American Marvel Programming, LLC. – Legal Documentation Terms of Agreement

Disclaimer of Liability

By purchasing and using our remote and/or in-person strength and conditioning programming services, you acknowledge and agree that you are voluntarily participating in physical activity and assume all risks associated with it. We are not liable for any illness, injury, or death that may result from your participation in our programming.

Our programming is designed to be challenging and may involve strenuous exercise. You should consult with a medical professional before beginning any exercise program. If at any point you feel discomfort or pain, you should immediately stop the exercise and seek medical attention.

We are not responsible for any injuries, losses, or damages that may occur as a result of your participation in our programming, including but not limited to indirect, incidental, consequential, or punitive damages. We do not guarantee any specific results from our programming and your individual results may vary.

By purchasing and using our programming and/or personal training services, you agree to release, indemnify, and hold harmless American Marvel Programming, its officers, directors, employees, and agents from any and all claims, liabilities, damages, and expenses, including reasonable attorneys' fees and costs, arising from your participation in our programming.

This disclaimer of liability statement is governed by United States laws and any legal action arising from it shall be brought into the appropriate courts of law.

Assumption of Risk

By purchasing and using our remote and/or in-person strength and conditioning programming services, you acknowledge and agree that you are voluntarily participating in physical activity and assume all risks associated with it. You understand that exercise and physical activity can be inherently dangerous and that there is a risk of injury or death.

You understand that our programming is designed to be challenging and may involve strenuous exercise, including weightlifting, cardiovascular exercise, and other high-intensity activities. You acknowledge that you have consulted with a medical professional and that you are physically and medically capable of participating in our programming.

You agree to follow our programming as instructed and to notify us of any injuries or medical conditions that may impact your ability to safely participate in our programming. You understand that it is your responsibility to seek medical advice before beginning any exercise program and to stop exercising if you feel discomfort or pain.

By purchasing and using our programming and/or personal training services, you assume all risks associated with participating in physical activity, including but not limited to, risks of injury, disability, or death. You agree to release, indemnify, and hold harmless American Marvel Programming, its officers, directors, employees, and agents from any and all claims, liabilities, damages, and expenses, including reasonable attorneys' fees and costs, arising from your participation in our programming.

This assumption of risk statement is governed by United States laws and any legal action arising from it shall be brought into the appropriate courts of law.

Client Responsibility

By purchasing and using our remote and/or in-person strength and conditioning programming services, you agree to the following Client Responsibility Statement:

Medical Clearance: You understand that it is your responsibility to obtain medical clearance from a qualified healthcare provider before beginning any exercise program. If you have any medical concerns or conditions that may impact your ability to safely participate in our programming, you will notify us immediately.

Personal Responsibility: You agree that you are responsible for your own health and safety while participating in our programming. You will follow our programming as instructed and notify us immediately if you feel any discomfort or pain during exercise.

Proper Use of Equipment: You understand that it is your responsibility to use any equipment provided by us properly and in a safe manner. You will follow any instructions provided by us and will not use any equipment that you are not familiar with.

Confidentiality: You understand that the programming provided by us is confidential and proprietary information. You will not share, copy, or distribute our programming or any information related to it without our prior written consent.

Compliance with Laws: You agree to comply with all applicable laws and regulations related to your participation in our programming.

Indemnification: You agree to release, indemnify, and hold harmless American Marvel Programming, its officers, directors, employees, and agents from any and all claims, liabilities, damages, and expenses, including reasonable attorneys' fees and costs, arising from your participation in our programming.

This Client Responsibility Statement is governed by United States laws and any legal action arising from it shall be brought into the appropriate courts of law.

Intellectual Property

Intellectual Property: All content provided in our programming and/or personal training, including but not limited to text, graphics, images, videos, and audio recordings, are the property of American Marvel Programming and are protected by applicable intellectual property laws. You agree not to reproduce, modify, distribute, or display any content provided by us without our prior written consent. Any unauthorized use of our content may result in legal action.

You understand that any ideas, suggestions, or feedback you provide to us regarding our programming become our exclusive property and you waive all rights, including moral rights, to such ideas, suggestions, or feedback. We may use, reproduce, modify, distribute, or display any ideas, suggestions, or feedback you provide to us without any obligation to compensate you.

You agree not to infringe upon our intellectual property rights, including but not limited to our trademarks, service marks, copyrights, or patents. You will not use any content, branding, or intellectual property owned by us for commercial or non-commercial purposes without our prior written consent.

This Intellectual Property statement is governed by United States laws and any legal action arising from it shall be brought into the appropriate courts of law.

Governing Law and Jurisdiction

This agreement and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the laws of the United States where the business is registered without giving effect to any choice or conflict of law provision or rule.

Any legal suit, action, or proceeding arising out of or related to this agreement or the website shall be instituted exclusively in the federal or state courts located in Illinois where American Marvel Programming is registered. You waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts.

By entering into this agreement, you agree that any legal action or proceeding between you and American Marvel Programming arising out of or relating to this agreement, including without limitation any claim or dispute, will be governed by the laws of Illinois where American Marvel Programming is registered and will be subject to the exclusive jurisdiction of the courts of Illinois where the business is registered.

Termination Right

American Marvel Programming reserves the right to terminate any agreement or subscription for any reason, including but not limited to breach of the terms and conditions, violation of any laws or regulations, or conduct that the business deems inappropriate or harmful.

In the event of termination by American Marvel Programming, the client will receive a pro-rata refund for any remaining services not yet provided. American Marvel Programming shall not be liable for any damages or losses arising out of or related to the termination of the agreement, including but not limited to loss of profits, data, or business opportunities.

The client may terminate the agreement by providing written notice to American Marvel Programming. American Marvel Programming will not refund any fees paid by the client for services rendered prior to the date of termination.

Upon termination of the agreement, the client agrees to immediately cease using any materials or information provided by the business and to delete any copies or backups thereof.

Dispute Resolution Provision

This Section, including the subsections below, is referred to as the “Dispute Resolution Provision.” This Dispute Resolution Provision is a material inducement for the parties entering into this Agreement.

a. This Dispute Resolution Provision concerns the resolution of any controversies or claims between the parties, whether arising in contract, tort, or by statute, including but not limited to controversies or claims that arise out of or relate to: (i) this Agreement (including any renewals, extensions, or modifications hereof) or any other Transaction Document; or (ii) the Loan (collectively, “Claims”). For the purposes of this Dispute Resolution Provision only, the term “parties” shall include any parent corporation, subsidiary, or affiliate of Agent or a Lender involved in the servicing, management, or administration of any obligations described in or evidenced by this Agreement.

b. Any Claim shall be resolved by binding confidential arbitration in Chicago, Illinois, administered by JAMS under its Comprehensive Arbitration Rules and & Procedures, and judgment on the award rendered by the arbitrator(s) may be entered in any court having jurisdiction thereof. For the avoidance of doubt, the parties hereto agree that even Claims for emergency equitable relief, such as a temporary restraining order, may be sought only in arbitration pursuant to this Dispute Resolution Provision. The arbitrator(s) will have the authority to: (i) compel adequate discovery for the resolution of the Claim(s); (ii) award any and all remedies that any party would be entitled to seek in a court of law; and (iii) determine jurisdiction by interpreting the scope of this arbitration clause and whether a Claim arises out of or relates to this Agreement. The arbitrator(s) shall award attorneys’ fees and costs to the prevailing party.

c. This Dispute Resolution Provision does not limit the right of: (i) either party to exercise self-help remedies, such as but not limited to, setoff; (ii) Lender to initiate judicial or non-judicial foreclosure against any Collateral, including pursuant to Sections 7.2, 7.3, 7.4 and 7.5 hereof; (iii) Lender to exercise any judicial or power of sale rights with respect to the Collateral, including the rights set forth in Sections 7.4 and 7.5; or (iv) either party to, except as otherwise provided in this Dispute Resolution Provision, act in a court of law to obtain an interim remedy, such as but not limited to, writ of possession or appointment of a receiver, or additional or supplementary remedies. For purposes of any proceeding arising under the exercise of remedies relating to the foregoing items in this Section 10(c), each of Borrower, Agent and Lenders hereby (i) irrevocably submits to the nonexclusive jurisdiction of any State or Federal court sitting in New York, New York in any action or proceeding arising out of or relating to this Agreement, (ii) waives any defense based on doctrines of venue or forum non conveniens, or similar rules or doctrines, and (iii) irrevocably agrees that all claims in respect of such an action or proceeding may be heard and determined in such State or Federal court; provided, that Agent and Lenders retain the right to bring proceedings or otherwise enforce such rights or remedies against Borrower, any Principal or the Collateral, as applicable, in the court of any other jurisdiction.

d. The filing of a court action is not intended to constitute a waiver of the right of any party, including the suing party, thereafter, to require submission of any Claim to arbitration pursuant to this Dispute Resolution Provision.

e. By agreeing to binding arbitration, the parties irrevocably and voluntarily waive any right they may have to a trial by jury in respect of any Claim. Furthermore, without intending in any way to limit this agreement to arbitrate, to the extent any Claim is not arbitrated, the parties irrevocably and voluntarily waive any right they may have to a trial by jury in respect of such Claim. WHETHER THE CLAIM IS DECIDED BY ARBITRATION OR BY TRIAL BY A JUDGE, THE PARTIES AGREE AND UNDERSTAND THAT THE EFFECT OF THIS AGREEMENT IS THAT THEY ARE GIVING UP THE RIGHT TO TRIAL BY JURY TO THE EXTENT PERMITTED BY LAW.