Member Terms of Service
This Terms of Service Agreement (hereafter referred to as Contract) is made effective as of March 24, 2019. This agreement shall govern the actions of Hoof Falls and Footfalls LLC (hereafter referred to as Hoofs) and Members who are the customers of Hoofs.
1. DESCRIPTION OF SERVICES
Beginning on or about April 1, 2019, Hoofs will provide to Members the following services:
Members shall use the platform developed by Hoofs to access and use instructional videos and other content carried by the platform in exchange for the payment/subscription methods delineated below. Content shall be published to the platform on a constant, but evolving, basis as generated by content providers. Members shall not duplicate, transfer, edit, alter or sell the content accessed through the platform.
Payment shall be made on a monthly recurring subscription plan basis unless otherwise arranged between Hoofs and a Member:
- Monthly Plan of 15.50$ per month.
- Quarterly Plan of 40.00$ per 3 months.
- Six Month Plan of 73.50$ per six months.
- Yearly Plan of 129$ per year.
If any payment is not made when due interest shall begin to accrue in the amount of 5%, Hoofs reserves the right to waive the accrued interest and accept payment of the regularly scheduled dues at the discretion of the officer in charge.
Because of the digital access nature of the platform refunds in whole or in part shall not be honored.
A Member shall pay all costs of collections, including reasonable attorney fees, if past due payments accrue to such an extent that a collections agency must become involved in the collection of the arrears. Furthermore, Hoofs reserves the right to treat any past due payment as a material breach of this contract and may terminate Member access to the platform on a temporary or permanent basis at the discretion of the officer in charge as well as seek legal remedies to the past payments.
This contract shall end upon either: 1) the Member cancels their membership with Hoofs platform, or 2) upon Member’s delinquency under this contract at the discretion of Hoofs.
The occurrence of any of the following shall constitute a material default under this Contract:
- The failure to make a required payment when due.
- The duplication, transfer, editing, altering or sale of content accessed through the platform by a Member. In addition to default under this contract, a Member performing the prior mentioned actions shall be treated as criminal theft of intellectual property.
- The failure to make available or deliver the services in the time and manner provided for in this contract.
- The insolvency or bankruptcy of Hoofs and any secondary subjection of Hoofs’ property to any levy or seizure as required by law.
6. FORCE MAJEURE
If performance under this Contract is prevented, restricted or hindered for either party by forces outside of that party’s reasonable control that party’s breach of the contract shall be waived so long as the breaching party provides prompt notice to the other of the means and circumstances of the hindering force. A Member shall prove to Hoofs the circumstances of their inability to pay the dues and how that circumstance was outside of the Member’s control, Hoofs’ shall provide prompt notice to Members of the interruption in service and when that service shall be restored. The types of forces that shall qualify as Force Majeure shall include, but are not necessarily limited to: acts of God, fire, explosion, vandalism, storm, acts or orders of civil or military authority, national emergencies, insurrection, war, strikes and labor disputes. The excused party shall use reasonable efforts under the circumstances to restore service or provide payment despite or after the excluding circumstances have been terminated. An excluding circumstance shall not be considered Force Majeure if it was caused by the breaching party, or through the act or omission of the breaching party was allowed to happen.
7. DISPUTE RESOLUTION
The parties under this contract shall first attempt to resolve disputes through friendly negotiations between Members and the officers of Hoofs. If the matter is unresolved within 30 days of the dispute’s generation the parties shall first proceed to non-binding mediation, if the intervention of a mediating party fails to break deadlock then the parties shall proceed to binding arbitration. The binding and final nature of an arbitration judgment shall be enforceable by any court that has jurisdiction but shall not serve to restrict the rights of either party to use the normal court processes for judgment appeal or other court actions such as remedies for criminal actions.
8. ENTIRETY OF AGREEMENT
This agreement shall serve as the entirety of the agreement between Members and Hoofs. No other written or oral agreement about the subject matter covered in this Contract shall supersede this Contract and this Contract supersedes any prior written or oral agreement entered into by a Member and an officer of Hoofs.
If any provision of this contract shall be found invalid or unenforceable under law that shall not serve to invalidate or render unenforceable the remaining provisions of this contract.
This contract may be amended after creation or modified during negotiation by the mutual agreement of the parties if that modification or amendment is properly signed by the obligated parties.
11. GOVERNING LAW
This contract is written following generally applicable contract principles, however that shall not be construed as to serve to restrict the jurisdiction of any Court. Any dispute between the parties to this contract that proceeds to the Court system shall be decided by the Court of the location of the dispute.
Any notice or communication required or permitted under this Contract shall be deemed sufficiently given if delivered in person or by certified mail to the preferred or business address of the parties. Email communications shall be sufficient for normal operations of business such as notice of payments received or interruptions in service.
13. WAIVER OF RIGHTS
The failure of either party to immediately enforce their rights under Section 5 shall not prevent that party from enforcing their rights at a later time.
14. DISPUTE RESOLUTION FEES
In any dispute between the parties that proceeds beyond friendly negotiations third parties shall necessarily become involved in the dispute. During Mediation the costs of the mediator shall be borne by both parties, however if the dispute proceeds to Arbitration or the Court system then reasonable attorney’s fees, the fee of the arbiter and any administration fees of the Court system shall be borne by the losing party.
Neither party may assign or transfer their rights under this Contract without the prior, written consent of the non-assigning party; the non-assigning party shall not be unreasonable in withholding their consent. This shall not be construed as to prevent employees or agents of the Member from accessing the platform using the account of the Member, nor shall it be construed as to prevent employees or agents of Hoofs from collecting dues. Furthermore, this shall not be construed as preventing Hoofs from transferring any past-due payment rights to a collections agency.
IN WITNESS THEREOF, the parties undersigned by finalizing membership by clicking “I agree to the Member Terms of Service” have caused this Contract to be executed by themselves or their duly authorized agents.