PERFORMIX, LLC

TERMS OF USE AGREEMENT



Welcome to the website for Performix, operated by Performix, LLC ("Performix"). Your use of our website at www.performixdriven.com (the "Site") or any of the services offered on the Site (the "Services") is subject to these Terms of Use (the "Terms"). Your use of the Site constitutes your binding acceptance of these Terms, including any modifications made to the Terms. Read these terms carefully and completely as they set forth your rights and obligations with respect to your use of the Site. If you do not wish to be bound by the Terms, you may not access or use the Site.

Acceptance of the Terms

Performix is pleased to provide the information on the Site conditioned upon your acceptance, without modification, of the terms, conditions and notices comprising the Terms. The Terms may be updated and modified by us from time to time without notice to you by posting revised Terms on the Site. You can review the most current version of the Terms at any time by clicking on the Terms link from any page on the Site. We hope that you will find the information provided on the Site informative and useful. Please feel free to e-mail us with your thoughts about the Site or to request more information about Performix.

Performix has the right, but not the obligation, to take any of the following actions without providing any prior notice to you:

  • (1) change or terminate all or any part of our Services;

  • (2) restrict or terminate your access to all or any part of our Services; or

  • (3) refuse, move, or remove any content that is available on the Site and any material that you submit to the Site.

Access to the Site

Performix is providing you with the information and functionality in the Site. You are responsible for providing all equipment necessary to establish a connection to the Internet, access to the Internet, and any telephone, wireless or other connection and service fees associated with such access. The Site is available only to individuals and entities who can form legally-binding contracts under applicable law. Without limiting the foregoing, you must be 13 years of age or older to register for and/or use the Site. If you do not qualify, please do not use the Site. Performix reserves the right to deny access and/or registration to the Site to anyone at any time in its sole and absolute discretion.

User Obligations

In consideration of your use of the Site and/or the Services, you agree to be subject to certain obligations. For any personal information that you provide to us through the Site, you agree to provide true, accurate, current and complete information about yourself as prompted and you further agree that you will not use the Site for any purpose that is unlawful or prohibited by these Terms. If you provide any information that is untrue, inaccurate, incomplete or not current, or if Performix has reasonable grounds to suspect that such information is untrue, inaccurate, incomplete or not current, Performix has the right to refuse any and all current or future use of the Site (or any portion thereof).

Disclaimer Regarding Use of the Site

THE CONTENT CONTAINED ON THE SITE (INCLUDING ANY MATERIALS DOWNLOADED OR PURCHASED FROM THE SITE) WAS CREATED FOR THE PURPOSES OF EDUCATION AND INFORMATION ONLY AND DOES NOT CONSTITUTE MEDICAL ADVICE. ACCORDINGLY, THE INFORMATION SET FORTH ON THE SITE (OR IN ANY MATERIALS DOWNLOADED OR PURCHASED FROM THIS SITE) IS NOT A SUBSTITUTE FOR PROFESSIONAL MEDICAL ADVICE OR TREATMENT. BEFORE TAKING ANY DIETARY SUPPLEMENTS OR IMPLEMENTING ANY METHODS OR TECHNIQUES PRESENTED IN ANY OF THE INFORMATION, PLEASE CONSULT YOUR PHYSICIAN. NEVER DISREGARD PROFESSIONAL MEDICAL ADVICE OR DELAY IN SEEKING TREATMENT BECAUSE OF SOMETHING YOU HAVE SEEN ON THE SITE. ALL FORMS OF EXERCISE PRESENT RISK OF INJURY, AND, BY USING THE INFORMATION ON THIS SITE, YOU AGREE AND ACKNOWLEDGE THAT SKINNYGIRL DAILY, ITS AFFILIATES AND ALL PARTIES INVOLVED WITH THE PRODUCTION OF THE INFORMATION ON THE SITE MAKE NO REPRESENTATION OR WARRANTY AS TO THE INFORMATION PROVIDED ON THE SITE AND CANNOT AND WILL NOT BE HELD RESPONSIBLE FOR ANY LOSS OR INJURY THAT RELATES TO, OR OCCURS DURING YOUR USE OF, THE INFORMATION PROVIDED ON THIS SITE.

Account and Password Security

Performix may allow Site users to select a password and account designation upon completing a registration process for an online service provided through the Site. You are responsible for maintaining the confidentiality of your password and account, and are fully responsible for all activities that occur under your password and account. You agree to: (i) notify Performix immediately of any unauthorized use of your password or account or any breach of security, and (ii) ensure that you fully exit from your account at the end of each session. You further agree not to use anyone else's password on the Site. Performix cannot and will not be liable for any loss or damage arising from your failure to comply with this provision.

Use of Interactive Areas

The Site may allow you to submit, post or upload videos, images, files, information, postings, tags, comments, messages, and other text ("Content"). The Site also may contain areas that allow for user interaction, including blogs, forums, bulletin board services, chat areas or other message and communications features ("Interactive Areas"). You are entirely responsible for all content that you upload, post, email or otherwise transmit via the Site. You agree to post only messages, comments or other information that are proper, lawful, and related to the particular Interactive Area. In addition, but without limitation, you may not post content or engage in any other activity on the Site that:

  • defames, threatens, abuses or otherwise violates the legal rights of others;

  • is harmful to children, profane, obscene, indecent or racially or ethnically offensive;

  • infringes another's rights to intellectual property, publicity, or privacy;

  • collects or stores personal information about other Site users;

  • contains advertisements, promotions, commercial solicitations, contests or surveys (unless you have our written consent to do so);

  • contains, transmits or disseminates spam, chain letters, or information intended to assist in the placement of a bet or wager;

  • contains, transmits or disseminates viruses, corrupted files, or any other similar software or programs that may

    • damage or adversely affect the operation of another's computer, the Site, or any software, hardware or other related equipment;

    • disrupts or otherwise interferes with the Site or the networks or servers used by Performix;

  • impersonates any person or entity or misrepresents your connection or affiliation with a person or entity; or constitutes illegal activity.

Performix reserves the right (but not the obligation) to review, edit, or delete any Content you post to this Site and to terminate your access to the Site or to any Interactive Area at any time without notice for any reason whatsoever.

Submissions to Interactive Areas and Licensing of Content

You acknowledge that all Interactive Areas are public and not private communications; therefore, any information or content you post to an Interactive Area may be read by others. Performix recommends that you avoid posting or otherwise disseminating any personally identifiable information in the Interactive Area.

Performix does not endorse or control the content, messages or information found in any Interactive Area and, therefore, Performix specifically disclaims any liability with regard to the Interactive Areas and any actions resulting from your participation in them.

You acknowledge and agree that Performix may preserve any submissions to the Site and may also disclose submissions if required to do so by law or in the good faith belief that such preservation or disclosure is reasonably necessary to: (i) comply with legal process; (ii) enforce these Terms; (iii) respond to claims that any submission violates the rights of third parties; or (iv) protect the rights, property, or personal safety of Performix, the Site, its users and the public.

By submitting Content to the Interactive Areas, or otherwise to the Site or Performix or its affiliates (including, without limitation, via email), you agree that such Content and any geographical identification metadata (geotags) or other metadata, attributes, features or characteristics relating to the Content ("Metadata") is non-confidential for all purposes. If you submit, post or upload any Content to the Site or if you submit any business information, idea, concept or invention to Performix or the Site, you automatically grant, or warrant that the owner of such Content or intellectual property has expressly granted, Performix, a royalty-free, fully paid-up, perpetual, irrevocable, world-wide, nonexclusive license to use, copy, process, adapt, transmit, reproduce, create derivative works from, modify, publish, edit, translate, distribute, perform, display and sublicense the Content and Metadata relating to the Content in any media or medium, or any form, format, or forum now known or hereafter developed (the "License"). You agree that this License includes the right for Performix to make such Content available to other companies, organizations or individuals who partner with Performix for the syndication, broadcast, distribution or publication of such Content on other media and services, subject to these Terms regarding Content use. If you wish to keep any Content, information, Metadata, ideas, concepts or inventions private or proprietary, do not post or submit them to the Interactive Areas, Performix or the Site. You agree that in the event Performix receives any royalties, compensation or other payments associated with exercising the rights granted to it under the License, you shall not claim any right to any portion of such royalties, compensation or other payments. You further agree that Performix may, in its sole discretion, use any Content for which it has a License in a manner that may link to, refer to or reference your name, such as use of your Content on the Site or an affiliated or partner website.

You acknowledge and agree that Performix may archive, preserve, store or use any Content and Metadata you submit, post or upload to the Site and may also disclose that Content and Metadata if required to do so by law or in the good faith belief that such preservation or disclosure is reasonably necessary to: (1) comply with legal process; (2) enforce these Terms; (3) respond to claims that any Content or Metadata violates the rights of third-parties; or (4) protect the rights, property, or personal safety of Performix, the Site, its users and the public.

Limits on Liability

Performix will not be liable for:

  • the contents of any communication, message, or information posted by you or other third parties;

  • the content of any website not controlled, owned, or operated by Performix that is accessed from or linked to this Site;

  • the content, services or information provided by any website purporting to be operated by Performix or its affiliates, but not actually affiliated with, controlled, owned, or operated by Performix;

  • any damages or injury caused by, including but not limited to, any failure of performance, error, omission, interruption, defect, delay in operation of transmission, computer virus, or line failure; and

  • any direct, indirect, incidental, special, punitive or consequential damages arising out of or relating to use of or inability to use the Site, even if

Performix has been advised of the possibility of such damages, including but not limited to, loss of profits, loss of data or loss of use damages. Because some states do not allow the exclusion or limitation of liability for consequential or incidental damages, the above limitation may not apply to you. If you are dissatisfied with any portion of the Site, or with any of these Terms of Use, your sole and exclusive remedy is to discontinue using the Site.

Content

All offers, invitations, discounts, promotional codes, packages and pricing are subject to change at any time. The information on the Site may contain inaccuracies and typographical errors, including, but not limited to, inaccuracies relating to pricing or availability that are applicable to your transaction. Performix shall not assume any responsibility or liability for any such inaccuracies, errors or omissions, and shall have no obligation to honor transactions or information affected by such inaccuracies. Performix reserves the right to make changes, corrections, cancellations and/or improvements to the information on the Site, and to the products and packages described on the Site, at any time without notice, including after confirmation of a transaction.

It is solely your responsibility to evaluate the accuracy, completeness, and usefulness of all opinions, advice, statements, representations, services, and other information provided through the Site. You acknowledge that you may not rely on any content on the Site. Performix does not endorse or represent the reliability, accuracy or quality of any information, or non-Performix goods, services or products displayed or advertised on the Site. We make no representations or warranties, express or implied, with respect to the information provided on this Site.

Third-Party Websites

Although we hope that you will find the material on this Site informative, the material and links to third-party websites and resources that may be included on the Site are provided for informational purposes only. Providing links to these sites by us should not be interpreted as endorsement or approval by Performix of the organizations sponsoring these sites or their products or services. We make no representations or warranties, express or implied, with respect to the information provided on this Site or any third-party website which may be accessed by a link from this Site, including any representations or warranties as to accuracy or completeness. Because Performix has no control over third-party websites and resources, you acknowledge and agree that Performix is not responsible for the information and contents of such third-party websites and does not endorse and is not responsible or liable for any content, statements, representations, advertising, products, services or other materials on or available from such sites or resources. You further acknowledge and agree that Performix shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused in connection with your use or reliance on any such content, information, goods, or services available on or through any such site or resource.

Proprietary Rights

You acknowledge and agree that content contained in the Site or information presented to you through the Site may be protected by copyright, trademark, or patent law, or other proprietary rights and laws. Except as expressly authorized by Performix or its affiliates, you agree not to modify, distribute, copy, reproduce or create derivative works based on the proprietary portions of this Site, in whole or in part. You may not reverse engineer, decompile, or disassemble the Site or its underlying technologies, except to the extent the foregoing restriction is expressly prohibited by applicable law. Those portions of the Site owned by Performix are the copyright of Performix. All rights reserved. You agree that all of Performix's trademarks, trade names, service marks, logos and service names are trademarks and are property of Performix (the "Performix Marks"). You agree not to display or use in any manner the Performix Marks, without the express prior permission of Performix.

No Reproduction or Resale

You agree not to reproduce, duplicate, copy, sell, resell or exploit for any commercial purposes, any portion of the Site, use of the Site, or access to the Site.

Indemnification

You agree to indemnify, defend and hold Performix, its affiliates and its and their respective directors, officers, employees, agents, and other partners harmless from and against any claim or demand, including reasonable attorneys’ fees, made by any third party due to or arising out of your use of the Site, your connection to the Site, your violation of the Terms or your infringement of any intellectual property or other right of any other person or entity.

Enforcement

Performix does not assume responsibility to you or others for any failure by Performix to enforce the provisions contained in the Terms.

Termination

You agree that Performix, in our sole discretion and with or without notice, may terminate your use of the Site (or any part thereof) for any reason, including, without limitation, for lack of use or if Performix believes that you have violated or acted inconsistently with the letter or spirit of the Terms. Performix may also in its sole discretion and at any time discontinue providing the Site, or any part thereof, with or without notice. You agree that any termination of your access to the Site under any provision of the Terms may be effected without prior notice, and acknowledge and agree that Performix may immediately bar any further access to the Site. Further, you agree that Performix shall not be liable to you or any third party for any termination of your access to the Site.

General Acknowledgments

You acknowledge that Performix may establish general practices and limits concerning your use of the Site. You agree that Performix has no responsibility or liability for the failure of the Site and the deletion of other content maintained or transmitted by the Site. Performix reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Site (or any part thereof) with or without notice. You agree that Performix shall not be liable to you or to any third party for any modification, suspension or discontinuance of the Site. You further acknowledge that Performix reserves the right to change these general practices and limits at any time, in our sole discretion, with or without notice.

Privacy

The terms and conditions of Performix's Privacy Policy are located at Privacy Policy and are incorporated herein by reference. In the event of a conflict between the terms of this the document and those in the Privacy Policy, the terms of the Privacy Policy shall govern.

DISCLAIMER OF WARRANTIES

YOU EXPRESSLY UNDERSTAND AND AGREE THAT:

  • (1) YOUR USE OF THE SITE IS AT YOUR SOLE RISK. THE SITE AND INFORMATION AND MATERIAL IN THE SITE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. WITH RESPECT TO THE SITE AND INFORMATION AND MATERIAL IN THE SITE, SKINNYGIRL DAILY EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT OR THAT THE SITE WILL BE WITHOUT ERROR OR INVULNERABLE TO VIRUSES, WORMS, OR OTHER HARMFUL SOFTWARE OR HARDWARE. YOU HEREBY ACKNOWLEDGE THAT THE SITE MAY NOT BE AVAILABLE DUE TO ANY NUMBER OF FACTORS INCLUDING, WITHOUT LIMITATION, PERIODIC SYSTEM MAINTENANCE, SCHEDULED OR UNSCHEDULED, ACTS OF GOD, UNAUTHORIZED ACCESS, VIRUSES, DENIAL OF SERVICE OR OTHER ATTACKS, TECHNICAL FAILURE OF THE SITE, TELECOMMUNICATIONS INFRASTRUCTURE, OR DISRUPTION, AND THEREFORE PERFORMIX EXPRESSLY DISCLAIMS ANY EXPRESS OR IMPLIED WARRANTY REGARDING SITE USE AND/OR AVAILABILITY, ACCESSIBILITY, SECURITY OR PERFORMANCE CAUSED BY SUCH FACTORS.
  • (2) PERFORMIX MAKES NO WARRANTY THAT (i) THE SITE AND INFORMATION AND MATERIAL THEREIN WILL MEET YOUR REQUIREMENTS, (ii) THE FUNCTIONS CONTAINED IN THE SITE WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE, (iii) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SITE OR INFORMATION AND MATERIALS THEREIN WILL BE ACCURATE, RELIABLE, OR AVAILABLE, (iv) ANY ERRORS IN THE SITE OR INFORMATION OR MATERIALS THEREIN WILL BE CORRECTED, AND (v) THE SITE AND ITS CONTENTS AND SERVER THAT MAKES THE SITE AVAILABLE ARE FREE OF ANY VIRUSES OR OTHER HARMFUL COMPONENTS.
  • (3) ANY MATERIAL, INFORMATION, PRODUCTS OR SERVICES DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SITE IS DONE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL.
  • (4) NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM SKINNYGIRL DAILY OR THROUGH OR FROM THE SITE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE AGREEMENT.

EXCLUSIONS AND LIMITATIONS

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

Notice And Procedure For Copyright Infringement Claim.

Pursuant to 17 U.S.C. Section 512, as amended by Title II of the Digital Millennium Copyright Act (the "Act"), Performix reserves the right, but not the obligation, to terminate your right to use the Site if Performix determines in its sole and absolute discretion that you are involved in any activity that may be infringing, including alleged acts of infringement, regardless of whether the material or activity is ultimately determined to be infringing. Performix accommodates and does not interfere with standard technical measures used by copyright owners to protect their materials. In addition, pursuant to 17 U.S.C. Section 512(c), as amended, Performix has implemented or will implement procedures for receiving written notification of claimed infringements and for processing such claims in accordance with the Act. The designated agent of Performix to receive notification of claimed infringement is:

Perormix
221 South Cherokee St.
Denver, CO 80223

Phone: 866-686-1337

Facsimile: 303-468-4218

E-mail: info@performixdriven.com

Performix respects the intellectual property of others, and we ask our users to do the same. If you believe that your work has been copied in a way that constitutes copyright infringement, or your intellectual property rights have been otherwise violated, please provide the designated agent listed above with the following information: (i) an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other intellectual property interest; (ii) a description of the copyrighted work or other intellectual property that you claim has been infringed; (iii) a description of where the material that you claim is infringing is located on the Site; (iv) your address, telephone number, and email address; (v) 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; and (vi) a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright or intellectual property owner or authorized to act on the copyright or intellectual property owner's behalf.

Governing Law

You and Performix agree that the Terms and the relationship between you and Performix shall be governed by and construed in accordance with the laws of the State of Colorado without regard to its conflict of laws analysis. You and Performix hereby irrevocably and unconditionally submit to the jurisdiction of courts located within the county of Denver, Colorado, or the United States District Court for the District of Colorado for purposes of all legal proceedings arising out of or relating to the Terms and agree not to commence any legal proceedings related thereto except in such court. You and Performix irrevocably waive, to the fullest extent permitted by law, any objection that you/it may now or hereafter have to the laying of the venue of any proceeding brought in any such court or any claim that a legal proceeding commenced in such court has been brought in an inconvenient forum.

Waiver

Performix's failure to exercise or enforce any right or provision of the Terms shall not constitute a waiver of such right or provision unless acknowledged and agreed to by Performix in writing.

Severability

If any provision of these Terms is held to be illegal, invalid or unenforceable under any present or future laws, such provision shall be fully severable, and the remaining provisions shall constitute the parties’ agreement.

Time Limitation

You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to the Terms or use of the Site must be filed within two (2) years after such claim or cause of action arose or be forever barred.

Headings

The section headings and sub-headings contained in the Terms are for convenience only and have no legal or contractual effect.

Support

If you have any questions or concerns about this Site, the Terms or the Privacy Policy, please contact: info@performixdriven.com.