These general terms and conditions are effective as of April 1, 2017.

Hereafter are listed the general terms and conditions of Kanthaka LLC, a Texas limited liability company (“Kanthaka”), applicable to the Kanthaka website, www.mykanthaka.com, Kanthakas other websites and blogs, online locations and mobile applications for smartphone devices (“App”) and the payment for services made available through the App, (collectively, the “Sites”). These general terms and conditions affect your legal rights and obligations. If you do not agree to be bound by all of these general terms and conditions do not access or use the Sites.

There may be times when we offer a special feature that has its own terms and conditions that apply in addition to these general terms and conditions. In those cases, the terms specific to the special feature control to the extent there is a conflict with these terms of use.

Kanthaka provides an online marketplace through the Sites that connects independent personal trainers, fitness experts, yoga instructors, pilates instructors, boxing coaches and other trainers (collectively, the “Trainers”) who offer sessions (each a “Workout”) with clients who seek to schedule workouts with Trainers (“Clients”), a platform for Trainers to list information about themselves, their certifications, the workouts they offer and for Clients to schedule and pay for Workouts, and any other services offered by Kanthaka through the Sites (together called hereafter the “Marketplace Services”, together with the Sites, the Content defined below and any and all features and functionality available through the Sites the “Kanthaka Platform”. When used herein, the term “user” or “users” refers to Clients, Trainers and any others that access, use or browse the Kanthaka Platform.

These Terms of Service together with any Supplemental Terms defined below (collectively, these “Terms”) govern your access to, use and browsing of the Kanthaka Platform.

YOUR SCHEDULING AND PARTICIPATION IN ANY WORKOUT IS SOLELY AT YOUR OWN RISK. YOU UNDERSTAND AND AGREE THAT KANTHAKA IS NOT A PARTY TO ANY WORKOUTS OR WORKOUT ARRANGEMENTS BETWEEN CLIENTS AND TRAINERS. YOU UNDERSTAND AND AGREE THAT TRAINERS ARE NOT EMPLOYEES, AGENTS, JOINT VENTURERS OR PARTNERS OF KANTHAKA. THE KANTHAKA PLATFORM SOLELY OFFERS A PLATFORM FOR TRAINERS AND CLIENTS TO CONNECT WITH ONE ANOTHER AND FOR CLIENTS TO ENGAGE TRAINERS DIRECTLY. KANTHAKA DOES NOT HIRE TRAINERS FOR CLIENTS. TRAINERS ACT EXCLUSIVELY ON THEIR OWN BEHALF AND NOT ON BEHALF OF KANTHAKA. EACH KANTHAKA TRAINER SHALL BE FREE IN HIS OR HER SOLE DISCRETION TO DETERMINE AT WHAT TIMES AND ON WHAT DATES HE OR SHE SHALL MAKE HIMSELF OR HERSELF AVAILABLE ON THE KANTHAKA PLATFORM TO ACCEPT BOOKING REQUESTS FROM MEMBERS. KANTHAKA MAKES NO REPRESENTATIONS, WARRANTIES GUARANTEES, OR ENDORSEMENTS AS TO ANY TRAINER OR OTHER THIRD PARTY PRODUCTS OR SERVICES, THE COMPATIBILITY OF ANY CLIENT WITH ANY TRAINER, OR THE QUALITY, TIMING, LEGALITY OR OTHER ASPECT OF THE SERVICES OR PRODUCTS OFFERED OR DELIVERED BY TRAINERS, OR OTHERWISE RECOMMENDED, ADVERTISED, OR OFFERED ON OR THROUGH THE KANTHAKA PLATFORM. KANTHAKA MAKES NO REPRESENTATIONS, WARRANTIES OR GUARANTEES AS TO AMOUNTS TRAINERS MAY EARN THROUGH THE KANTHAKA PLATFORM, THE CONDUCT OF ANY CLIENT OR WORKOUT PARTICIPANT, THE SAFETY OR SUITABILITY OF ANY WORKOUT LOCATION, OR CLIENT OR TRAINER CANCELING ANY WORKOUT.THE KANTHAKA PLATFORM CAN ONLY BE USED TO USE OR OFFER PERSONAL TRAINING AND FITNESS SERVICES, AND FOR NO OTHER PURPOSE.

1. Acceptance of Terms of Service
2. Eligibility
3. Marketplace Services
4. Permitted Uses
5. User Content
6. Ownership and Proprietary Rights
7. Copyright Infringement Claims Policy
8. Links
9. Suspension and Termination
10. Disclaimers and Limitations of Liability
11. Disputes with other Users
12. Indemnification
13. Arbitration, Governing Law and Dispute Resolution
14. Other Provisions

1. Acceptance of Terms of Service

By accessing, using or browsing the Kanthaka Platform or any part thereof, you acknowledge that you have read, understood and agree to be bound by these Terms which form an agreement that is as effective as if you had signed it. If at any time you do not agree to these Terms, please do not access, use or browse the KanthakaPlatform.

YOUR ACCESS TO, USE OF AND BROWSING OF THE KANTHAKA PLATFORM IS SUBJECT TO THESE TERMS, KANTHAKA’S PRIVACY POLICY, AND ALL APPLICABLE LAWS AND REGULATIONS. IF YOU DO NOT AGREE TO THESE TERMS, YOUR PERMISSION TO ACCESS, USE OR BROWSE THE KANTHAKA PLATFORM IS AUTOMATICALLY AND IMMEDIATELY REVOKED.

These Terms may be revised or updated from time to time. Accordingly, you should check the Terms regularly for updates. You can determine when the Terms were last revised by referring to the “Last Revised” date at the top of this page. Each time you access, use or browse the Kanthaka Platform, you signify your acceptance of the then-current Terms.

Kanthaka may make changes to all content available on or through the Kanthaka Platform including, without limitation, text, brands, photographs, documents, graphics, audio, videos, logos, icons, images, media, data, charts, maps, software and other information and materials ideas, proposals, concepts, content, materials, works and deliverables (collectively, the “Content”), services or features of the KanthakaPlatform, and any other aspect of the Kanthaka Platform or any part or any of the foregoing, at any time. You understand and agree that Kanthakamay discontinue or restrict your use of all or any part of the Kanthaka Platform at any time for any reason or no reason and with or without notice.

Your access to or use of certain aspects of the Kanthaka Platform may be subject to additional terms, conditions, details and specifications, posted to the Kanthaka Platform, or may require you to agree with and accept additional terms and conditions (“Supplemental Terms”). By accessing or using those aspects of the Kanthaka Platform you are expressly agreeing to such Supplemental Terms. If there is a conflict between any part of these Terms and any Supplemental Terms, the Supplemental Terms will take precedence with respect to your access to or use of those aspects of the Kanthaka Platform.

If you accept or agree to these Terms on behalf of a company, legal entity, association, partnership or other entity (“Entity”), you represent and warrant that you have the authority to bind that Entity to these Terms and, in such event, “you” or “your” will refer and apply to that Entity. Even if you are using the Kanthaka Platform or the Marketplace Services on behalf of an Entity, you agree that you, as an individual, are bound by these Terms.

2. Eligibility

In consideration of your use of the Kanthaka Platform, you represent that you are 18 years of age or older, or of an age to form a legal binding contract where you reside and that you are not prohibited from accessing or using the Kanthaka Platform or participating in any Workout under the laws of the United States or any other applicable jurisdiction.

The Kanthaka Platform is directed to persons 18 years of age or older residing in the United States. Kanthaka does not knowingly collect information from any person under age 18. If you are under age 18, you are not permitted to use the Kanthaka Platform or to submit any personally identifiable information to the Kanthaka Platform. If you provide information to Kanthaka or any Trainer or Client through the Kanthaka Platform, you represent that you are 18 years of age or older. Notwithstanding the foregoing, if you are between 13 and 17 years of age, you may participate in a Workout if your parent or guardian schedules and pays for the Workout through the Kanthaka Platform, agrees to these Terms on your behalf, and supervises or participates in the Workout. If you schedule a Workout for someone who is between the ages of 13 and 17 years old, you represent and warrant to Kanthaka that: (a) you are that individual’s parent or guardian, (b) that you agree to these Terms on that individual’s behalf, (c) that you have permission to provide personally identifiable information about that individual to Kanthaka and that Kanthaka may use such personally identifiable information in accordance with its Privacy Policy, and (d) that you will supervise or participate in the Workout. You are not permitted to schedule a Workout for, or to provide information to Kanthaka regarding, anyone under the age of 13 and no individual under the age of 13 may participate in any Workout.

3. Marketplace Services

      A. Registration.

Prior to using the Marketplace Services you must register an account with a username and password (“Account”). You agree to follow the on-screen instructions, and to complete the applicable forms and input as well as information requested in connection with the registration process. You represent and warrant that the information you provide in connection with the registration process or as otherwise requested for the Account or in connection with use of the Marketplace Services will at all times be accurate, truthful, current and complete.

You agree to prevent anyone other than yourself from accessing or using the Account, and you agree to take all reasonable and appropriate security measures to prevent any unauthorized access or use of the Account or other breach of security relating to the Kanthaka Platform or data accessible through the Account. You agree to keep the Account username and password confidential and not to provide Account information to anyone else. You are fully responsible for all uses of the Account. Without limiting the foregoing, you are fully responsible for all statements made and acts or omissions that occur while your Account password is being used, whether by you or third parties. You shall log out of the Account at the end of each session. Kanthaka is authorized to act on instructions or information received through use of any Account and is not liable for any loss or damage arising from your failure to comply with this Section. You are solely responsible to keep backups of any content that you do not want deleted, modified or removed from your Account.

      B. Marketplace Services for Clients

         I. Scheduling Workouts

When logged into your Account you may schedule Workouts with Trainers. When scheduling a Workout you will be asked to specify the following (“Workout Selection”): (a) a class type for your Workout (e.g., personal training, boxing, yoga, pilates, etc.), (b) the date and time for your Workout (“Workout Time”), (c) a Trainer for your Workout; and (d) the location where your Workout will take place (“Workout Location”). As part of your Workout Selection, you also may have the option to provide the Trainer with additional information, such as preferences for your Workout. For your Workout Location you select your own location for the Workout (“Self-Selected Workout Location”).

You represent and warrant that Self-Selected Workout Location is a safe and suitable location for the Workout and you or the other Workout Participants are authorized to host the Workout in such location.

After submitting your Workout Selection, the Trainer you selected will be notified of your selections and will have the option of accepting or denying the Workout if the workout session is less than 24 hours in advance. If the Trainer agrees to the Workout, you will receive a notification of the Trainer’s acceptance (“Trainer’s Acceptance”). If the Trainer you select is not available or does not agree to the Workout, you can select another trainer or can send a request to all available trainers. After submitting your Workout Selection, the Trainer you selected will be notified of your booking if the workout session is more than 24 hours in advance.

Client agrees, and shall cause each Workout Participant in a Workout scheduled by Client to agree, to be bound by all obligations and all terms and conditions that apply to Client under these Terms, provided that only Client will have the obligation to make payments for the Workout and only Client will have the right to schedule and cancel Workouts. Client acknowledges and agrees that only individuals who agree to the foregoing may participate in Workouts. Client shall be fully responsible and liable for each Workout Participant’s breach of these Terms. Client agrees that upon request, Client shall disclose to Kanthaka the name and contact information for each Workout Participant. Client shall immediately notify Kanthaka if Client becomes aware of any breach of these Terms by Client or any Workout Participant.

         II. Fees and Payments

Clients will have the option to subscribe to a challenge where the Client will be charged a monthly fee for a pre-selected number of Workouts he has to conduct within a 30 day period (“Challenge”) or to schedule and pay for a single Workout (“Single Workout Option”). The fees for the Single Workout Option or Challenge that you select will be displayed when you checkout (collectively, the “Fees”).

If you book a Challenge you will have 30 days to complete the workout sessions included in your challenge. You will not be provided with any refund or credits for failing to use your pre-selected number of workouts within the 30 day timeframe.

In order to use the payment services you must provide credit card or debit card information for at least one operational and valid credit card or debit card through the app. You authorize Kanthaka to charge your credit card, debit card or other payment method on file in the Account and to collect payment through such method for any and all Fees as they become due and payable. All charges are due immediately and payment will be facilitated by Kanthaka using the preferred payment method designated in your account. If you desire to designate a different payment method to be charged for future Fees, or there is a change in validity or details with respect to such payment method, you shall update the Account promptly.

At Kanthaka’s sole discretion, pro rata refunds or credits may be granted in extenuating circumstances for Workouts that Client did not receive, as a result of specific refund guarantee promotion, to correct any errors made by Kanthaka, or in the event that Kanthaka permanently terminates or ceases to offer the Marketplaces Services or terminates your access to the Marketplace Services for any reason other than your breach of these Terms. Other than pursuant to the preceding sentence, all Fees paid to Kanthaka are non-refundable.

All Fees charged to Client are exclusive of all taxes, levies, or duties imposed by taxing authorities, and Client shall be responsible for payment of all taxes, levies, or duties associated with his or her purchases made in connection with the Kanthaka Platform.

To the extent permitted by applicable law and subject to our privacy policy, you acknowledge and agree that we may use certain third party vendors and service providers to process payments. Kanthakauses Braintree, a division of PayPal, Inc. (Braintree) for payment processing. In order for you to use Braintree’s payment processing services, you must read and agree to the Commercial Entity User Agreement (“CEA”) available at https://www.braintreepayments.com/legal/cea-wells and the Payment Services Agreement available at https://www.braintreepayments.com/legal/gateway-agreement. By accepting this Agreement, you agree: (a) that you have downloaded or printed the CEA, and (b) that you have reviewed and agree to the CEA. If you have questions regarding the CEA or the PSA, please contact Braintree at 877-434-2894.

         III. Canceling Workouts

You may cancel any scheduled Workout through the Kanthaka mobile Application. If you cancel a Workout you scheduled through the Single Workout Option, you will only be entitled to a refund of Fees paid for the canceled Workout, if the Workout was canceled at least twenty four (24) hours prior to the scheduled Workout. If you cancel a Workout you scheduled under your Challenge, you will not be entitled to any refund of the Fees paid for the Workout, but you will be entitled to schedule a new Workout in place of the canceled Workout, unless you cancel the Workout within twenty four (24) hours of the Workout Time.

You will not be entitled to any refund, credit or replacement Workout for Workouts that you cancel within twenty four (24) hours of the Workout Time.

If a Trainer cancels a scheduled Workout, you may be notified via telephone or email through the telephone number or the email address associated with the Account, and the fee for such workout will be rebooked to your credit card.

      C. Marketplace Services for Trainers

In addition to these Terms (excluding the prior section for Clients), Trainers must agree to the Terms and Conditions for Trainers prior to offering or accepting any Workouts through the Kanthaka Platform. The Terms and Conditions for Trainers will be presented to Trainers for acceptance after a Trainer applies to be a Trainer.

4. Permitted Uses

The Kanthaka Platform and all Content are made available for your personal, noncommercial use, provided that Trainers may use the Kanthaka Platform to promote and receive payment for services that they perform at Workouts, so long as the Trainer is in full compliance with these Terms. You agree to abide by any posted limitations relating to use, reproduction or dissemination of any Content. Any use of the Kanthaka Platform, including, without limitation, the Sites, Content or any part of any of the foregoing, in any way not expressly permitted by these Terms is prohibited, and may be actionable under the law.

The Kanthaka Platform is controlled within the United States of America and are directed to individuals residing in the United States. Those who choose to access the Kanthaka Platform from locations outside of the United States do so on their own initiative, and are responsible for compliance with local laws if and to the extent local laws are applicable. Kanthaka does not represent that the Kanthaka Platform is appropriate outside the United States of America. Kanthaka reserves the right to limit the availability of the Kanthaka Platform for any person, geographic area or jurisdiction at any time in its sole discretion.

You are responsible for your use of the Kanthaka Platform. You agree that the following actions, without limitation, are prohibited and constitute a material breach of these Terms. This list is not meant to be exhaustive, and Kanthaka reserves the right to determine what types of conduct it considers to be inappropriate use of the Kanthaka Platform or any part thereof. In the case of inappropriate use, Kanthaka may take such measures as it determines in its sole discretion. By way of example, and not as limitation, you agree that you will not:

1. use the Marketplace Services for any purpose other than obtaining or offering personal training and fitness services via Workouts; no other services may be obtained or offered in connection with the Marketplace Services;

2. schedule a Workout outside of the Kanthaka Platform with any Trainer or Client that you were introduced to through the Kanthaka Platform;

3. pay any Trainer or accept payment from Clients outside of the Kanthaka Platform;

4. display any disrespectful or inappropriate behavior at any time during any Workout;

5. contact a Client if you are a Trainer or contact a Trainer if you are a Client for any reason other than for reasons that pertain to a Workout that was scheduled, provided that a Client may only contact a Trainer, and a Trainer may only contact a Client, through text or telephone during the following times: (a) between the hours of 8:00 a.m. and 8:00 p.m. local time, (b) if your Workout is scheduled for a time before 8:00 a.m. local time, on the day of your Workout you may also be contacted before 8:00 a.m. local time, but no earlier than one hour before your scheduled Workout; and (c) if your Workout is scheduled for a time after 8:00 p.m. local time, on the day of your Workout you may also be contacted after 8:00 p.m. local time, but no later than one hour following your scheduled Workout.

6. transfer or sell any Workout; Workouts may not be transferred to other individuals and may not be sold;

7. violate any law or regulation or use the Kanthaka Platform for any improper purpose or to take any action in violation of any law or regulation;

8. violate or infringe any other user of the Kanthaka Platform or third party’s intellectual property, privacy, publicity, or other legal or contractual rights;

9. use the Kanthaka Platform to transmit, distribute, post, or submit any information concerning any other person or entity, including without limitation, photographs or personal contact information of others, without their permission, other than with respect to reviews that you may leave for Trainers or Clients through the Kanthaka Platform;

10. transmit anything that is illegal, abusive, harassing, harmful to reputation, pornographic, indecent, profane, obscene, hateful, racist, or otherwise objectionable;

11. send unsolicited or unauthorized advertising or commercial communications, such as spam;

12. transmit any malicious code, computer viruses, cancel bots, Trojan horses, flood pings, denial-of-service attacks, packet or IP spoofing, forged routing or electronic mail address information, or similar methods or technology;

13. stalk, harass, defame, hreaten, or harm another individual;

14. impersonate or misrepresent your identity or your affiliation with any person or entity;

15. create a false impression that you are endorsed by, partnering with, or acting on behalf of or for the benefit of Kanthaka;

16. use any automated devices, bots, agents, crawl, scraping, scripts, intelligent search or any similar means of access to Content or other information or materials available through the Kanthaka Platform;

17. systematically retrieve data or other Content from the Kanthaka Platform to create or compile, directly or indirectly, in single or multiple downloads, a collection, compilation, database, directory or the like, whether by manual or automated methods (although operators of public search engines may use spiders to index materials from the Kanthaka Platform for the sole purpose of creating publicly available searchable indices of the materials, and Kanthaka reserves the right to revoke these exceptions either generally or in specific cases);

18. use automated methods to use the Kanthaka Platform in a manner that sends more requests to the Kanthaka servers in a given period of time than a human can reasonably produce in the same period by using a conventional web browser;

19. interfere with or damage, or attempt to interfere with or damage, the Kanthaka Platform or any functionality thereof, in any way, including, without limitation, by using any device, software or routine or the like, or attempt to access any area of the Kanthaka Platform to which your access is not authorized;

20. register for more than one Account, register for an Account on behalf of an individual other than yourself, or transfer the Account to another party without our consent;

21. use the Kanthaka Platform to recruit or otherwise solicit any user to join third party services or websites that are competitive to Kanthaka, without Kanthaka’s prior written approval;

22. use, display, mirror, or frame the Kanthaka Platform or any individual element within the Kanthaka Platform, Kanthaka’s name, any Kanthaka trademark, logo, or other proprietary information, or the layout and design of any page or form contained on a page, without Kanthaka’s express written consent;

23. copy, adapt, modify, prepare derivative works based upon, distribute, aggregate, license, sublicense, sell, resell, transfer, assign, publicly display, publicly perform, transmit, broadcast or otherwise exploit the Kanthaka Platform or its Content, except as expressly permitted in these Terms;

24. access, tamper with, or use non-public areas of the Kanthaka Platform, Kanthaka’s computer systems, or the technical delivery systems of Kanthaka’s providers;

25. falsify or delete any author attributions, legal or other notices, or proprietary designations or labels of origin or source;

26. attempt to probe, scan, or test the vulnerability of any Kanthaka system or network or breach any security or authentication measures;

27. access the Kanthaka Platform for purposes of monitoring their availability, performance or functionality, or for any other benchmarking or competitive purposes, including, but not limited to, building a competitive product or service;

28. take any action that imposes an unreasonable or disproportionately large burden on the Kanthaka Platform’s infrastructure or that otherwise may adversely affect performance of the Kanthaka Platform or restrict any other user or Kanthaka from using or enjoying the Kanthaka Platform;

29. harvest or otherwise collect information about others, including, without limitation, email addresses or other contact information, without their consent, or hack or violate any security measures of the Kanthaka Platform;

30. avoid, bypass, remove, deactivate, impair, descramble, or otherwise circumvent any technological measure implemented by Kanthaka or any of Kanthaka’s providers or any other third party (including another user) to protect the Kanthaka Platform;

31. attempt to decipher, decompile, disassemble, or reverse engineer any of the software used to provide the Kanthaka Platform, except as permitted by applicable law;

32. engage in any other action that, in the judgment of Kanthaka, exposes it or any third party to potential liability or detriment of any type; or

33. cause, advocate, encourage, or assist any third party in doing any of the foregoing.

You acknowledge that Kanthaka has no obligation to monitor your access to or use of the Kanthaka Platform, but has the right to do so for any purpose, in its sole discretion. Kanthaka may at its discretion investigate and prosecute violations of these Terms to the fullest extent of the law. Kanthaka may involve and cooperate with law enforcement authorities in prosecuting users who violate these Terms.

5. User Content

The Kanthaka Platform may include features that enable you to send information, materials, emails and other types of messages or notices to Kanthaka or to others users of the Kanthaka Platform, create a profile in connection with your Account accessible to other users of the Kanthaka Platform or the public, submit reviews, opinions, biographical information and other content that others may be able to access or view, or to make other information, materials or submissions available on or through the Kanthaka Platform (“User Content”). User Content shall be deemed part of the defined term “Content” for purposes of these Terms. You retain the rights you hold in your User Content. All User Content made available on the Kanthaka Platform is strictly that of the originating author or user, who shall be solely responsible for such content. Kanthaka may or may not screen, review, monitor or respond to any User Content submitted by users, and is not responsible for the accuracy or truthfulness of any User Content. However, Kanthaka reserves the right to edit, block, or remove any User Content at any time for any reason, in its sole discretion. Use of or reliance on User Content is entirely at your own risk.

          KANTHAKA HAS NO OBLIGATION TO SCREEN OR MONITOR ANY USER CONTENT AND DOES NOT GUARANTEE THAT ANY CONTENT COMPLIES WITH THESE TERMS OR IS SUITABLE FOR ALL USERS OF THE KANTHAKA PLATFORM.

By submitting User Content, you grant Kanthaka a royalty-free, perpetual, irrevocable, worldwide license, without further compensation, to use, host, store, reproduce, modify, create derivative works, communicate, publish, publicly perform, publicly display, and distribute such User Content for any purposes, including, without limitation to advertise and promote Kanthaka or the Kanthaka Platform. You warrant and covenant that your User Content is true, your own original work, and does not violate any applicable law, infringe or violate any other person’s or entity’s rights, or require any third party releases or any payment to a third party.

6. Ownership and Proprietary Rights

You acknowledge and agree that, as between Kanthaka and you, all right, title, and interest in and to the Kanthaka Platform, including, without limitation, any patents, copyrights, trademarks, trade secrets, inventions, know-how, and all other intellectual property rights, are owned exclusively by Kanthaka, its licensors, related entities and other content providers, and are protected by United States intellectual property and other applicable laws.

You acknowledge and agree that, as between Kanthaka and you, all Content, other than the User Content, available on or through the Kanthaka Platform shall remain the exclusive property of Kanthaka and Kanthaka shall retain all rights with respect to same, including, without limitation, the sole right to implement, use, publish and/or publicly disseminate the Content. You agree that you will not use any Content other than as permitted herein, without Kanthaka’s prior written consent.

A. Copyright: All Content (other than User Content) is the copyright and property of Kanthaka, its licensors, related entities or content providers and is protected by U.S. and international copyright laws. Other than with respect to your own User Content, you agree not to copy, modify, distribute, transmit, republish, sell, resell or exploit, for any purpose, any portion of the Kanthaka Platform, including, without limitation, the Content other than as expressly authorized by Kanthaka in writing.

B. Trademarks: The trademarks, service marks, logos, slogans, trade names and trade dress used on the Kanthaka Platform is proprietary to Kanthaka, its licensors, related entities, or content providers. Third party trademarks referenced on the Kanthaka Platform do not constitute or imply affiliation with, endorsement, or recommendation of Kanthaka by the respective trademark owners.

7. Copyright Infringement Claims Policy

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 following information to our Copyright Agent:

A. An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other intellectual property interest;

B. A description of the copyrighted work or other intellectual property that you claim has been infringed;

C. A description of where the material that you claim is infringing is located on the Kanthaka Platform (providing URL(s) in the body of the communication is the best way to help Kanthaka locate content quickly);

D. Your name, address, telephone number and e-mail address;

E. A signed 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

F. A statement by you, made under penalty of perjury, that the information provided 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.

Kanthaka’s copyright agent can be reached as follows:

©KanthakaLLC

20408 DiIorio Road
77445 Hempstead
Texas
Attn: Dr. Sylvia Kampshoff
Email: Sylvia.kampshoff@mykanthaka.com

Kanthaka may, in its sole discretion, disable and/or terminate use of the Kanthaka Platform by users who infringe the intellectual property of others, including, without limitation, repeat offenders.

8. Privacy

Please review our Privacy Policy. If you do not agree with the Privacy Policy, you are not authorized to access or use the Kanthaka Platform.

9. Links

The Kanthaka Platform may contain advertisements, posts and links to websites operated by other parties. The Kanthaka Platform provide these as a convenience, and your interaction with or use of these advertisements, posts, links and other websites is at your own risk. The advertisements, posts and linked websites are not under the control of Kanthaka which is not responsible for their content or privacy practices. Such advertisements, posts or links or references to other parties’ products or services do not imply Kanthaka’s endorsement of any other party or its information, material, products or services or website. Kanthaka disclaims all liability with regard to your access to and use of such information, material, products or services or transactions with such linked websites or other parties. You acknowledge and agree that Kanthaka is not responsible or liable, directly or indirectly, for any damage, loss or other claim caused or alleged to be caused by or in connection with, access to, use of or reliance on any content available on or through any other website or resource.

10. Suspension and Termination

Kanthaka reserves the right, at its sole discretion, immediately and without notice, to suspend, discontinue, or terminate your access to the Kanthaka Platform or any portion thereof for any reason, including, without limitation, any breach by you of these Terms. You agree that Kanthaka shall not be liable to you or any third party for any such suspension, discontinuance or termination. If you breach or violate any of these Terms, your permission to access or use the Kanthaka Platform is automatically and immediately revoked and you may not continue using the Kanthaka Platform or participate in any Workout.

11. Disclaimers and Limitations of Liability

A. General Disclaimers

THE USE OF THE KANTHAKA PLATFORM IS AT YOUR OWN RISK. KANTHAKA PROVIDES THE KANTHAKA PLATFORM UNDER NO WARRANTY ON AN “AS IS” AND “AS AVAILABLE” BASIS AND “WITH ALL FAULTS.” KANTHAKA AND ITS LICENSORS, AND THEIR RESPECTIVE OFFICERS, MEMBERS, EMPLOYEES, DIRECTORS, SHAREHOLDERS, AGENTS, REPRESENTATIVES AND SUCCESSORS AND ASSIGNS (“KANTHAKA PARTIES”) MAKE NO REPRESENTATIONS OR WARRANTIES, WRITTEN OR ORAL, OR EXPRESS OR IMPLIED, WITH RESPECT TO THE KANTHAKA PLATFORM, ANY WORKOUT, OR ANY PART OF ANY OF THE FOREGOING, AND EXPRESSLY DISCLAIMS ALL OTHER REPRESENTATIONS AND WARRANTIES, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTIES OF MERACHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, SATISFACTORY QUALITY, UNINTERRUPTED USE, ACCURACY, COMPLETENESS, OPERABILITY AND/OR NON-INFRINGEMENT.

NOTHING IN THIS AGREEMENT SHALL BE DEEMED TO BE A REPRESENTATION OR WARRANTY BY KANTHAKA OR ITS LICENSORS OF THE SAFETY, SUITABILITY, FUNCTIONALITY OR USEFULNESS OF THE KANTHAKA PLATFORM, ANY WORKOUT, ANY PART OF ANY OF THE FOREGOING, OR THAT ANY DATA IMPLEMENTED OR ACCESSED THROUGH THE KANTHAKA PLATFORM WILL BE COMPLETE, ACCURATE OR FREE FROM ERRORS. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, YOU ACKNOWLEDGE THAT NONE OF THE KANTHAKA PARTIES IS RESPONSIBLE FOR OR INDEPENDENTLY VERIFIES ANY USER CONTENT, USER STATEMENTS OR COMMUNICATIONS MADE THROUGH THE KANTHAKA PLATFORM OR OUTSIDE OF THE KANTHAKA PLATFORM, OR THIRD PARTY MATERIALS ACCESSED OR RECEIVED THROUGH THE KANTHAKA PLATFORM. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM KANTHAKA, THROUGH THE KANTHAKA PLATFORM OR THROUGH ANY CLIENT, TRAINER, OTHER USER OF THE KANTHAKA PLATFORM OR ANY OTHER INDIVIDUAL OR ENTITY THAT YOU MAY COMMUNICATE, INTERACT OR DEAL WITH AS A RESULT OF YOUR USE OF THE KANTHAKA PLATFORM, WILL CREATE ANY WARRANTY NOT EXPRESSLY MADE IN THESE TERMS. KANTHAKA WILL HAVE NO LIABILITY FOR ANY PERSONAL INJURY OR PROPERTY DAMAGE RESULTING FROM YOUR ACCESS TO OR USE OF THE SITE OR SERVICES.

YOUR USE OF THE KANTHAKA PLATFORM AND ANY MATERIAL OR INFORMATION ACCESSED, RECEIVED OR OTHERWISE OBTAINED THROUGH THE USE OF THE KANTHAKA PLATFORM IS AT YOUR OWN RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY LOSSES, DEFINED BELOW, ARISING FROM SAME. KANTHAKA WILL NOT HAVE ANY LIABILITY FOR ANY COMPUTER VIRUSES OR MALICIOUS CODE THAT ME BE TRANSMITTED ON OR THROUGH THE SITE OR SERVICES

B. Disclaimers Regarding Your Communications, Interactions and Dealings with Users

YOU ARE SOLELY RESPONSIBLE FOR ALL OF YOUR COMMUNICATIONS, INTERACTIONS AND DEALINGS WITH OTHER USERS OF THE KANTHAKA PLATFORM AND WITH OTHER INDIVIDUALS OR ENTITIES THAT YOU COMMUNICATE, INTERACT OR DEAL WITH THROUGH THE KANTHAKA PLATFORM OR AS A RESULT OF YOUR USE OF THE KANTHAKA PLATFORM, INCLUDING, BUT NOT LIMITED TO, CLIENTS, TRAINERS, PARTNER GYMS, AND OTHER THIRD PARTIES. KANTHAKA IS NOT OBLIGATED TO CONDUCT REVIEWS, VERIFICATIONS, BACKGROUND CHECKS OR OTHER SCREENINGS (SUCH AS SEX OFFENDER REGISTER SEARCHES) OF TRAINERS OR CLIENTS. ACCORDINGLY, YOU AGREE TO TAKE ALL REASONABLE PRECAUTIONS AND TO CONDUCT WHATEVER INVESTIGATION YOU FEEL NECESSARY OR APPROPRIATE BEFORE PROCEEDING WITH SUCH COMMUNICATIONS, INTERACTIONS OR DEALINGS. KANTHAKA IS NOT RESPONSIBLE OR LIABLE FOR ANY LOSSES OF ANY KIND OR NATURE INCURRED AS THE RESULT OF SUCH COMMUNICATIONS, INTERACTIONS OR DEALINGS.

KANTHAKA MAKES NO REPRESENTATIONS, WARRANTIES, OR GUARANTEES AS TO THE CONDUCT, ACTIONS, INTEGRITY, OR RESPONSIBILITY OF OTHER USERS OF THE KANTHAKA PLATFORM OR ANY OTHER INDIVIDUAL OR ENTITY THAT YOU MAY COMMUNICATE, INTERACT OR DEAL WITH AS A RESULT OF YOUR USE OF THE KANTHAKA PLATFORM, INCLUDING, BUT NOT LIMITED TO, CLIENTS, TRAINERS, AND OTHER THIRD PARTIES, AND KANTHAKA DISCLAIMS ALL LIABILITY IN THIS REGARD TO THE MAXIMUM EXTENT PERMITTED BY LAW. KANTHAKA HAS NO CONTROL OVER, AND NO RIGHT TO CONTROL, USERS OF THE KANTHAKA PLATFORM, OR ANY OTHER INDIVIDUAL OR ENTITY THAT YOU MAY COMMUNICATE, INTERACT OR DEAL WITH AS A RESULT OF YOUR USE OF THE KANTHAKA PLATFORM, INCLUDING, BUT NOT LIMITED TO, CLIENTS, TRAINERS, PARTNER GYMS, AND OTHER THIRD PARTIES, OR THEIR ACTIVITY OR CONDUCT ON OR OUTSIDE OF THE KANTHAKA PLATFORM. WITHOUT LIMITING ANY OF THE FOREGOING, KANTHAKA DISCLAIMS ANY RESPONSIBILITY OR LIABILITY ASSOCIATED WITH THE KANTHAKA PLATFORM OR ANY ACTIVITY OCCURING OUTSIDE OF THE KANTHAKA PLATFORM, INCLUDING, WITHOUT LIMITATION, CONDUCT OCCURING DURING WORKOUTS OR ANY OTHER ASPECT OF ANY WORKOUTS. KANTHAKA EXPRESSLY DISCLAIMS ALL LIABILITY FOR ANY ACT OR OMISSION OF ANY CLIENT, TRAINER, OTHER USER OF THE KANTHAKA PLATFORM OR THIRD PARTY. THE QUALITY OF THE KANTHAKA TRAINER SERVICES IS ENTIRELY THE RESPONSIBILITY OF THE KANTHAKA TRAINER WHO PROVIDES SUCH FITNESS SERVICES TO YOU. YOU UNDERSTAND, THEREFORE, THAT BY USING THE SERVICES OF A KANTHAKA TRAINER YOU MAY BE EXPOSED TO FITNESS SERVICES THAT ARE POTENTIALLY DANGEROUS, UNSAFE OR OTHERWISE OBJECTIONABLE, AND THAT YOUR USE OF THE MEMBER SERVICES AND BOOKING OF A KANTHAKA TRAINER IS AT YOUR OWN RISK. YOU ACKNOWLEDGE THAT YOUR RELIANCE ON ANY INFORMATION PROVIDED BY KANTHAKA OR BY ANY KANTHAKA TRAINER TO YOU IS SOLELY AT YOUR OWN RISK AND YOU ASSUME FULL RESPONSIBILITY FOR ALL RISK ASSOCIATED THEREWITH, AS ALLOWABLE TO THE EXTENT OF THE LAW.

C. Limitations of Liability

EXCEPT FOR INSTANCES OF GROSS NEGLIGENCE, INTENTIONAL WRONGDOING, WILLFUL, MALICIOUS OR WANTON MISCONDUCT OR WHERE OTHERWISE REQUIRED BY LAW, UNDER NO CIRCUMSTANCE SHALL ANY OF THE KANTHAKA PARTIES HAVE ANY LIABILITY TO YOU OR ANY OTHER PERSON FOR OR ON ACCOUNT OF (A) ANY CLAIMS, LOSSES, LIABILITIES, DAMAGES, JUDGMENTS, INTEREST, FINES, PENALTIES, COSTS AND EXPENSES OF ANY KIND OR NATURE INCLUDING REASONABLE ATTORNEY FEES AND COSTS (COLLECTIVELY, “LOSSES”) SUSTAINED, ASSESSED OR IMPOSED ON YOU OR ANY OTHER PERSON, OR (B) ANY CONSEQUENTIAL, SPECIAL, EXEMPLARY OR PUNITIVE DAMAGES OR LOSSES OF ANY KIND (INCLUDING WITHOUT LIMITATION LOST PROFITS, LOST BUSINESS, OR ANY INTERRUPTION OF BUSINESS) WHETHER BASED IN TORT, CONTRACT, NEGLIGENCE, STRICT LIABILITY, STATUTORY LIABILITY OR OTHERWISE, WHICH ARISE OUT OF OR RELATE TO OR ARE IN CONNECTION WITH THE KANTHAKA PLATFORM, ANY WORKOUT, OR ANY PART OF THE ANY OF THE FOREGOING, INCLUDING WITHOUT LIMITATION LOSSES CAUSED BY DISRUPTION OF THE KANTHAKA PLATFORM, DELETION OF YOUR DATA, UNAUTHORIZED ACCESS TO THE KANTHAKA PLATFORM OR YOUR PERSONAL OR FINANCIAL INFORMATION, COMPUTER MALFUNCTION, MALICIOUS CODE THAT MAY BE TRANSMITTED ON OR THROUGH THE KANTHAKA PLATFORM, ERRORS, MISTAKES, OR INACCURACIES OF CONTENT, PERSONAL INJURY OR PROPERTY DAMAGE RESULTING FROM YOUR ACCESS TO OR USE OF THE KANTHAKA PLATFORM OR PARTICPATION IN ANY WORKOUT, OR ANY OTHER LOSSES INCURRED BY YOU OR ANY OTHER PERSON, WHETHER OR NOT KANTHAKA KNEW OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH LOSSES.

ALTHOUGH KANTHAKA PROVIDES INFORMATION ABOUT KANTHAKA TRAINERS, KANTHAKA DOES NOT PROVIDE THE SERVICES RENDERED BY KANTHAKA TRAINERS. KANTHAKA REQUESTS BACKGROUND INFORMATION OF ITS KANTHAKA TRAINERS, BUT KANTHAKA DOES NOT AND CANNOT GUARANTEE THE ACCURACY OR COMPLETENESS OF ANY SUCH INFORMATION-GATHERING OR THAT A PARTICULAR KANTHAKA TRAINER IS ADEQUATELY QUALIFIED TO PERFORM ANY GIVEN SERVICE. YOU UNDERSTAND THAT KANTHAKA MAY NOT CONDUCT CRIMINAL BACKGROUND CHECKS OR SCREENINGS ON OR ANY OTHER SCREENING OF CLIENTS OR PERSONAL TRAINERS. KANTHAKA ALSO MAY NOT INQUIRE INTO THE BACKGROUNDS OF ALL OF ALL CLIENTS OR PERSONAL TRAINERS OR ATTEMPT TO VERIFY THE STATEMENTS OF CLIENTS OR PERSONAL TRAINERS. KANTHAKA MAKES NO REPRESENTATIONS OR WARRANTIES AS TO THE CONDUCT OF CLIENTS OR PERSONAL TRAINERS OR THEIR COMPATIBILITY WITH ANY CURRENT OR FUTURE CLIENTS OR PERSONAL TRAINERS. KANTHAKA RESERVES THE RIGHT TO CONDUCT ANY CRIMINAL BACKGROUND CHECK OR OTHER SCREENINGS (SUCH AS SEX OFFENDER REGISTER SEARCHES), AT ANY TIME AND USING AVAILABLE PUBLIC RECORDS.

D. Exclusions

Because some jurisdictions, including the State of New Jersey, do not allow for certain limitations with respect to duration or disclaimer of warranties, or exclusion or limitation of liability for certain types of damages, portions of this Section 11 may not apply to you. IF, FOR ANY REASON, ANY OF THE FOREGOING LIMITATIONS IS FOUND TO BE INVALID OR UNENFORCEABLE AS FINALLY DETERMINED BY A COURT OF LAW, THE SOLE AND TOTAL LIABILITY OF ANY OF THE KANTHAKA PARTIES SHALL BE LIMITED, IN THE AGGREGATE, TO THE LESSER OF: (1) THE AMOUNT OF COMMISSION THAT KANTHAKA RECEIVED FOR YOUR USE OF THE KANTHAKA PLATFORM DURING THE TWELVE MONTH PERIOD PRIOR TO THE CAUSE OF ACTION GIVING RISE TO THE CLAIM; OR (2) $1,000. THE FOREGOING LIMITATION OF LIABILITY IS FAIR AND REASONABLE UNDER THE CIRCUMSTANCES AND IN CONSIDERATION FOR THE RIGHTS GRANTED HEREUNDER.

12. Disputes with other Users

BY USING THE KANTHAKA PLATFORM, YOU AGREE THAT ANY LEGAL REMEDY OR LIABILITY THAT YOU SEEK TO OBTAIN FOR ACTIONS OR OMISSIONS OF OTHER USERS OF THE KANTHAKA PLATFORM OR WITH OTHER INDIVIDUALS OR ENTITIES THAT YOU COMMUNICATE, INTERACT OR DEAL WITH AS A RESULT OF YOUR USE OF THE KANTHAKA PLATFORM, INCLUDING, BUT NOT LIMITED TO, CLIENTS, TRAINERS, PARTNER GYMS, AND OTHER THIRD PARTIES, WILL BE LIMITED TO A CLAIM AGAINST THE PARTICULAR INDIVIDUAL OR ENTITY THAT CAUSED YOU HARM AND YOU AGREE NOT TO ATTEMPT TO IMPOSE LIABILITY ON, OR SEEK ANY LEGAL REMEDY FROM KANTHAKA WITH RESPECT TO SUCH ACTIONS OR OMISSIONS.

In the event of a dispute between you and any other user of the Kanthaka Platform or with other individuals or entities that you communicate, interact or deal with as a result of your use of the Kanthaka Platform, including, but not limited to, Clients, Trainers, Partner Gyms, and other third parties, you understand and agree that Kanthaka is under no obligation to become involved and you hereby release and discharge the Kanthaka Parties from all Losses of every kind or nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way related to such dispute. You expressly waive California Civil Code § 1542, if you are a California resident, or any other statute of similar import or effect, that otherwise may exclude unknown claims from this release, as follows: “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH 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.”

13. Indemnification

You agree to indemnify, hold harmless and defend the Kanthaka Parties from and against any and all Losses arising out of, relating to, resulting from or in connection with: (a) your breach or violation of any term, condition, obligation, representation, warranty or covenant set forth in these Terms, violation of any applicable law or violation of the rights of Kanthaka or any third party damaged by your actions or by the actions of anyone else accessing the Account; (b) any information (including your User Content or any other content) that you submit, post, or transmit on or through the Kanthaka Platform; or (c) any activity that occurs in connection with use of the Account, your activity and conduct in connection with any Workout, or your dispute with any other user of the Kanthaka Platform or with other individuals or entities that you communicate, interact or deal with as a result of your use of the Kanthaka Platform, including, but not limited to, Clients, Trainers, Partner Gyms, and other third parties (each of the foregoing for the purposes of this Section 13, a “Claim”).

Kanthaka shall have the unilateral right to undertake the control and defense and settlement or other disposition of any Claim hereunder with counsel of its choice with all attorney fees and costs paid or reimbursed by you on demand, provided however that (i) you at your own expense may participate with Kanthaka in the defense of any Claim, and (ii) you shall not stipulate or consent to judgment or settle any Claim without Kanthaka’s prior written consent. You shall provide Kanthaka with reasonable cooperation in connection with any such defense.

14. Arbitration, Governing Law and Dispute Resolution

PLEASE READ THIS SECTION CAREFULLY BECAUSE IT OUTLINES CERTAIN RIGHTS THAT YOU ARE WAIVING OR LIMITING BY USING THE KANTHAKA PLATFORM. REMEMBER THAT USE OF THE KANTHAKA PLATFORM CONSTITUTES ACCEPTANCE OF THESE TERMS, INCLUDING THE PROVISIONS RELATING TO GOVERNING LAW AND DISPUTE RESOLUTION. THIS SECTION WAIVES THE FOLLOWING RIGHTS THAT YOU MIGHT OTHERWISE HAVE:

• THE RIGHT TO HAVE THE LAW OF ANY JURISDICTION, OTHER THAN THAT OF THE STATE OF TEXAS, APPLY TO A DISPUTE BETWEEN YOU AND KANTHAKA ARISING OUT OF OR RELATING TO THESE TERMS OR THE KANTHAKA PLATFORM.

• THE RIGHT TO HAVE A JURY DECIDE ANY CLAIM ARISING OUT OF OR RELATING TO THESE TERMS OR THE KANTHAKA PLATFORM.

• THE RIGHT TO HAVE A COURT DECIDE ANY CLAIM ARISING OUT OF OR RELATING TO THESE TERMS OR THE KANTHAKA PLATFORM, UNLESS YOUR CLAIM QUALIFIES FOR SMALL CLAIMS COURT.

• THE RIGHT TO PARTICIPATE IN A CLASS ACTION IN COURT OR IN ARBITRATION, INCLUDING AS A CLASS REPRESENTATIVE OR CLASS MEMBER.

• THE RIGHT TO JOIN OR CONSOLIDATE CLAIM(S) INVOLVING YOU WITH CLAIMS INVOLVING ANY OTHER PERSON.

• THE RIGHT TO ACT AS A PRIVATE ATTORNEY GENERAL IN COURT OR IN ARBITRATION.

     A. Arbitration

Agreement to Arbitrate. You agree that in the event of any dispute, claim, question, or disagreement arising out of or relating to the Kanthaka Platform, this Agreement, or the breach thereof, shall be settled by arbitration administered by the American Arbitration Association in accordance with its Consumer Arbitration Rules and Supplementary Procedures for Consumer-Related Disputes in effect at the time the arbitration is initiated (“AAA Rules”), except as modified herein (“Arbitration Agreement”).

Opting out of Your Agreement to Arbitrate. You may opt out of your Arbitration Agreement by providing Kanthaka with notice of your desire to opt-out, by emailing Kanthaka at service@.mykanthaka.com within thirty (30) days of agreeing to these Terms. Such notice must contain the subject line “Arbitration Opt-Out” and the email must include your full name and a clear statement that you are exercising your option to opt out of the requirements to arbitrate that are specified in these Terms. If you exercise your option to opt-out of the Arbitration Agreement pursuant to this section: (a) the provisions of this Section 15.A will not apply to you, but all other provisions of these Terms will apply to you, including, without limitation, the provisions of Section 15.B below; and (b) you agree that the sole and exclusive jurisdiction and venue for your claims arising out of or relating to the Kanthaka Platform, this Agreement, or the breach thereof will be the federal of state courts located in Texas.

Arbitration Procedure. The arbitration shall take place before a single arbitrator. The place of arbitration shall be in the county where you reside, unless another place is agreed upon by all parties. If your claim is for $10,000 or less, the arbitration will be conducted based solely on written documents submitted to the arbitrator, unless you request a hearing or the arbitrator requires one. Either party may attend any hearing via telephone, unless the arbitrator requires the parties to be physically present. Except as may be required by law, no party nor the arbitrator may disclose the existence or results of, the content of any hearings for, or the content of any documents or pleadings submitted or produced in connection with any arbitration proceeding hereunder without the prior written consent of all parties.

Arbitration Rewards. Judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction.

Arbitration Costs. Each party shall bear the filing, administration and arbitrator fees as required by the AAA Rules, provided that if your position is substantially upheld by the arbitrator, Kanthaka will reimburse you for your filing, administration and arbitrator fees.

Arbitration Alternative: Regardless of whether you opt-out of your obligation to arbitrate, if your claims qualify for small claims court, you may assert your claims in small claims court, as long as the claims stay in small claims court and progress solely on an individual basis.

Individual Arbitration: You agree that disputes between you and Kanthaka will be resolved by binding, individual arbitration and you waive your right to participate in a class action lawsuit or class-wide arbitration.

     B. Governing Law and Dispute Resolution

Governing Law: This Agreement and all matters arising out of, relating to or in connection with this Agreement or the relationship of the parties hereunder shall be governed by and construed in accordance with the laws of the State of Texas, without giving effect to any choice of law or conflict of law rules or provisions, provided that all matters relating to arbitration, shall governed by the Federal Arbitration Act.

Waiver of Certain Types of Actions: You agree that to the fullest extent permitted by law: (i) no claims by you shall be joined with the claims of any other person and you agree not to participate in any claim brought by other persons, whether in arbitration or litigation; (ii) YOU HAVE NO RIGHT OR AUTHORITY FOR ANY DISPUTE TO BE LITIGATED ON A CLASS ACTION BASIS OR TO UTILIZE CLASS ACTION PROCEDURES; (iii) you have no right or authority for any dispute to be brought in a purported representative capacity on behalf of the general public or any other person; and (iv) you have no right or authority for any dispute to be brought, heard or arbitrated as a private attorney general action. To the extent that the foregoing sentence or any portion thereof is found to be unenforceable and severed from these Terms, and if such a finding allows for your claims to brought on non-individual, class action, collective action, representative or private attorney general basis, you and Kanthaka agree that such actions will not be decided in arbitration and must be litigated in a civil court of competent jurisdiction.

Waiver of Jury Trial: YOU AND KANTHAKA HEREBY IRREVOCABLY WAIVE ANY AND ALL RIGHT TO A TRIAL BY JURY WITH REGARD ANY DISPUTE, CLAIM, QUESTION, OR DISAGREEMENT ARISING OUT OF OR RELATING TO OR IN CONNECTION WITH THIS AGREEMENT OR THE RELATIONSHIP OF THE PARTIES HEREUNDER.

15. Other Provisions

If any provision of these Terms is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall be enforced to the fullest extent allowed by law. Headings are for reference purposes only and in no way define, limit, construe or describe the scope or extent of such section. Kanthaka’s failure to act with respect to any failure by you or others to comply with these Terms does not waive Kanthaka’s right to act with respect to subsequent or similar failures. These Terms may not be amended by any course of dealing, usage or trade practice. A failure in the Kanthaka Platform, including, without limitation, the Sites, Content, or any portion or any of the foregoing, cannot be imputed to Kanthaka if such failure arises by reason of an event of force majeure, such as labor strikes, floods, earthquakes, war, terrorism, or unforeseen acts of god or any other cause, either similar or dissimilar to the foregoing, which is beyond Kanthaka’s reasonable control and Kanthaka shall not be deemed to be in breach in its performance of an obligation under these Terms to the extent that such performance is temporarily prevented or delayed as a result of such an event. These Terms, together with the Privacy Policy (and, if you are a Trainer, the Terms and Conditions for Trainers), set forth the entire understanding and agreement between you and Kanthaka with respect to the subject matter hereof. You may not assign or transfer your rights or obligations under these Terms without the prior written consent of Kanthaka, and any assignment or transfer in violation of this provision shall be null and void. Kanthaka reserves the right to seek all remedies available at law and in equity for violations of these Terms, or any other special terms or rules set forth on or through the Kanthaka Platform, including, without limitation, the right to block access from a particular internet address.