIP
2(a). Nature of Membership: Your membership permits you to use the premises, facilities, equipment and services (collectively called "Facilities") at any Network Club as shown and limited by the membership identified herein. Your membership is non-transferable by you and it does not give you any rights in GymFusion, its management, property or operation or in any Network Gym. Gymfusion can sell memberships at different rates and terms than yours.
2(b). Change of Address: It is your responsibility to notify GymFusion of any change in your address or phone number.
3. FINANCIAL POLICY
3(a). Dues & Fees: You agree to pay the Dues and Fees. GymFusion immediately earns the processing and enrollment fees when you buy your membership, including any and all paid amounts or unpaid portions, which are to be paid according to a payment plan. These fees and any prepaid monthly Dues are not refundable, except as stated in section 6 of this Agreement. Whether or not you use the Facilities, you must still pay your monthly Dues. You agree to pay GymFusion an administrative fee for any returned check, or debit problems, such as non-sufficient funds, closed account, frozen or declined credit or similar circumstances. The current fee is $25.00, but is subject to change at GymFusion's discretion.
3(b). Memberships to Individual Gyms: If you purchase a membership to a single independent network gym, you will be required to sign that facilities membership agreement and adhere to the rules and regulations set by the facility. GymFusion acts as a third party collection agent for this type of membership.
3(c). Right to Modify Dues: GymFusion may modify your Dues, but only after the expiration period of your initial membership, or after the expiration of 12 months, whichever is less.
3(d). Charges & Taxes: If you or your guests incur any charges for goods or services that include, without limitation, personal training, nutritional counseling, produce purchases, or similar services, you agree to pay for them according to the Network Club’s rates and practices then in effect. Also, GymFusion has the right to add to your Dues and add to your monthly EFT any tax that the government may impose for the use of GymFusion's Facilities.
3(e). Automatic Monthly Deductions & Timely Payments: You have full control over the automatic monthly deduction (EFT) and can stop it anytime by telling GymFusion, your bank, or credit card company to stop. You are responsible for notifying your bank of any error that appears on your bank or credit card statement in a timely manner. You must notify GymFusion within 60 days of a claimed EFT error on your bank statement or credit card statement. If you claim your EFT was not stopped when you told GymFusion, you must have written proof. Without proof, GymFusion will not reimburse you for EFT deductions which you claim should not have been deducted. If your EFT ends for any reason, your membership may be immediately suspended at GymFusion's election. You will have 30 days from the date your EFT ends to reinstate your original EFT authorization or or provide a substitute EFT authorization. Upon reinstatement, all past due amounts, including any administrative fees will be electronically deducted or you must pay all past due amounts at the time of reinstatement if prepaying. If you have not provided a valid EFT within the 30 days, your membership will terminate. If your membership terminates because your EFT ends and you have not reinstated your EFT, the terms of section 6(i) will apply.
3(f). Failure to Provide Documentation for Automatic Monthly Payments: If your EFT does not begin because you fail for any reason to provide the documentation for processing the EFT, GymFusion may immediately suspend your membership and the termination provisions of section 3(e) above shall apply. All Processing and Enrollment fees are non-refundable except as provided in section 6 below.
4. AVAILABILITY
4(a). Availability: Network Clubs regularly closes their Facilities for maintenance, selected holidays, and other hours based on municipal requirements and management discretion. Either GymFusion or Network Clubs may delete, change, discontinue, repair, or replace any part or all of the Facilities including, but not limited to, classes or special promotions without any effect on this Agreement. If your club of enrollment closes or is completely unavailable for more than 7 days, except for acts of nature, GymFusion will extend your membership, without Dues, for the same period your club of enrollment was closed or completely unavailable.
5. WAIVERS AND RELEASE OF LIABILITY
5(a). RELEASE OF LIABILITY: THE USE OF THE FACILITIES NATURALLY INVOLVES THE RISK OF INJURY TO YOU OR YOUR GUEST, WHETHER YOU OR SOMEONE ELSE CAUSE IT. AS SUCH, YOU UNDERSTAND AND VOLUNTARILY ACCEPT THIS RISK AND AGREE THAT GYMFUSION AND NETWORK CLUB WILL NOT BE LIABLE FOR ANY INJURY, INCLUDING, WITHOUT LIMITATION, PERSONAL, BODILY OR MENTAL INJURY, ECONOMIC LOSS OR ANY DAMAGE TO YOU, YOUR SPOUSE, GUESTS, UNBORN CHILD, OR RELATIVES RESULTING FROM THE NEGLIGENCE OF GYMFUSION, NETWORK CLUB OR ANYONE ON GYMFUSION'S BEHALF , NETWORK CLUB’S BEHALF OR ANYONE USING THE FACILITIES. FURTHER, YOU UNDERSTAND AND ACKNOWLEDGE THAT GYMFUSION DOES NOT MANUFACTURE ANY OF THE FITNESS OR OTHER EQUIPMENT AT ITS FACILITIES, BUT THAT NETWORK CLUBS PURCHASE AND /OR LEASE EQUIPMENT FROM THIRD PARTIES. AS SUCH, YOU UNDERSTAND AND ACKNOWLEDGE THAT GYMFUSION AND NETWORK CLUBS ARE PROVIDING RECREATIONAL SERVICES ONLY AND MAY NOT BE HELD LIABLE FOR DEFECTIVE PRODUCTS. IF THERE IS ANY CLAIM BY ANYONE BASED ON ANY INJURY, LOSS, OR DAMAGED DESCRIBED HERE, WHICH INVOLVES YOU OR YOUR GUEST, YOU AGREE TO (1) DEFEND GYMFUSION AND/OR NETWORK CLUB AGAINST SUCH CLAIMS AND PAY GYMFUSION AND/OR NETWORK CLUB FOR ALL EXPENSES RELATING TO THE CLAIM AND (2) INDEMNIFY GYMFUSION AND/OR NETWORK CLUB FOR ALL LIABILITIES TO YOU, YOUR SPOUSE, GUESTS, RELATIVES, OR ANYONE ELSE, RESULTING FROM SUCH CLAIMS.
6. REPRESENTATIONS AND WARRANTIES that survive the signing and closing of this Agreement:
6(a). Physical Condition & No Medical Advice: You represent that you are in good physical condition and have no medical reason or impairment that might prevent you from your intended use of GymFusion's Facilities. As such, you acknowledge that GymFusion did not give you medical advice before you joined, and cannot give you any after you join, relating to your physical condition and ability to use the Facilities. If you have any health or medical concerns now or after you join, discuss them with your doctor before using the Facilities.
6(b). Limited Use: If you know or should know you have any problem that might prevent you from using all of GymFusion's Facilities and you electronically sign this Agreement, you agree that your membership is limited accordingly. However, because it's your choice, you still must pay your Dues as if you could use all the Facilities.
6(c). Liability for Property: GymFusion is not liable to you or your guest for any personal property that is damaged, lost, or stolen while on or around a Network Club’s premises including, but not limited to, a vehicle or its contents or any property left in a locker. If you or your guest cause any damage to a Network Club’s Facilities, you are liable to GymFusion and the Network Club for its cost or repair or replacement.
6(d). Entire Agreement & Enforcement: You acknowledge that neither GymFusion, nor anyone else, made any representations or promises upon which you relied that are not stated in this Agreement. This document contains the entire agreement between you and GymFusion and replaces any oral or other written agreement. Manual or hand written changes to this agreement are not valid. If a court declares any part of this Agreement invalid, it will not invalidate the remaining parts, which continue unaffected. If GymFusion does not enforce any right in this Agreement for any reason, Gym does not waive its right to enforce it later.
6(e). Age Limitation: The primary member responsible for payment must be 18 years for age. Minors may qualify for membership only under a “family” membership plan, and may not be a primary member.
7. CANCELLATION TERMINATION REFUND
7(a). Your 3-Day Cancellation Right: You can cancel your membership within 3 days after signing this Agreement by sending the 3-DAY NOTICE. If you do, GymFusion refunds all the money you paid within 10 days of when GymFusion receives the notice.
7(b). Basic Cancellation Rights & Refund: You may cancel your membership and receive a refund on any unused prepaid monthly Dues if you qualify as follows:
7(b)(1). You are Disabled or You Die: Your disability must physically prevent you from using the club's Facilities and a licensed physician must verify this fact in writing. In case of death, your estate must provide written evidence. In either case, GymFusion will refund any unused prepaid monthly Dues. If the event occurs during your initial Prepaid membership, GymFusion will also refund a prorated portion of your enrollment fee.
7(b)(2). You Move: Your residence move must be more than 25 miles from a participating GymFusion Network Club. You must provide written evidence of your move. If GymFusion has participating Network Clubs in the area of your new residence, you must continue paying your monthly Dues to GymFusion and you are not entitled to any refund. If GymFusion does not transfer your membership, GymFusion will refund any unused prepaid monthly Dues and deduct a move fee of $25.
7(b)(3). Notice & Effective Date: You (your estate) must fill out the online cancellation form (or send written notice) and provide proof of the event within 30 days after it happens, along with your membership ID card. Cancellation is effective as of the date of the event or the last date you used GymFusion's Facilities, whichever is later. If your notice is late or lacks proof, GymFusion may set the effective date when GymFusion receives the notice. Written notices shall be sent to GymFusion’s corporate offices.
7(c). Termination of Monthly Membership: If you have a Monthly membership, you may terminate it at any time upon (1) written notice to GymFusion and (2) return of your membership ID card when your membership ends. Your Monthly membership ends the last day of the month following the month GymFusion receives written notice. Notice of termination must be received at least ten (10) days before your EFT bill date to allow GymFusion sufficient time to process your termination. If your termination notice is not received at least ten (10) days before your EFT bill date, your Monthly membership ends the last day of the second month following the month GymFusion receives written notice. GymFusion will apply your prepaid last month Dues to your last month.
7(d). Termination of Prepaid Membership: If you have a Prepaid membership, you may not terminate it during the Prepaid Period (or get a refund), except for the reasons stated in section 6(a) and 6(b). If you do not renew your Prepaid membership by the renewal date, your Prepaid membership automatically expires.
7(e). Termination for Cause by GymFusion: GymFusion may, at its option, terminate your membership if (1) you fail to make timely payments under any payment plan, (2) any monthly payments or Dues are late, (3) the monthly EFT payments or Dues are interrupted or discontinued for any reason and you or your cosigned do not provide an acceptable alternative, (4) you fail to follow any of GymFusion's Membership Policies or Network Club Rules or violate any part of this Agreement, or (5) your conduct is improper or harmful to the best interest of GymFusion, Network Club or its members. Termination is effective on the date GymFusion mails a written notice to your last known address. You are liable for all financial obligations until that date. If you prepaid your Dues, GymFusion will not refund any unused portion, and you must return your membership ID card.
7(f). Termination without Cause by GymFusion: GymFusion reserves the right to terminate your membership for any reason not stated above and is not prohibited by law. If GymFusion does, it will mail a termination notice to you and refund any unused prepaid monthly Dues.
7(g). Termination on Network Club Closure of Move: If GymFusion cannot transfer your membership upon a permanent club closure or move, this Agreement ends 30 days later. As such, you will not have to pay further monthly Dues and GymFusion will refund any unused prepaid monthly Dues. If it happens within 60 days of joining, GymFusion will also refund a prorated portion of your enrollment fee.
7(h). Termination on Cancellation of Ancillary Agreements: GymFusion may, at its sole discretion, cancel all agreements, including your Membership Agreement, if you cancel any related agreement, such as an agreement for personal training services which were concurrently purchased with your Membership Agreement. If GymFusion terminates your membership under this section 6(h), GymFusion will refund any Dues owed to you.
7(i). Effect of Termination & Financial Obligation: Upon cancellation or termination, your right to use GymFusion and Network Club's Facilities ends and GymFusion can deny you access to any Network Club. If you owe GymFusion money when your membership ends, you still owe the money, and GymFusion will deduct it from any refund you might have coming. If there is not enough money to cover the debt in the refund, you must pay the balance. If you are a part of a Couple or Family Membership and you cancel your membership under sections 6(a) or 6(b), the refund of any unused prepaid monthly Dues is prorated based on your portion. If you terminate your Monthly membership or your Prepaid membership expires and you want to rejoin, you must buy a new membership.
8. GOVERNING LAW AND VENUE
This Agreement shall be construed in accordance with and governed by the Laws of the State of Arizona without regard to its choice of law provisions. You consent to jurisdiction in the State and Federal Courts located in Pima County, Arizona and agree that this is the only State that disputes will be heard.
This Agreement becomes effective upon your delivery of an electronic signature by checking the “I AGREE” box on the online membership application