I. Private/Semi-PrivateSessions.The Club offers Members private and semi-private sessions. Private sessions must be reserved at least 12 hours in advance. Cancellations for private sessions must be received and acknowledged by the Club at least 24 hours in advance of such session. Semi-private sessions must be reserved at least 12 hours in advance of such session. Cancellations for semi-private sessions must be received and acknowledged by the Club at least 24 hours in advance of such session. If any private or semi-private session is not scheduled and/or cancelled in accordance with the foregoing, the Club is under no obligation to credit or refund the Member for that session.
II. Membership Packages. The Club offers membership packages for private and semi-private sessions,namely the Advance Package (eight (8) sessions), the Excel Package (twelve (12) sessions) and the Exceed Package (sixteen (16) sessions). The Member must pay the Club in full in advance for all sessions under the membership package purchased by the Member. Membership packages may be cancelled by the Member mid-term, however, the Club is under no obligation to refund any portion of the payment made by the Member.
III. Suspension of Membership
During the term of this Membership Agreement, the Club may, in its sole discretion, suspend the Member’s membership if: (a) the Member’s physician certifies in writing that the Member is physically unable to use the Club’s services; (b) the Member goes on vacation during the term of this Membership Agreement and the Member provides written notification of same to the Club at least ten (10) days in advance; or (c) the Member’s work schedule does not allow the Member to use the Club’s services and the Member provides supporting documentation to the Club. The Advance Package may be suspended once for seven (7) to (21)twenty-one days, the Excel Package may be suspended twice for seven (7) to forty-two (42)days and the Exceed Package may be suspended three times for seven (7) to fifty-six (56) days. To add another freeze will be at a cost of $50 per freeze and not to exceed (30) days. Notwithstanding the foregoing, this Membership Agreement will be automatically renewed in accordance with Section IV below.
IV. Automatic Renewal of Membership Agreement. This Membership Agreement will automatically renew upon the final session under the Member’s membership package without further notice to the Member or thirty (30) days after the Effective Date, whichever is sooner. Notwithstanding the foregoing, the Member may cancel the automatic renewal of this Membership Agreement by providing the Club with written notice of cancellation at least thirty (30) days prior to the automatic renewal of this Membership Agreement by email only.
V. Member’s Obligation. Member shall not be relieved of the obligation to make payments agreed to, and no deduction from any payment shall be made because of Member’s failure to use the membership, individual class, session or package of the Club. Payments are for the services and/or period, and at the rate as agreed to and set forth above and on www.tsfitnessnyc.com.
III. VI. Form of Payment. All payments (including monthly dues and/or per class payments and incidentals) are payable by electronic funds transfer from the Member’s credit card account or debit card account.Member must authorize payments to be made through a third party administered electronic funds transfer system. In the case of membership packages, transfer of fees will take place automatically once every month.
VII. Returned Payment Penalty. Member will automatically be charged any bank fee imposed on the Club, plus a processing fee of up to $25, for any returned payment item due to closed accounts, insufficient funds or similar issue. On such occasion, the Club retains the right to collect the current and past due balances in any subsequent month.
VIII. Revocation of Membership. The Club (in its sole discretion) may revoke Member’s membership and/or session/class credits, at any time and without refund, in the event that Member engages in behavior that is unsafe or objectionable to other members or staff, or for reasons of nuisance, disturbance to other members or staff, moral turpitude or fraud, or personal hygiene and attire. The Club also reserves the right to require Member to leave for the day if, in the Club’s reasonable judgment, Member poses a health or safety risk to Member or others, or is disturbing or likely to disturb other members or staff.
IX. Medical Recommendations. Member should consult with his/her physician or have a physical examination before using any of the Club’s facilities or enrolling in any of the Club’s classes or sessions especially if Member is elderly, pregnant, has a history of heart disease, high blood pressure or other chronic illness, or is unaccustomed to physical exertion or has other physical limitations.
X. Member Conduct. Member shall not use any Club facility, service or equipment in such a way as to endanger the health or safety of Member or others. Member shall be responsible for any property damage or personal injury caused by Member or his or her guests. Member agrees not to violate any laws while in a Club.
XI. Activity Risk. Any strenuous athletic or physical activity involves certain risks. Member and his or her guests assume the risk of any and all accidents or injuries of any kind that may be sustained by, or in connection with, use of Club facilities. The Club cannot guarantee that any facility or equipment is free of risk. Member agrees to use care in the use of Club facilities, equipment and services and to protect against accidents by other members.
XII. Medical Disclaimer. Member has been informed and acknowledges that the Club makes no claims as to medical or fitness results that can or may be obtained through use of the Club’s facilities, equipment or services. The Club has neither suggested nor will suggest any medical treatment to Member. Only licensed medical professionals are qualified to give medical advice.
XIII. Member’s Health Warranty. Member represents that: (a) there are no medical or physical conditions that would preclude his or her use of the Club’s facilities; (b) he or she has not been instructed by any physician not to use Club; and (c) he or she is in good health and has no disability, impairment, injury, disease or ailment preventing him or her from engaging in active or passive exercise or which could cause increased risk of injury or adverse health consequences as a result of exercise.
XIV. Member Release and Indemnity. By entering into this Membership Agreement, and/or by attending classes or otherwise participating in Club activities, Member hereby acknowledges and agrees that there are inherent risks in exercise and in using the equipment associated with the Club’s classes or instruction. Member assumes the risk and full responsibility for the services provided by the Club and/or his/her use of the Club’s facilities. Member shall release, defend, indemnify and hold the Club and its affiliates, parents, insurers, subsidiaries, divisions, predecessors, heirs, successors, assigns, executors, administrators, and its current and former members, managers, officers, shareholders, directors, agents, contractors, employees, officers, directors, agents and attorneys harmless for any and all Claims, including reasonable attorneys’ fees, arising out of or in connection with this Membership Agreement and/or the services provided by the Club to the Member and/or the Members use of the Club’s facility except for injuries and damages directly or solely caused by the gross negligence of the Club.
XV. Prevailing Party. In the event the Member commences any action or proceeding against the Club and its affiliates, parents, insurers, subsidiaries, divisions, predecessors, heirs, successors, assigns, executors, administrators, and its current and former members, managers, officers, shareholders, directors, agents, contractors, employees, officers, directors, agents and attorneys and fails to obtain judgment or partial judgment in Member’s favor, Member shall be liable to the Club for all costs and expenses associated with Club’s defense of the action or proceeding or any claims on which Member did not prevail, including reasonable attorney’s fees and costs.
XVI. Costs of Collection. Member agrees to pay all costs, plus reasonable attorney’s and collection fees, in connection with Club’s (or Club’s designee’s) collection of any amounts owed by Member.
XVII. Loss of Property. Member is urged not to bring valuables onto the Club premises and to keep valuables with him/her at all times. The Club shall not be liable for the disappearance, loss or theft of, or damage to, personal property (including money, negotiable securities and jewelry).
XVIII. Members and Guests Rules. Member and his/her guests shall abide by the Club’s rules and regulations and any amendments and/or modifications thereto.
XIX. Dress Code. Proper athletic attire is required at all times. The Club reserves the right to make the final determination in its sole discretion with regard to appropriate attire.
XX. Independent Contractors. From time to time, the Club may make the services of independent contractors available to Member and his/her guests. The Club does not warrant or guarantee the quality of these services.
XXI. Special Events. The Club may from time to time reserve the use of its facilities for special events, competitions and private functions.
XXII. Change in Operating Hours/Class or Session Hours/Temporary Closing of Club. As a result of legal actions or proceedings, renovations, repair, maintenance, special occasions, act of God or the Club moving its facilities, the Club may be required to restrict the use or temporarily close its facilities or activities from time to time. There will be no reduction or suspension of this Membership Agreement during such time when the above-mentioned occurs. Hours of operation, and class and session schedules, may be amended from time to time, and certain facilities, services or programs may be added or eliminated from time to time, at the Club’s discretion.
XXIII. Children’s Use. All children under 18 years of age must be accompanied by a parent at all times within the Club unless they are in a supervised activity. Children under age 13 are not permitted in any Club facility without the express permission of Club management.”
XXIV. Non-Discrimination. The Club will not discriminate against any person because of gender, race, creed, age, color, sexual orientation, national origin or ancestry in considering applications for, or have taken other action in connection with, membership in the Club.
XXV. Waiver. It is understood and agreed that no failure or delay by any party hereto in exercising any right, power or privilege hereunder shall operate as a waiver thereof, nor shall any single or partial exercise preclude any other or further exercise or the exercise of any right, power or privilege hereunder.
XXVI. Enforcement. If any provision of this Membership Agreement is held to be invalid or unenforceable by a court of competent jurisdiction, such holding shall not affect the validity or enforceability of any other provisions of this Membership Agreement, which shall remain in full force and effect, and the provisions held invalid or unenforceable shall be deemed modified so as to give such provisions the maximum effect permitted by applicable law.
XXVII. Governing Law; Jurisdiction. This Membership Agreement shall be governed in all respects by the substantive law of the State of New York, without regard to its conflict of law principles. Member hereby unconditionally consents to submit to the jurisdiction of the federal and state courts sitting in the State of New York for any actions, suits or proceedings arising out of or relating to this Membership Agreement.
XXVIII. Entire Agreement. This Membership Agreement and all rules and regulations of the Club, as revised from time to time, constitute the entire and exclusive agreement between the parties, and supersede all prior promises, representations, understandings and/or agreements relating to this membership. This Membership Agreement may be modified only by an instrument in writing and only by the Club.
XXIX. *Disclaimer: Clients Results.Clients fitness results vary from client to client. In no way does the Club guarantee any type of fitness results.
“Member,” as defined above, and herein identified below as “Recipient,” voluntarily and willfully wholly agrees to the following in regard to keeping confidential “Confidential Information,” as delineated and set forth as follows:
1. The Confidential Information to be disclosed can be described as and includes:
Any communication – spoken, written, or electronically transmitted – by the TS Fitness, LLCand its affiliates, parents, insurers, subsidiaries, divisions, predecessors, heirs, successors, assigns, executors, administrators, and its current and former members, managers, officers, shareholders, directors, agents, contractors, employees, officers, directors, agents and attorneys (collectively, the “Club”)in relation to business affairs, including but not limited to any business information Recipient may acquire about the Club DIRECTLY OR INDIRECTLY (e.g. overheard conversations, emails, an any other form of communication), including but not limited to business methods, intellectual property, trade methods, other invention description(s), technical and business information relating to proprietary ideas and inventions, ideas, patentable ideas, trade secrets, drawings and/or illustrations, existing and/or contemplated products and services, research and development, financial information, finances and financial projections, customers, clients, marketing, and current or future business plans and models, regardless of whether such information is designated as “Confidential Information” at the time of its disclosure.
2. This Confidentiality Agreement imposes no obligation upon Recipient with respect to any Confidential Information that becomes a matter of public knowledge through no fault of Recipient. However (a) any information received by Recipient from a third party, owing or not owing a duty of confidentiality to the Discloser, that can be construed as Confidential Information, and (b) any information that is independently derived by Recipient through Recipient’s relationship with the Club, shall be considered Confidential Information and thusly subject to the binding confidentiality terms of this Confidentiality Agreement.
3. This Confidentiality Agreement states the entire agreement between the parties concerning the disclosure of Confidential Information. This Confidentiality Agreement may be modified only by an instrument in writing and only by the Club.
4. The Club fully recognizes Recipient’s right to free speech, however Recipient willingly agrees not to author or post, or have posted on his/her behalf, any content, reviews, or ratings that in any way negatively depict the Club on any website or mobile platform, either currently in existence, or yet to be created.
5. Recipient acknowledges that damages arising out of any breach of this Confidentiality Agreementare not unquantifiable and will cause irreparable injury to the Club and any of its current or future business ventures.
6. The parties hereto agree that all actions or proceedings arising in connection with this Confidentiality Agreement shall be tried and litigated exclusively in the Supreme Court of the State of New York, New York County. The aforementioned choice of venue is intended by the parties to be mandatory and not permissive in nature, thereby precluding the possibility of litigation between the parties with respect to or arising out of this Confidentiality Agreement in any jurisdiction other than that specified in this paragraph. Each party hereby waives any right it may have to assert the doctrine of forum on convenience or similar doctrine, or to object to venue with respect to any proceeding brought in accordance with this paragraph, and stipulates that the Supreme Court of the State of New York, New York County shall have in personal jurisdiction and venue over each of them for the purpose of litigating any dispute, controversy, or proceeding arising out of or relating to this Confidentiality Agreement. Any final judgment rendered against a party in any action or proceeding shall be conclusive as to the subject of such final judgment and may be enforced in other jurisdictions in any manner provided by law. If the Club must bring legal action to enforce any part of this Confidentiality Agreement, it shall have the right to collect from the other party (Recipient) its reasonable costs and necessary disbursements and attorneys’ fees incurred in enforcing this Confidentiality Agreement.
7. If any of the provisions of this Confidentiality Agreement are found to be unenforceable, the remainder shall be enforced as fully as possible and the unenforceable provision(s) shall be deemed modified to the limited extent required to permit enforcement of the Confidentiality Agreement as a whole.
8. The covenants and obligations contained in Confidentiality Agreement are binding and shall survive the termination of the Membership Agreement.