ULTIMATE BODY IQ APPLICATION TERMS OF USE

Please read these Terms of Use carefully. It is a legal agreement between you and UltimateBodyIQ Pty Ltd ACN 153 268 403 (UBIQ,we, us and our). It sets out the terms that govern your use of the Ultimate Body IQ application (App) and any of the content, features and services accessible through, or in connection with, the App (together, the Associated Services). Please note that the App is operated by UBIQ and not the person or entity providing you with user access, such as your employer (Access Provider). These terms, together with all updates and additional terms we may provide from time to time form the legally binding agreement between you and UBIQ.

In this agreement, the term UBIQ Associates means UBIQ's related bodies corporate, officers, employees, content providers and any healthcare practitioners providing advice or guidance in connection with the App and any Associated Services.

If you are under the age of 18 you must obtain your parent's or guardian's consent to this agreement before downloading the App. By registering for, downloading or otherwise using the App you represent and warrant to UBIQ that you have read and understand this agreement and that you agree to be bound by and comply with the terms of this agreement. If you do not agree to these terms do not download or use the App. UBIQ may refuse access to the app if you do not comply with any part of this agreement.

IMPORTANT NOTICE

THE APP AND ANY ASSOCIATED SERVICES ARE GENERAL IN NATURE AND ARE PROVIDED FOR PERSONAL, INFORMATIONAL AND CONVENIENCE PURPOSES ONLY.

IF YOU SUFFER FROM A MEDICAL CONDITION, SUSPECT THAT YOU MAY SUFFER FROM A MEDICAL CONDITION, HAVE RECENTLY UNDERGONE SURGERY, OR OTHERWISE HAVE ANY CONDITION THAT IS AWAITING INVESTIGATION, DIAGNOSIS OR TREATMENT, PLEASE CONSULT A DOCTOR BEFORE YOU PERFORM ANY OF THE EXERCISES DESCRIBED IN THIS APP. USE OF THIS APP AND ALL EXERCISE IS AT YOUR OWN RISK AND MAY NOT BE APPROPRIATE FOR THOSE WITH AN EXISTING MEDICAL CONDITION, CHILDREN, PREGNANT WOMEN, OR THOSE OVER 70. YOU SHOULD CONSULT YOUR HEALTHCARE PROFESSIONAL PRIOR TO COMMENCING ANY EXERCISE PROGRAMME.

ANY TOOLS OR CALCULATORS PROVIDED WITHIN THE APP MUST NOT BE USED TO ASSESS, DIAGNOSE, PREVENT OR TREAT ANY CONDITION, ILLNESS OR DISEASE. THE APP AND ANY ASSOCIATED SERVICES MUST NOT BE USED AS A SUBSTITUTE FOR PROFESSIONAL MEDICAL CARE OR ADVICE. IF YOU HAVE ANY CONCERNS REGARDING YOUR HEALTH, YOU SHOULD ALWAYS DISCUSS THESE WITH A HEALTHCARE PROFESSIONAL.

NEITHER UBIQ, ANY UBIQ ASSOCIATES NOR YOUR ACCESS PROVIDER WILL BE LIABLE FOR, AND YOU WAIVE ANY CLAIM FOR, ANY PERSONAL INJURY, DAMAGE, AND/OR LIABILITY ARISING OUT OF YOUR USE OF OR YOUR RELIANCE ON THE APP AND ANY ASSOCIATED SERVICES.

  1. ACCEPTANCE OF TERMS
    1. The terms of this agreement apply to the App and any Associated Services, including any updates or supplements to the App or any Associated Service. If any open-source software is included in the App or any Associated Service, the terms of an open-source licence may override some of the terms of this agreement.
    2. Certain of the Associated Services may be subject to additional terms and conditions specified by us from time to time. Your use of such Associated Services is subject to those additional terms and conditions, which are incorporated into this agreement by this reference.
    3. We may change these terms at any time by notifying you of a change when you next start the App. The new terms may be displayed on-screen and you may be required to read and accept them to continue your use of the App and/or any Associated Services. Such new terms will be effective upon posting to the App.
    4. Your use of the App is also subject to any rules or policies applied by the app store provider from whose site you downloaded the App (App Store Rules). You acknowledge and agree that this agreement is between you and UBIQ, and any app store provider is not a party to this agreement and not responsible for the App.
  2. GRANT AND SCOPE OF LICENCE
    1. In return for you agreeing to the terms of this agreement, we grant you the right to use the App on your device. This right is non-exclusive, not transferable and not sub-licensable and is subject to these terms, the Privacy Policy (as defined below) and any applicable App Store Rules. We reserve all other rights.
  3. ACCESS TO THE APP AND ADDITIONAL SERVICES
    1. To download and use the App and any Additional Services, you must follow the instructions provided by your Access Provider and/or us. You must provide accurate and complete information and keep your account information up-to-date at all times. Failure to do so shall constitute a breach of this agreement.
    2. You are solely responsible for the activity that occurs on your account and for keeping your account login details (including your password) secure. You must not publish, distribute or post login information for your account. You must not use another person’s user account or registration information for the App or any Associated Services.
    3. You must notify us immediately of any breach of security or unauthorised use of your account.
  4. YOUR ACKNOWLEDGEMENTS
    1. By accessing and using the App and any Associated Services, you acknowledge and agree that:
      1. use of the App, any Associated Services and any information or programmes provided in connection with the App and any Associated Services is solely at your own risk;
      2. your performance of any and all exercises or activities described in the App and any Associated Services is wholly at your own risk;
      3. neither UBIQ nor any of the UBIQ Associates will be liable, whether jointly or severally, for any physical or mental condition, injury or illness that may result, whether directly or indirectly, from any of the exercises or activities described in the App or any Associated Services; and
      4. while we may publish guidelines such as written descriptions, pictures, or videos describing how to perform specific exercises or activities, you assume sole responsibility for performing those exercises or activities with proper form, as risk of injury or illness increases with improper form.
  5. ACCEPTABLE USE RESTRICTIONS
    1. You must not (and must not allow or permit any third party to):
      1. use the App or any Associated Service in any unlawful manner, for any unlawful purpose, or in any manner inconsistent with this agreement, or act fraudulently or maliciously, for example, by hacking into or inserting malicious code, including viruses, or harmful data, into the App, any Associated Service or any operating system;
      2. infringe our intellectual property rights or those of any third party in relation to your use of the App or any Associated Service;
      3. transmit any material that is defamatory, offensive or otherwise objectionable in relation to your use of the App or any Associated Service;
      4. take any action or use the App or any Associated Service in a way that could damage, disable, overburden, impair or compromise our systems or security or interfere with other users;
      5. bypass, circumvent or attempt to bypass or circumvent any measures we may use to prevent or restrict access to the App or any Associated Services (or other accounts, computer systems or networks connected to the App or Associated Services); or
      6. collect any information or data from any Associated Service or our systems or attempt to decipher any transmissions to or from the servers running any Associated Service.
    2. Except as expressly set out in this agreement or as permitted by applicable law, you agree:
      1. not to copy the App, except where such copying is necessary for the purpose of back-up;
      2. not to translate, disassemble, decompile, reverse-engineer or modify the App;
      3. not to permit the App, or any part of it to be combined with, or become incorporated in, any other programs; and
      4. to comply with all technology control or export laws and regulations that apply to the technology used or supported by the App or any Associated Service.
  6. INTELLECTUAL PROPERTY RIGHTS
    1. The material contained in the App and Associated Services is protected by copyright. You may download a copy of the App and use the content and material contained in the App any Associated Services for the purpose of displaying and using the App on your device for your own personal, non-commercial use only, and not for the use or benefit of any third party.
    2. Except to the extent permitted by relevant copyright legislation, you must not use, copy, modify, transmit, store, publish or distribute the material, or create any other material using material from the App or any Associated Services, without the prior written consent of UBIQ.
    3. The material, products, technology and processes contained in the App and Associated Services may also be the subject of other intellectual property rights owned by UBIQ or by third parties. No licence is granted in respect of those intellectual property rights other than as expressly set out in this agreement. Rights in the App and any Associated Service are licensed (not sold or transferred) to you. You acknowledge and agree that you have no rights in, or to, the App, the Associated Services or any material, products, technology and processes contained in the App or any Associated Services other than the right to use each of them in accordance with the terms of this agreement.
    4. You acknowledge that you have no right to have access to the App in source-code form.
    5. The name "ultimate bodyIQ", "UBIQ" and all logos in the App and any Associated Service are registered trademarks of UBIQ and/or its licensors. You are not permitted to use any trade marks in this App without the prior consent of UBIQ or the relevant trade mark owner. All rights are reserved.
  7. CHANGES TO THE APP AND ASSOCIATED SERVICES
    1. From time to time, UBIQ may make available updates or upgrades to the App via software download or other means. Such download may occur automatically without the need for any act on your part, or it may require you to manually download an update or upgrade through the App Store.
    2. Certain functions of the App or any Associated Service may be modified or discontinued as a result of any update or upgrade, or may not be available until you have downloaded all updates and upgrades we make available. We shall not be liable to you or any third party should we make any changes to the App.
  8. PRIVACY AND DATA
    1. The terms of our privacy policy from time to time, available at www.ultimatebodyIQ.com/privacy are incorporated into this agreement by reference and apply to information you provide to us when using the App and any Associated Services. By using the App or any Associated Service, you acknowledge and agree that internet transmissions cannot be guaranteed to be private or secure and you understand that any message or information you send using the App or any Associated Service could be read or intercepted by others, even if a particular transmission is encrypted.
    2. By registering with and continuing to use the App or any of the Associated Services, you consent to us collecting and using in accordance with our Privacy Policy the personal information that you input into the App, including your name/display name, email address, year of birth and details of your height, weight, gender and any health conditions and other sensitive personal information. Such information will not be made publically available to other users of the App unless you choose to share it or otherwise as permitted under the Privacy Policy. You also consent to us collecting and using technical information about your devices and related software, hardware and peripherals used with the App and any Associated Services that are internet-based or wireless to improve our products and to provide any Associated Services to you.
    3. Each time you use the App or any of the Associated Services, you understand that third parties, including your employer, may collect, use or disclose your personal information and that such collection, use or disclosure is subject to such third parties’ privacy policies.
  9. DISCLAIMER
    1. The Australian Consumer Law implies certain statutory warranties for the benefit of consumers that cannot be excluded. Nothing in this agreement is intended to exclude or restrict the application of such laws.
    2. To the maximum extent permitted by applicable law:
      1. the App and the Associated Services (including any material, products, technology and processes contained in the App and Associated Services) are provided “as is”, “as available” and without warranty of any kind, express or implied, with respect to use of the App and the Associated Services (including any material, products, technology and processes contained in the App and Associated Services);  
      2. neither UBIQ nor any of the UBIQ Associates makes any warranty that the App and the Associated Services (including any material, products, technology and processes contained in the App and Associated Services):
        1. are appropriate for your use or that the results of using the App or any Associated Services will meet your requirements;
        2. will be secure or available at any particular time or location; or
        3. are free of viruses or other harmful components.
    3. While we have used reasonable care and skill in compiling the content of the App, we make no warranty as to the accuracy of any information and shall not be liable for any errors or omissions.
  10. LIMITATION OF LIABILITY
    1. You acknowledge that the App and Associated Services have not been developed specifically for you, and that it is therefore your responsibility to ensure that the features and functions of the App and Associated Services meet your requirements.
    2. Neither UBIQ, nor any of the UBIQ Associates will be liable, jointly or severally, for any damages whatsoever arising out of, or in any way related to, the use of the App and any Associated Services or your inability to use the App or any Associated Services (including, without limitation, if your Access Provider revokes your access for any reason). This limitation applies to direct, indirect, consequential, special, punitive or other damages you or others may suffer, as well as damages for loss of profits, business interruption or the loss of data or information.
    3. Nothing in this agreement shall limit or exclude our liability for any liability that cannot be excluded or limited by law.
  11. INDEMNITY

    You must indemnify, keep indemnified, and hold harmless UBIQ and each of the UBIQ Associates from all liabilities, losses, damages, claims and expenses, that arise from or relate to your use or misuse of, or access to, the App and any Associated Services, or otherwise from any content generated by you, your breach of this agreement, or infringement by you, or any third party using your account, of any intellectual property or other right of any person or entity.

  12. TERMINATION
    1. We may suspend, limit or disable your access to the App and any of the Associated Services at any time, with or without cause, without notice to you. If we disable your access, this agreement will terminate. We shall not be responsible to you or any third party should we exercise this right. 
    2. Your rights under this agreement are effective until terminated by us or by you. Your rights under this agreement will terminate automatically without notice from us if:
      1. our agreement with your Access Provider terminates or expires;
      2. your Access Provider terminates, suspends or otherwise deactivates your access to the App including, without limitation, if you leave the employment of your Access Provider; or
      3. you fail to comply with any term(s) of this agreement.
    3. Upon expiration or termination of this agreement, you must not access or use (or attempt to access or use) the App or any Associated Services, and you must delete the App from your device.
    4. All sections of this Agreement that, by their nature, should survive termination will survive termination, including, without limitation, the sections entitled “Important Notice,” “Your Acknowledgements,” “ Intellectual Property Rights ,” “Disclaimer,” “Limitation of Liability,” “Indemnity,” and “Other Important Terms”.
  13. THIRD PARTIES
    1. The App or any Associated Service may display, include or make available content, data, information, applications or materials from third parties ( Third-party Materials ) or contain links to other independent third-party websites. Third-party Materials and third-party websites are not under our control, and we are not responsible for them, their content or their privacy policies (if any).
  14. COMMUNICATION BETWEEN US
    1. If you wish to contact us regarding the App or Associated Services, please contact us at Ultimate Body IQ, Unit 103, 56 Bowman Street, Pyrmont, NSW 2009, Australia or at enquiries@ultimatebodyIQ.com, but please bear in mind that information sent via email will not necessarily be secure. 
    2. If we have to contact you or give you notice in writing, we will do so by e-mail.
  15. OTHER IMPORTANT TERMS
    1. This agreement is the entire agreement between you and us with respect to the App and all Associated Services, and supersedes all prior or contemporaneous communications and proposals (whether oral, written or electronic) between you and us with respect to the App and any Associated Services.
    2. We may transfer our rights and obligations under this agreement to another organisation, but this will not affect your rights or our obligations under this agreement. You may only transfer your rights or obligations under this agreement to another person if we agree in writing.
    3. If we fail to insist that you perform any of your obligations under this agreement or if we do not enforce our rights against you (or if we delay in doing so) it will not mean that we have waived our rights against you and will not mean that you do not have to comply with those obligations. If we do waive a default by you, we will only do so in writing, and it will not mean that we will automatically waive any later default by you.
    4. We will not be liable or responsible for any failure or delay to perform any of our obligations under this agreement that is caused by any act or event beyond our reasonable control and our obligations under this agreement will be suspended until such act or event stops.
    5. No agency, partnership, joint venture, or employment relationship is created as a result of this agreement and neither party has any authority of any kind to bind the other in any respect.
    6. Each of the terms and conditions of this agreement operates separately. If any court or other authority decides that any of them are unlawful or unenforceable, the remaining conditions will remain in full force and effect.
    7. This agreement, its subject matter and its formation, are governed by and construed in accordance with the laws of New South Wales, Australia.  The parties agree that any dispute arising from or relating to the subject matter of this agreement shall be governed by the exclusive jurisdiction of the courts of New South Wales, Australia.
    8. The App and any Associated Services may be accessed throughout Australia and overseas. UBIQ makes no representations that the content of the App and any Associated Services complies with the laws (including intellectual property laws) of any country outside Australia. If you access the App or any Associated Services from outside Australia, you do so at your own risk and are responsible for complying with the laws in the place where you access the App or any Associated Services.