Welcome to Heart Rate Ninja. Our team at Heart Rate Ninja, LLC ("HRN") provides its proprietary software ("Software") to you subject to the following conditions.
Please read these Terms and Conditions ("Terms and Conditions") carefully before using the HRN Software. By completing and submitting an electronic application to use HRN Software, you confirm that you are at least 18 years of age, or have the permission of a parent/guardian, and that you agree to the terms and conditions that follow. You will not use the HRN Software, proprietary information or materials in any way that does not comply with these Terms and Conditions of Use. If you disagree with any part of these Terms and Conditions, then you may not access the HRN Software.
1. Purchase or Subscription
The HRN Software is intended for recreational use, general wellness, personal care, and for professionals in the physical fitness and/or wellness industry, that have agreed to the use of the HRN product. It may be used by individuals for their own intended uses. Please note that those professionals using the HRN Software are not vetted by, affiliated with, partners of, or have any other legal relationship with HRN.
A subscription to the HRN Software may be billed on a subscription basis ("Subscription(s)"). Subscriptions may be managed through the provider (Google Play, iTunes App store, etc.).
2. Use of HRN Software and/or Website
2.1 Controlling Terms. The HRN Software operated by HRN and/or any affiliates, partners or subsidiaries, is comprised of the HRN Software and a website. The HRN website, located at heartrateninja.com ("Website") is offered to you conditioned on your acceptance, without modification, of the terms, conditions, and notices contained herein. Your use of the HRN Software and/or Website constitutes your agreement to all such terms, conditions, and notices. Your use of a particular HRN service included within the HRN Software and/or Website may also be subject to additional terms outlined elsewhere in the HRN Software and/or Website (the "Additional Terms"). In the event that any of the terms, conditions, and notices contained herein conflict with Additional Terms or other terms and guidelines contained within the HRN Software and/or Website, then these terms shall control.
2.2 Data and/or Participant Reports. You understand that the information available on the HRN Software and/or Website is based on your performance using the HRN Software and/or Website (the "Data" and "Participant Reports"). You understand that the Data and/or Participant Reports available on the HRN Software and/or Website may or may not be current.
2.3 No Liability. Your use of the HRN Software confirms your express agreement to use the Software as directed. HRN is not liable for any harm or damage that may occur from improper use of the HRN Software. Your use of the HRN Software and/or Website, Data and Participant Reports, and your use of and reliance on the information and any part thereof is at your own risk. You remain solely responsible for your account information, the use of your password, and the lawfulness and soundness of any decision you make or action you take as a result of your use of the HRN Software and/or Website and any data provided. You also remain responsible for ensuring adequate protection and back up of data and for taking reasonable and appropriate precautions against viruses and other malicious programs.
3. Limited License
3.1 License and Site Access. Subject to these terms and conditions, HRN grants you a limited, non-exclusive, worldwide license to access and make personal, non-commercial use of the HRN Software and Website, including all Data and Participant Reports, and not to download (other than page caching) or modify it, or any portion of it, except with express written consent of HRN. This license does not include any resale or commercial use of this site or its contents; any collection and use of any product listings, descriptions, or prices; any derivative use of this site or its contents; any downloading or copying of account information for the benefit of another merchant; or any use of data mining, robots, or similar data gathering and extraction tools. The HRN Software, Website, Data and/or Participant Reports, or any portion of thereof, may not be reproduced, duplicated, copied, sold, resold, visited, or otherwise exploited for any commercial purpose without express written consent of HRN. You may download, view and print content from the HRN Website for private and non-commercial purposes only. HRN reserves all rights not expressly granted to you.
3.2 Use of hypertext links, framing, metatags, spiders and crawler
3.2.1 External Websites. Hypertext links to external websites may be provided for your convenience. Such websites are, however, beyond the control of HRN and HRN does not endorse, approve of or make any representation regarding the content and any advice, opinions, products and services offered via such websites. Use or reliance on any external links is at your own risk. When visiting external websites, please refer to such sites' terms and conditions of use.
3.2.2 Links and framing. No hypertext links of whatever nature may be created to the HRN Website from any website, no pages comprising this site may be framed and no technology may be used to search and gain any information from this site, without the prior written consent of HRN. You may not frame or utilize framing techniques to enclose any trademark, logo, or other proprietary information (including images, text, page layout, or form) of HRN and/or its affiliates without express written consent.
You are granted a limited, revocable, and nonexclusive right to create a hyperlink to the HRN Website so long as the link does not portray HRN, its affiliates, or its products or services in a false, misleading, derogatory, or otherwise offensive matter. You may not use any metatags or any other "hidden text" utilizing the HRN name or trademarks without the express written consent of HRN.
3.3.Interference with Site. You may not use the HRN Software and/or Website in any manner that could damage, disable, overburden or impair the HRN Software and/or Website, nor may you use the HRN Software and/or Website in any manner that could interfere with any other party's use and enjoyment of the HRN Software and/or Website. You agree that you will use the HRN Software and/or Website for lawful purposes and only in compliance with all applicable laws, including but not limited to copyright and other intellectual property laws.
3.4 Acknowledgment of ownership. You acknowledge that HRN, its licensors, and content and service providers own all rights, title and interest, including without limitation all Intellectual Property Rights (as set forth below), in and to the HRN Software and/or Website, portions thereof, or software provided through or in conjunction with the HRN Website. "Intellectual Property Rights" means all rights existing under patent law, copyright law, trade secret law, trademark law, unfair competition law and all other proprietary rights, and all applications, renewals, extensions and restorations thereof, now or hereafter in force and effect worldwide. You agree not to modify, adapt, translate, rent, lease, loan, distribute, prepare derivative works from, decompile, reverse engineer, disassemble or otherwise attempt to derive source code from the HRN Software and/or Website. You also agree not to remove, obscure, or alter HRN's copyright notice, trademarks or other proprietary rights notices affixed to or contained within or accessed in conjunction with or through the HRN Software and/or Website.
3.4.1 Copyright: You agree that the HRN Software and/or Website, as well as all content included in the HRN Software and/or Website, such as text, graphics, logos, button icons, images, audio clips, digital downloads, and data compilations, contain proprietary information and material that is the property of HRN or its content suppliers and are protected by national and international copyright laws. The compilation of all content on the HRN Software and/or Website is the exclusive property of HRN, with copyright authorship for this collection by HRN, and is protected by U.S. and international copyright laws.
3.4.2 Trademark: The HRN trademark and trade dress may not be used in connection with any product or service that is not HRN, in any manner that is likely to cause confusion among customers, or in any manner that disparages or discredits the HRN Software or HRN. You may not use any HRN name or logo, or other proprietary graphic or trademark, without express written permission.
All other trademarks not owned by HRN or its subsidiaries that appear on this site are the property of their respective owners, who may or may not be affiliated with, connected to, or sponsored by HRN or its subsidiaries.
Nothing contained in the HRN Software and/or Website should be construed as granting you any license or right to use any trademark without the prior written permission of HRN.
3.4.3 Patents, trade secrets and other proprietary business information. The manner in which the HRN Software and/or Website works, any related patents, trade secrets or other proprietary business information are the intellectual property of HRN. Nothing contained on the HRN Software and/or Website should be construed as granting you any license or right to use any patents, trade secrets or other proprietary business information without the prior written permission of HRN.
3.4.4 All rights reserved. All intellectual property rights not expressly granted are reserved and are protected from infringement by state and federal laws, and international legislation and treaties. The content of the HRN Software and/or Website is provided solely for your private individual, non-commercial use and you agree not to copy, reproduce, transmit, distribute, sell, publish, broadcast or in any other way disseminate the Data, Participant Reports or any part thereof.
4. Content of the HRN Software and/or Website
4.1 Improvements. HRN reserves the right at any time, in its sole discretion, to change, improve, correct or discontinue without notice, any content, aspect or feature of the HRN Website and/or the Software, and to suspend or deny access to the HRN Website or any Software for any reason whatsoever.
4.2 No healthcare advice, legal advice or solicitation. While HRN makes available the date provided by the HRN Software to assist you, nothing contained on the HRN Website, in the HRN Software, or in these Terms and Conditions should be construed as any form of advice or as an offer, endorsement or solicitation in relation to any particular trainer, gym or method of physical exercise whatsoever. You undertake not to rely on the HRN Data or other content of the HRN Website as the sole criterion in making decisions or actions that may influence your healthcare and other personal decisions. You should exercise your own skill and judgment in placing reliance on the information. You may want to commission your own physical wellness check or otherwise consult an expert or professional where necessary.
4.3 Not a medical device. You understand that the HRN Software and/or Website, the Data, and the Participation Reports are not to be used as a medical device. None of the HRN products retains information to make recommendations for the particular medical health and/or condition of any specific user. If you are in doubt as to whether you should use this particular product or service, seek competent medical advice.If you experience any symptoms, pain or discomfort while using the HRN Software and/or Website, or any HRN products or services, you should stop exercising immediately and seek medical attention.
4.4 Insurance companies. You understand that insurance companies, including health insurance companies, may not accept the Participant Report for purposes of determining health care or insurance coverage.
4.5 Lawful use. HRN does not screen or edit any HRN Data or information included in the Participant Reports, or any information available from the HRN Website, and does not accept liability for incorrect, inaccurate, defamatory, obscene or otherwise unlawful content. You are encouraged to inform HRN of any content that may be incorrect, inaccurate, offensive or unlawful. You warrant in favor of HRN that:
4.5.1 by accessing the HRN Software and/or Website, you are legally entitled to do so, that you are duly authorized to use the HRN Software where applicable, and that you have the requisite capacity to conclude legally binding transactions with HRN; and
4.5.2 you will not use the HRN Software and/or Website, or the HRN Data or Participant Reports for any purpose that is unlawful or contrary to these Terms.
5. Electronic Communications
When you sign up to use the HRN Software, visit the HRN Website or send e-mails to us, you are communicating with HRN electronically, and thus, consent to receiving such communications. We will communicate with you by e-mail or by posting notices on the HRN Software and/or Website. You agree that all agreements, notices, disclosures and other communications that HRN provides to you electronically satisfy any legal requirement that such communications be in writing.
6. Accuracy
HRN and its affiliates attempt to be as accurate as possible. However, HRN does not warrant that product descriptions or other content of the HRN Software and/or Website are accurate, complete, reliable, current, or error-free. If the HRN Software and/or Website itself is not as described, your sole remedy is to terminate your use.
7. Reviews and Comments
7.1 Posts. As applicable, visitors may post reviews, comments, and other content, and submit suggestions, ideas, comments, questions, or other information via the HRN Website, so long as the content is not illegal, obscene, threatening, defamatory, invasive of privacy, infringing of intellectual property rights, or otherwise injurious to third parties or objectionable and does not consist of or contain software viruses, political campaigning, commercial solicitation, chain letters, mass mailings, or any form of "spam". You may not post violent, rude, partially nude, discriminatory, unlawful, infringing, hateful, pornographic or sexually suggestive photos or other content via the HRN Software and/or Website. You may not use the HRN Software and/or Website to abuse, harass, impersonate or intimidate any person.
7.2 Representations and Warrants. You represent and warrant that you own or otherwise control all of the rights to the content that you post; that the content is accurate; that use of the content you supply does not violate this policy and will not cause injury to any person or entity; and that you will indemnify HRN or its affiliates for all claims resulting from content you supply.
7.3 License. If you do post content or submit material, and unless we indicate otherwise, you grant HRN and its affiliates a nonexclusive, royalty-free, perpetual, irrevocable, and fully sub-licensable right to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, and display such content throughout the world in any media. You grant HRN and its affiliates and sublicensees the right to use the name that you submit in connection with such content, if they choose.
7.4 No False Information. You may not use a false e-mail address, impersonate any person or entity, or otherwise mislead as to the origin of a post or other content.
7.5 Content Editing. HRN has the right but not the obligation to monitor and edit or remove any activity or content. HRN takes no responsibility and assumes no liability for any content posted by you or any third party. HRN reserves the right (but not the obligation) to remove or edit such content, but does not regularly review posted content.
8. Warranties and Disclaimers
8.1 Product Descriptions. HRN and its affiliates attempt to be as accurate as possible. However, HRN does not warrant that product descriptions, the HRN Software and/or Website is accurate, complete, reliable, current, or error-free. If a product offered by HRN itself is not as described, your sole remedy is to cease use.
8.2 Risk of Loss. All items purchased from HRN are made pursuant to a shipment contract. This basically means that the risk of loss and title for such items pass to you upon our delivery to the carrier.
8.3 Fitness for Particular Use. HRN, the HRN Software and/or Website, the Data and/or the Participation Reports are not medical devices, nor should they be relied on as such. HRN personnel are not medically qualified, and cannot provide medical advice. The HRN products and services are designed only as an aid for personal training and exercise. Any questions regarding the use of the HRN products and services for medical purposes should only be directed to qualified medical personnel.
8.4 Warranties. DISCLAIMER OF WARRANTIES AND LIMITATION OF LIABILITY. THE HRN SOFTWARE AND WEBSITE ARE PROVIDED BY HRN ON AN "AS IS" AND "AS AVAILABLE" BASIS. HRN MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE OPERATION OF THE HRN SOFTWARE, WEBSITE OR THE INFORMATION, CONTENT, MATERIALS, OR PRODUCTS INCLUDED ON THIS WEBSITE. YOU EXPRESSLY AGREE THAT YOUR USE OF THIS SITE IS AT YOUR SOLE RISK. TO THE FULL EXTENT PERMISSIBLE BY APPLICABLE LAW, HRN DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. HRN DOES NOT WARRANT THAT the HRN SOFTWARE, WEBSITE, ITS SERVERS, OR E-MAIL SENT FROM HRN ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. HRN WILL NOT BE LIABLE FOR ANY DAMAGES OF ANY KIND ARISING FROM THE USE OF THIS SITE, INCLUDING, BUT NOT LIMITED TO DIRECT, INDIRECT, INCIDENTAL, PUNITIVE, AND CONSEQUENTIAL DAMAGES. CERTAIN STATE LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS, OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MIGHT HAVE ADDITIONAL RIGHTS.
9. Security
HRN takes precautions to protect your information. When you submit sensitive information via the HRN Software and/or Website, your information is protected both online and offline. If you feel that we are not protecting your information, you should contact us immediately via email.
9.1 Encryption. Wherever we collect sensitive information (such as credit card data), that information is encrypted and transmitted to us in a secure way. You can verify this by looking for a lock icon in the address bar and looking for "https" at the beginning of the address of the Website.
9.2 Offline Protection. While we use encryption to protect sensitive information transmitted online, we also protect your information offline. Only employees who need the information to perform a specific job (for example, billing or customer service) are granted access to personally identifiable information. The computers/servers in which we store personally identifiable information are kept in a secure environment.
9.3 Account Information. You are responsible for maintaining the security and confidentiality of your account and password and for restricting access to your computer, and you agree to accept responsibility for all activities that occur under your account or password. If you are under 18, you may use the HRN Software and/or Website only with involvement and permission of a parent or guardian. HRN and its affiliates reserve the right to refuse service, terminate accounts, remove or edit content, or cancel orders in their sole discretion.
9.3.1 Verification and passwords. All Data stored on the databases accessible through the HRN Software and/or Website is confidential and proprietary to HRN. HRN accordingly reserves the right to conduct whatever verification inquiries it deems appropriate, and to use whatever technological and other measures it deems necessary to detect and prevent unauthorized access or attempts to gain unauthorized access to the HRN Data, Software and/or Website. You therefore agree to comply at your cost with all reasonable security measures which HRN may post from time to time regarding access to the HRN Data, including without limitation, taking all steps necessary to prevent the disclosure of passwords to any third party. If for any reason a password is no longer secure or becomes accessible to any unauthorized person, you must immediately notify HRN thereof.
9.3.2 Unauthorized access. Any person that delivers or attempts to deliver any damaging code to the HRN Software and/or Website or attempts to gain unauthorized access to any page on the HRN Software and/or Website shall be prosecuted and civil damages shall be claimed in the event that HRN suffers any damage or loss.
9.3.3 Security of HRN Software and/or Website. You hereby agree to allow HRN to take all reasonable steps to ensure the integrity and security of the HRN Software and/or Website and back-office applications.
9.3.4 Cookies and Links to Third Party Sites. Our site may use cookies from third party vendors for marketing purposes and to provide information relevant to our clients. Our site may contain links to other sites. We have no control over the privacy of those sites and advise users to review the privacy policy of the linked site.
10. Questions
Questions regarding our policies can be directed to our support staff by clicking on the "Contact Us" link in the HRN Software and/or Website. Or you can email us at: hello@heartrateninja.com
11. Termination
HRN reserves the right to immediately terminate your right to use the HRN Software and/or Website if you violate any provision of these Terms and Conditions. Upon termination, you may no longer use the HRN Software and/or Website.
If you change your mind after deciding to use the HRN Software and/or Website, you may cancel it at any time. You will need to cancel any subscription through the entity in which the HRN Software was purchased, and follow the rules of that entity (i.e. iTunes, Google Play store, etc.).
12. Other Terms
12.1 Applicable law: By using the HRN Software and/or Website, you agree that the laws of the state of New Hampshire, in the United States of America, without regard to principles of conflict of laws, will govern these Conditions of Use and any dispute of any sort that might arise between you and HRN or its affiliates.
12.2 Disputes: Any dispute relating in any way to your use of the HRN Software and/or Website, or to products you purchase through the HRN Website or HRN shall be submitted to confidential arbitration in the state of New Hampshire, in the United States of America, except that, to the extent you have in any manner violated or threatened to violate HRN intellectual property rights, HRN may seek injunctive or other appropriate relief in any state or federal court in the state of New Hampshire, in the United States of America, and you consent to exclusive jurisdiction and venue in such courts. Arbitration under this agreement shall be conducted under the rules then prevailing of the American Arbitration Association. The arbitrators award shall be binding and may be entered as a judgment in any court of competent jurisdiction. To the fullest extent permitted by applicable law, no arbitration under this Agreement shall be joined to an arbitration involving any other party subject to this Agreement, whether through class arbitration proceedings or otherwise.
12.3 Other policies: Please review our other policies posted on the HRN Software and/or Website. These policies also govern your use of the HRN Software and/or Website.
12.4 Changes/Severability: We reserve the right to make changes to the HRN Software and/or Website, policies, and these Terms of Use at any time. If any of these modified terms shall be deemed invalid, void, or for any reason unenforceable, that term shall be deemed severable and shall not affect the validity and enforceability of any remaining terms.