IncentFit Terms of Service

Welcome to incentfit.com, the website, features, services and online service of SpotMe Fitness Company, d/b/a IncentFit ("IncentFit" or "we" or "us" or "our"). These terms of service ("Terms") apply and govern your access to and use of our website, incentfit.com (the "Site"), web widgets, content, services, feeds, or any other mobile or web services or applications owned, controlled, or offered by IncentFit (collectively with the Site, the "Services"), whether as an individual user, an administrator of employee accounts or a partner of IncentFit of the Services ("User" or collectively, "Users"). You are using the Services to participate in your wellness offerings as provided by your account Administrator.

If you are an account Administrator, your use of the Services is also subject to the Administrator Addendum, found at https://incentfit.com/admin-terms-of-service.

1. Agreement to Terms

Please read the Terms carefully and only use the Site and the Services if you agree to them. When you use the Services, you are acknowledging that you meet all of our eligibility requirements for using the Services and that you agree to be bound by the Terms. If you do not accept the Terms or do not satisfy the eligibility requirements set forth below, you may not access and/or use the Site or Services.

2. Changes to the Terms

We may modify the Terms at any time, in our sole discretion. If we make any substantial changes to the Terms, we will let you know either by posting the modified Terms on the Site or through other communication methods. If you reject the changes, you can terminate your account only by contacting the Administrator of your Account. We are not responsible for your Administrator's actions or omissions with respect to terminating your participation in the Services.

3. Disclaimer

INCENTFIT DOES NOT PROVIDE MEDICAL EVALUATION, DIAGNOSIS, OR TREATMENT. CONTENT PROVIDED THROUGH THE SERVICES IS PROVIDED "AS IS," AND IS NOT INTENDED TO BE A SUBSTITUTE FOR PROFESSIONAL MEDICAL ADVICE, DIAGNOSIS OR TREATMENT. YOU SHOULD CONSULT YOUR PHYSICIAN OR OTHER QUALIFIED HEALTH PROVIDER IF YOU HAVE QUESTIONS ABOUT A MEDICAL CONDITION. IF YOU THINK YOU MAY HAVE A MEDICAL EMERGENCY, CALL YOUR DOCTOR OR 911 IMMEDIATELY.

CONTENT CONTAINED ON OR MADE AVAILABLE THROUGH THE SERVICES, INCLUDING THE INCENTFIT BLOG "THE WELLNESS WORD," IS NOT INTENDED TO AND DOES NOT CONSTITUTE MEDICAL ADVICE AND IS FOR INFORMATIONAL PURPOSES ONLY. RELIANCE ON ANY INFORMATION PROVIDED ON THE SERVICES IS ENTIRELY AT YOUR OWN RISK.

IncentFit makes no warranty or guarantee that use of the information or content provided by the Services will result in any health result, including without limitation health benefits or weight loss. You should seek medical advice from a qualified health care practitioner prior to beginning any new exercise or diet program. IncentFit will not be liable for any physical or mental injury or illness that may result, whether directly or indirectly, from any of our recommended workout plans or exercises or any other injuries you may suffer while exercising.

4. Privacy Policy

Please refer to our Privacy Policy, located at https://incentfit.com/privacy-policy, for information on how we collect, use and disclose information from our Users. Our Privacy Policy is made a part of these Terms.

5. Eligibility

The Services are intended solely for Users who are 13 years of age or older, and any registration, use, or access to the Services by anyone under 13 is strictly prohibited and in violation of the Terms. The Services are not available to any Users previously removed from the Services by IncentFit.

We reserve the right to deny you access to the Services for any reason or no reason, including if we determine, in our sole discretion, that you have medical conditions which may make the Services inappropriate for you.

6. Participant Accounts

To access certain features of the Services, such as to receive rewards for your participation in the Services, you will need to register your "Participant" account. Your Participant Account gives you access to the Services and functionality that we may establish and maintain from time to time, in our sole discretion. We may maintain different types of accounts for different types of Users, in our sole discretion.

You may never use another User's account. When creating your account, you must provide accurate and complete information. You are solely responsible for the activity that occurs on your account, and you must keep your account password secure. You must notify IncentFit immediately of any breach of security or unauthorized use of your account. IncentFit will not be liable for any losses caused by any unauthorized use of your account. You are solely responsible for the information provided within your account, and you hereby agree to keep this information fully accurate and up-to-date.

7. Necessary Equipment

Full use of the IncentFit Services is dependent upon your use of a computer with adequate software or a supported mobile device and internet access. The maintenance and security of this equipment may influence the performance of the IncentFit Services and it is your responsibility to ensure the equipment's functionality.

8. Payment

As an individual User, you may be able to make purchases within the Site (collectively the "Paid Service(s)"). Please note that any payment terms presented to you in the process of using or signing up for a Paid Service are deemed part of these Terms, unless otherwise provided explicitly provided at sign up.

We may use a third-party payment processor (the "Payment Processor") to bill you through a payment account linked to your account on the Services (your "Billing Account") for use of the Paid Services. The processing of payments will be subject to the terms, conditions and privacy policies of the Payment Processor in addition to this Agreement. We are not responsible for errors by the Payment Processor. By choosing to use Paid Services, you agree to pay us, through the Payment Processor, all charges at the prices then in effect for any use of such Paid Services in accordance with the applicable payment terms and you authorize us, through the Payment Processor, to charge your chosen payment provider or debit account (your "Payment Method"). You agree to make payment using that selected Payment Method. We reserve the right to correct any errors or mistakes that it makes even if it has already requested or received payment. The terms of your payment will be based on your Payment Method and may be determined by agreements between you and the financial institution, credit card issuer or other provider of your chosen Payment Method. If we, through the Payment Processor, do not receive payment from you, you agree to pay all amounts due on your account upon demand.

9. Prohibited Activities

You agree not to engage in any of the following prohibited activities:

  • copying, distributing, or disclosing any part of the Services in any medium, including without limitation by any automated or non-automated "scraping";

  • using any automated system, including without limitation "robots," "spiders," "offline readers," etc., to access the Services in a manner that sends more request messages to the IncentFit servers than a human can reasonably produce in the same period of time by using a conventional online web browser;

  • transmitting spam, chain letters, or other unsolicited email;

  • attempting to interfere with, compromise the system integrity or security or decipher any transmissions to or from the Servers running the Services;

  • taking any action that imposes, or may impose at our sole discretion an unreasonable or disproportionately large load on our infrastructure;

  • uploading invalid data, viruses, worms, or other software agents through the Services;

  • collecting or harvesting any personally identifiable information, including account names, from the Services;

  • using the Services for any commercial solicitation purposes;

  • impersonating another person or otherwise misrepresenting your affiliation with a person or entity, conducting fraud, hiding or attempting to hide your identity;

  • interfering with the proper working of the Services;

  • accessing any content on the Services through any technology or means other than those provided or authorized by the Services; or

  • bypassing the measures we may use to prevent or restrict access to the Services, including without limitation features that prevent or restrict use or copying of any content or enforce limitations on use of the Services or the content therein.

10. User Content

Some areas of the Services may allow Users to post content such as feedback, comments, questions, and other information ("User Content"). You are solely responsible for your User Content that you upload, publish, display, link to or otherwise make available (hereinafter, "post") on the Services. You agree to grant us a worldwide, non-exclusive, perpetual, royalty-free, fully paid, sub-licensable and transferable license to use, edit, modify, reproduce, distribute, prepare derivative works of, display, perform, and otherwise fully exploit the User Content. You understand that whether or not such User Content is published, IncentFit does not guarantee any confidentiality with respect to any User Content.

You will not upload, display or otherwise provide on or through the Services any content that: (i) is libelous, defamatory, abusive, threatening, harassing, hateful, offensive or otherwise violates any law or infringes upon the right of any third party (including copyright, trademark, privacy, publicity or other personal or proprietary rights); or (ii) in IncentFit's sole judgment, is objectionable or which restricts or inhibits any other person from using the Services or which may expose IncentFit or its users to any harm or liability at any time.

11. Users; Changes to the Services

All aspects of the Services are subject to change or elimination at IncentFit's sole discretion. IncentFit reserves the right to interrupt the Services with or without prior notice for any reason or no reason. You agree that IncentFit will not be liable to you for any interruption of the Services, delay, or failure to perform.

IncentFit may permanently or temporarily terminate, suspend, or otherwise refuse to permit your access to the Services without notice and liability for any reason, including if in IncentFit's sole determination you violate any provision of the Terms, or for no reason. Upon termination for any reason or no reason, you continue to be bound by the Terms.

Other Users. You are solely responsible for your interactions with other IncentFit Users. We reserve the right, but have no obligation, to monitor disputes between you and other Users. IncentFit shall have no liability for your interactions with other Users, or for any User's action or inaction.

You may choose to or we may invite you to submit comments or ideas about the Services, including without limitation about how to improve the Services or our products ("Idea"). By submitting any Idea, you agree that your disclosure is gratuitous, unsolicited and without restriction and will not place IncentFit under any fiduciary or other obligation, and that we are free to use the Idea without any additional compensation to you, and/or to disclose the Idea on a non-confidential basis or otherwise to anyone. You further acknowledge that, by acceptance of your submission, IncentFit does not waive any rights to use similar or related ideas previously known to IncentFit, or developed by its employees, or obtained from sources other than you.

12. Intellectual Property Rights

The Services and all materials therein or transferred thereby, including, without limitation, software, images, text, graphics, illustrations, logos, patents, trademarks, service marks, copyrights, photographs, audio, videos, music, User Content (collectively, the "Content"), and all intellectual property rights related thereto, are the exclusive property of IncentFit and its licensors. Except as explicitly provided herein, nothing in the Terms shall be deemed to create a license in or under any such intellectual property rights, and you agree not to sell, license, sublicense, rent, modify, distribute, copy, reproduce, transmit, publicly display, publicly perform, publish, adapt, edit or create derivative works from or other exploit any materials or content accessible on the Services. We reserve all rights not expressly set forth in these Terms. You agree not to remove, change or obscure any copyright, trademark, service mark, or other proprietary rights notices incorporated in or accompanying the IncentFit Services. Our logos and any other IncentFit trademarks that may appear on the IncentFit Service, and the overall look and feel of the IncentFit Service, including page headers, graphics, icons, and scripts, may not be copied, imitated or used, in whole or in part, without our prior written permission. Other trademarks, product, and service names and company names or logos mentioned on the IncentFit Service are the property of their respective owners and may not be copied, imitated or used, in whole or in part, without the permission of the applicable trademark holder. Use of the Content or materials on the Services for any purpose not expressly permitted by the Terms is strictly prohibited.

Except to the extent permitted by law, you may not perform, attempt to perform, or encourage or assist others in performing any of the following while accessing or using the Services: (1) use, display, mirror, or frame the Services or any individual element within the IncentFit Service, including the layout and design of any page, without IncentFit's express written consent; (2) use IncentFit's name, any IncentFit trademark or logo, or any IncentFit proprietary information without IncentFit's express written consent; (3) access or tamper with non- public areas of the IncentFit Service, IncentFit's computer systems, or the technical delivery systems of IncentFit's providers; (4) test the vulnerability of any IncentFit system or breach any security or authentication measures; (5) circumvent any technological measure implemented by IncentFit or any of IncentFit's providers or any other third party (including another user) to protect the IncentFit Service; (6) access the IncentFit Service or IncentFit Content through the use of any mechanism other than through the use of an authorized connection, or IncentFit Services; or (7) modify, decompile, disassemble, reverse engineer, tamper with, or otherwise attempt to derive the source code of any software that IncentFit provides to you or any other part of the IncentFit Services.

13. Mobile Application.

These Terms apply to your use of all the Services, including the applications available via the Apple, Inc. ("Apple") App Store and Google ("Google") Play (collectively, the "Application"), but the following additional terms also apply to the Application:

  • Both you and IncentFit acknowledge that the Terms are entered into between you and IncentFit only, and not with Apple or Google, and that Apple and Google are not responsible for the Application or the content;

  • The Application is licensed to you on a limited, non-exclusive, non-transferrable, non-sublicensable basis, solely to be used in connection with the Services for your private, personal, non-commercial use, subject to all the terms and conditions of these Terms as they are applicable to the Services;

  • You will only use the Application in connection with an Apple or Google device, as applicable, that you own or control;

  • You acknowledge and agree that neither Apple nor Google has any obligation whatsoever to furnish any maintenance and support services with respect to the Application;

  • In the event of any failure of the Application to conform to any applicable warranty, including those implied by law, you may notify Apple or Google, as applicable, of such failure; upon notification, Apple's or Google's sole warranty obligation to you will be to refund to you the purchase price, if any, of the Application;

  • You acknowledge and agree that IncentFit, and not Apple or Google, is responsible for addressing any claims you or any third party may have in relation to the Application;

  • You acknowledge and agree that, in the event of any third-party claim that the Application or your possession and use of the Application infringes that third party's intellectual property rights, IncentFit, and not Apple or Google, will be responsible for the investigation, defense, settlement and discharge of any such infringement claim;

  • Both you and IncentFit acknowledge and agree that, in your use of the Application, you will comply with any applicable third party terms of agreement which may affect or be affected by such use; and

  • Both you and IncentFit acknowledge and agree that Apple, Google and each of their subsidiaries are third party beneficiaries of these Terms, and that upon your acceptance of these Terms, Apple and Google will have the right (and will be deemed to have accepted the right) to enforce these Terms against you as the third-party beneficiary hereof.

14. Payments and Funds Transfer

In order to use the direct deposit functionality of the Service, you must expressly authorize IncentFit’s service provider, Dwolla, Inc. ("Dwolla"), to originate credit transfers to your financial institution account.

15. Indemnification

You agree to defend, indemnify and hold harmless IncentFit and its subsidiaries, agents, licensors, managers, and other affiliated companies, and their employees, contractors, agents, officers and directors, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney's fees) arising from: (i) your use of and access to the Services, including any data or Content transmitted or received by you; (ii) your violation of any term of the Terms, including without limitation your breach of any of the representations and warranties herein; (iii) your violation of any third-party right, including without limitation any right of privacy, publicity rights or intellectual property rights; (iv) your violation of any law, rule or regulation of the United States or any other country; (v) any claim or damages that arise as a result of any of your User Content or any that is submitted via your Account; (vi) any other party's access and use of the Services with your unique username, password or other appropriate security code; or (vii) physical or mental injury or death occurring, whether to you or a third party, in connection with your use of the Services.

We reserve the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will assist and cooperate with us in asserting any available defenses. In the event of such a claim, suit, or action ("Claim"), we will attempt to provide notice of the Claim to the contact information we have on file (provided that failure to deliver such notice shall not eliminate or reduce your indemnification obligations hereunder).

16. No Warranty

THE SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. USE OF THE SERVICES ARE AT YOUR OWN RISK. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICES ARE PROVIDED WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM INCENTFIT OR THROUGH THE SERVICES WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED HEREIN. WITHOUT LIMITING THE FOREGOING, INCENTFIT, ITS SUBSIDIARIES, AND ITS LICENSORS DO NOT WARRANT THAT THE CONTENT IS ACCURATE, RELIABLE OR CORRECT; THAT THE SERVICES WILL MEET YOUR REQUIREMENTS; THAT THE SERVICES WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION, UNINTERRUPTED OR SECURE; THAT ANY DEFECTS OR ERRORS WILL BE CORRECTED; OR THAT THE SERVICES ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. ANY CONTENT DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICES ARE DOWNLOADED AT YOUR OWN RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM SUCH DOWNLOAD OR YOUR USE OF THE SERVICES.

INCENTFIT DOES NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE INCENTFIT SERVICES OR ANY HYPERLINKED WEBSITE OR SERVICE, AND INCENTFIT WILL NOT BE A PARTY TO OR IN ANY WAY MONITOR ANY TRANSACTION BETWEEN YOU AND THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES.

17. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL INCENTFIT, ITS AFFILIATES, AGENTS, DIRECTORS, MANAGERS, EMPLOYEES, SUPPLIERS OR LICENSORS BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES, THAT RESULT FROM THE USE OF, OR INABILITY TO USE, THIS SERVICE. UNDER NO CIRCUMSTANCES WILL INCENTFIT BE RESPONSIBLE FOR ANY DAMAGE, LOSS OR INJURY RESULTING FROM HACKING, TAMPERING OR OTHER UNAUTHORIZED ACCESS OR USE OF THE SERVICE OR YOUR ACCOUNT OR THE INFORMATION CONTAINED THEREIN. THIS LIMITATION OF LIABILITY SECTION APPLIES WHETHER THE ALLEGED LIABILITY IS BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR ANY OTHER BASIS, EVEN IF INCENTFIT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, INCENTFIT ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ANY (I) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT; (II) PERSONAL INJURY, PHYSICAL INJURY, MENTAL INJURY, DEATH, OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO OR USE OF OUR SERVICE; (III) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION STORED THEREIN; (IV) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE SERVICE; (V) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE THAT MAY BE TRANSMITTED TO OR THROUGH OUR SERVICE BY ANY THIRD PARTY; (VI) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE THROUGH THE SERVICE; AND/OR (VII) USER CONTENT OR THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY. IN NO EVENT SHALL INCENTFIT, ITS AFFILIATES, AGENTS, DIRECTORS, EMPLOYEES, SUPPLIERS, OR LICENSORS BE LIABLE TO YOU FOR ANY CLAIMS, PROCEEDINGS, LIABILITIES, OBLIGATIONS, DAMAGES, LOSSES OR COSTS IN AN AMOUNT EXCEEDING THE AMOUNT YOU PAID TO INCENTFIT HEREUNDER DURING THE 3-MONTH PERIOD IMMEDIATELY PRECEDING THE DATE OF THE APPLICABLE CLAIM.

If you are a California resident, you shall and hereby do waive California Civil Code Section 1542, which says: "A general release does not extend to claims when the creditor does not know or suspect to exist in his or her favor at the time of executing the release, which, if known by him or her must have materially affected his or her settlement with the debtor."

18. DMCA & Copyright Policy

IncentFit 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 that your intellectual property rights have been otherwise violated, you should notify us of your infringement claim in accordance with the procedure set forth below. We will process and investigate notices of alleged infringement and will take appropriate actions under the Digital Millennium Copyright Act ("DMCA") and other applicable intellectual property laws with respect to any alleged or actual infringement. A notification of claimed copyright infringement should be emailed to our Copyright Agent at This email address is being protected from spambots. You need JavaScript enabled to view it..

To be effective, the notification must be in writing and contain the following information: (1) an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other intellectual property interest; (2) a description of the copyrighted work or other intellectual property that you claim has been infringed; (3) a description of where the material that you claim is infringing is located in the Services, with enough detail that we may find it in the Services; (4) your address, telephone number, and email address; (5) a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright or intellectual property owner, its agent, or the law; (6) 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.

19. Miscellaneous

The Services are controlled and operated from its facilities in the United States. IncentFit makes no representations that the Services are appropriate or available for use in other locations. Those who access or use the Services from other jurisdictions do so at their own volition and are entirely responsible for compliance with all applicable United States and local laws and regulations, including but not limited to export and import regulations. You may not use the Services if you are a resident of a country embargoed by the United States, or are a foreign person or entity blocked or denied by the United States government. Unless otherwise explicitly stated, all materials found on the Services are solely directed to individuals, companies, or other entities located in the United States.

You are responsible, at your sole cost and expense, for providing all equipment necessary to access the Internet or the Services. While it is IncentFit's objective to make the Services accessible at all times, the Services may be unavailable from time to time for any reason including, without limitation, routine maintenance. In addition, various portions of the Services may operate slowly from time to time. You understand and acknowledge that due to circumstances both within and outside of the control of IncentFit, access to the Services may be interrupted, suspended or terminated from time to time. In particular, and not in limitation of the foregoing, IncentFit shall not be liable in any way for any delay in responding to an inquiry or question forwarded by you or the effects any delay or unavailability may have on you. YOU AGREE THAT INCENTFIT SHALL NOT BE LIABLE FOR ANY DAMAGES ARISING FROM ANY SUCH INTERRUPTION, SUSPENSION OR TERMINATION OF THE SERVICES AND THAT YOU SHALL PUT IN PLACE CONTINGENCY PLANS TO ACCOUNT FOR SUCH PERIODIC INTERRUPTIONS OR SUSPENSIONS OF THE SERVICES. IncentFit shall not be liable to you for failure or delay in performing any obligations hereunder if such failure or delay is due to circumstances beyond its reasonable control.

20. Governing Law

The Terms are personal to you, which means that you may not assign your rights or obligations under this Agreement to anyone. You agree that: (i) the Services shall be deemed solely based in New York; and (ii) the Services shall be deemed a passive one that does not give rise to personal jurisdiction over IncentFit, either specific or general, in jurisdictions other than New York. The Terms shall be governed by the internal substantive laws of the State of New York, without respect to its conflict of laws principles. Any claim or dispute between you and IncentFit that arises in whole or in part from the Services shall be decided exclusively by a court of competent jurisdiction located in New York County, New York, unless submitted to arbitration as set forth in the following paragraph. The application of the United Nations Convention on Contracts for the International Sale of Goods is expressly excluded.

21. Arbitration.

These Terms are governed by and will be construed under the laws of the State of New York, without regard to the conflicts of laws provisions thereof. Any dispute arising from or relating to the subject matter of these Terms shall be finally settled in New York, New York, in English, in accordance with the Streamlined Arbitration Rules and Procedures of Judicial Arbitration and Mediation Services, Inc. ("JAMS") then in effect, by one commercial arbitrator with substantial experience in resolving intellectual property and commercial contract disputes, who shall be selected from the appropriate list of JAMS arbitrators in accordance with such Rules. Judgment upon the award rendered by such arbitrator may be entered in any court of competent jurisdiction. Notwithstanding the foregoing obligation to arbitrate disputes, each party shall have the right to pursue injunctive or other equitable relief at any time, from any court of competent jurisdiction. For all purposes of these Terms, the parties consent to exclusive jurisdiction and venue in the state or federal courts located in New York, New York. Any arbitration under these Terms will take place on an individual basis: class arbitrations and class actions are not permitted. YOU UNDERSTAND AND AGREE THAT BY ENTERING INTO THESE TERMS, YOU AND INCENTFIT ARE EACH WAIVING THE RIGHT TO TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION.

22. Entire Agreement and No Waiver

The Terms, together with any amendments and any additional written or electronic agreements you may enter into with IncentFit in connection with the Services, shall constitute the entire agreement between you and IncentFit concerning the Services. If any provision of the Terms is deemed invalid by a court of competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of the Terms, which shall remain in full force and effect.

No waiver of any term of the Terms shall be deemed a further or continuing waiver of such term or any other term, and IncentFit's failure to assert any right or provision under the Terms shall not constitute a waiver of such right or provision.

23. Notices

IncentFit may provide notifications, whether such notifications are required by law or are for marketing or other business related purposes, to you via email notice, written or hard copy notice, or through conspicuous posting of such notice on our website, as determined by IncentFit in our sole discretion. IncentFit reserves the right to determine the form and means of providing notifications to our Users, provided that you may opt out of certain means of notification as described in the Terms. IncentFit is not responsible for any automatic filtering you or your network provider may apply to email notifications we send to the email address you provide us. We recommend that you add This email address is being protected from spambots. You need JavaScript enabled to view it. to your email address book to help ensure you receive email notifications from us.

24. Contacting Us

In relation to any matters concerning our Services, including any feedback, questions, complaints or claims, please contact us by email to This email address is being protected from spambots. You need JavaScript enabled to view it..

Last Modified: May 8, 2018