WORKMODE Terms of Service

PLEASE READ THIS LEGAL DOCUMENT CAREFULLY. WorkMode, LLC, (referred herein as “we”, or “us” or “WorkMode”) provides an online coaching and fitness platform for athletes and enthusiasts, services, content and features through WorkMode websites, or device applications (including iOS and Android applications (“Apps”)) and WorkMode-controlled social media pages (including on Facebook, Instagram, Tik Tok, Spotify and Twitter). To make these Terms of Service (the “Terms”) easier to read, the WorkMode Sites and Apps, and WorkMode-controlled social media pages are collectively called the “WorkMode Service” or “the Services”. By registering as a member or by visiting, downloading, browsing, or using the WorkMode Service in any, you (as a “user”) accept and agree to be bound by these Terms, which form a binding agreement between you and WorkMode. PLEASE READ: THESE TERMS CONTAIN A BINDING ARBITRATION AGREEMENT AND CLASS ACTION WAIVER (SECTION 20). READ CAREFULLY, INCLUDING YOUR RIGHT, IF APPLICABLE, TO OPT OUT OF ARBITRATION. EXCEPT FOR CERTAIN TYPES OF DISPUTES DESCRIBED IN SECTION 20 BELOW, OR WHERE PROHIBITED BY LAW, BY ENTERING INTO THESE TERMS YOU EXPRESSLY AGREE THAT DISPUTES BETWEEN YOU AND WORKMODE WILL BE RESOLVED BY BINDING, INDIVIDUAL ARBITRATION, AND YOU HEREBY WAIVE YOUR RIGHT TO PARTICIPATE IN A CLASS ACTION LAWSUIT OR CLASS-WIDE ARBITRATION.

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If you do not wish to be bound by these Terms, you may not access or use the WorkMode Service. Certain elements of the WorkMode Service may be subject to additional terms and conditions specified from time to time; your use of those elements of the WorkMode Service is subject to those additional terms and conditions, which are incorporated into these Terms by this reference. 1. WorkMode Eligibility Requirements Member Age Requirement. You must be at least 13 years old to purchase a Membership and/or become a Member (as defined in the Membership Terms). If you are a parent or legal guardian of a Member under the age of 18 years old, you are subject to these Terms and responsible for that Member’s activity on the WorkMode Service by allowing them to use the WorkMode Service. We may, in our sole discretion, refuse to offer the WorkMode Service to any person or entity and change the eligibility criteria at any time. You are solely responsible for ensuring that these Terms are in compliance with all laws, rules, and regulations applicable to you, and the right to access and use the WorkMode Service is revoked where these Terms or use of the WorkMode Service is prohibited or conflicts with any applicable law, rule or regulation. Further, the WorkMode Service is offered only for your personal, non-commercial use and not for the use or benefit of any third party. 2. License to Use the WorkMode Service License. Subject to your compliance with these Terms and solely for so long as you are permitted by us to access and use the WorkMode Service, WorkMode grants you a limited, non-transferable, non-exclusive, revocable right and license to access and use the WorkMode Service for your own personal, non-commercial purposes, a right which may not be assigned or sublicensed to anyone. This license includes the right to view Content (defined below) available on the WorkMode Service and the right to download one copy of the application to any single device for your personal, non-commercial home use only, provided you keep intact all copyright and other proprietary notices. This license grant is subject to you agreeing to and abiding by the WorkMode Intellectual Property and DMCA policies, which are outlined below. This license will remain in effect unless and until you violate these Terms or this license is terminated by you or WorkMode. Restrictions. Except as expressly permitted in writing by an authorized representative of WorkMode, you will not reproduce, redistribute, sell, transfer, create derivative works from, decompile, reverse engineer, or disassemble the WorkMode Service, nor will you take any measures to interfere with or damage the WorkMode Service. Unless otherwise specified, copying or modifying any Content or using Content for any purpose other than your personal, non-commercial use of the WorkMode Service, including use of any such Content on any other website or networked computer environment, is strictly prohibited. All rights not expressly granted by WorkMode in these Terms are reserved. 3. Privacy Please review the Privacy Policy to learn about: 1. What information we may collect about you; 2. What we use that information for; and 3. With whom we share that information. 4. Membership Requirements Registration To enjoy full access to the WorkMode Service, you must register as a member of the WorkMode Service and enter into a subscription agreement for access to our classes, Content and features (a “Subscription”). Your Subscription is also governed by the Membership Terms. You must provide complete and accurate registration information to WorkMode, complete the Subscription process, and notify us if any of your information changes. If you fail to keep your account information up to date, we may have to suspend or terminate your Subscription. Profile Information and Picture. You may not use someone else’s name, or any name, location, other public profile information or image that violates any third-party rights, is against the law, or that is offensive, obscene or otherwise objectionable (in WorkMode’s sole discretion). Account Security. You are responsible for all activity that occurs under your account, including any activity by unauthorized users. You may not allow others to use your account; this includes furnishing your username and password to third-party developed applications to connect to your account for any reason. You must safeguard the confidentiality of your password, and if you are using a device that others have access to, log out of your account after using the WorkMode Service. If you become aware of an unauthorized access to your account, change your password and notify our support team immediately. 5. Membership Structure and Fees WorkMode will provide information on its then-current Subscription requirements on the WorkMode Site and/or by other means through the WorkMode Service. Features and prices are subject to change. 6. Termination; Account Deletion Term. These Terms begin on the date you first use the WorkMode Service and continue as long as you have an account with us and/or continue to use the WorkMode Service. Termination. WorkMode may, in WorkMode’s sole discretion, suspend, disable, or delete your account (or any part thereof) or block or remove any User Content (defined below) that you submitted, for any lawful reason, including if WorkMode determines that you have violated these Terms or that your conduct or User Content would tend to damage WorkMode’s reputation or goodwill. WorkMode may block your access to the WorkMode Service to prevent re-registration. Effect of Termination / Account Deletion. Upon termination of these Terms all licenses granted by WorkMode will terminate. The following sections survive termination: Privacy (Section 3), User Content (Section 7), Indemnification (Section 11), No Warranties (Section 14), Limitation of Liability (Section 15), Safety Warnings (Section 16), Intellectual Property (Section 17), Arbitration Requirement & Class Action Waiver (Section 19), Contracting Entities, Governing Law and Jurisdiction (Section 20), and all general provisions. For clarity, if you cancel your Subscription or it is terminated for any reason, you will lose access to all classes and any other Content or features provided through the WorkMode Service. WorkMode, in its sole discretion, may make available a very limited amount of Content or features to non-subscribers from time to time, and any use of that Content is governed by these Terms. 7. Rights and Terms for Apps Rights in App Granted. Subject to your compliance with these Terms, WorkMode grants to you a limited non-exclusive, non-transferable, revocable license, with no right to sublicense, to download and install a copy of the App on a mobile device or computer that you own or control and to run such copy of the App solely for your own personal non-commercial purposes. You may not copy the App, except for making a reasonable number of copies for backup or archival purposes. Except as expressly permitted in these Terms, you may not: 1. copy, modify or create derivative works based on the App; 2. distribute, transfer, sublicense, lease, lend or rent the App to any third party; 3. reverse engineer, decompile or disassemble the App; or 4. make the functionality of the App available to multiple users through any means. WorkMode reserves all rights in and to the App not expressly granted to you under these Terms. Accessing App from an App Store. The following terms apply to any App accessed through or downloaded from any app store or distribution platform (like the Apple App Store or Google Play) where the App may now or in the future be made available (each an “App Provider”). You acknowledge and agree that: 5. These Terms are between you and WorkMode, and not with the App Provider, and WorkMode (not the App Provider), is solely responsible for the App. 6. The App Provider has no obligation to furnish any maintenance and support services with respect to the App. 7. In the event of any failure of the App to conform to any applicable warranty, you may notify the App Provider, and the App Provider may refund the purchase price for the App to you (if applicable) and, to the maximum extent permitted by applicable law, the App Provider will have no other warranty obligation whatsoever with respect to the App. Any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty will be the sole responsibility of WorkMode. 8. The App Provider is not responsible for addressing any claims you have or any claims of any third party relating to the App or your possession and use of the App, including, but not limited to: 1. product liability claims; 2. any claim that the App fails to conform to any applicable legal or regulatory requirement; and 3. claims arising under consumer protection or similar legislation. 9. In the event of any third party claim that the App or your possession and use of that App infringes that third party’s intellectual property rights, WorkMode will be solely responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim to the extent required by these Terms. 10.The App Provider and its affiliates are third-party beneficiaries of these Terms as related to your license to the App, and upon your acceptance of the Terms, the App Provider will have the right (and will be deemed to have accepted the right) to enforce these Terms as related to your license of the App against you as a third-party beneficiary thereof. 11.You represent and warrant that 1. you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a terrorist-supporting country; 2. you are not listed on any U.S. Government list of prohibited or restricted parties; 3. you are not an individual, or associated with an entity, designated under the UK’s Terrorist Asset-Freezing etc. Act 2010 (TAFA 2010); and 4. you are not otherwise subject to or affected in any way by any national security or terrorism related rules whether applicable to you personally or to your location or other circumstances. 12.You must also comply with all applicable third-party terms of service when using the App. 8. General Prohibitions and WorkMode’s Enforcement Rights You agree not to do any of the following: 1. Post, upload, publish, submit or transmit any User Content or engage in any activity that: 1. infringes, misappropriates or violates a third party’s patent, copyright, trademark, trade secret, moral rights or other intellectual property rights, or rights of publicity or privacy; 2. violates, or encourages any conduct that would violate, any applicable law or regulation or would give rise to civil liability; 3. is fraudulent, false, misleading or deceptive; 4. is defamatory, obscene, pornographic, vulgar or offensive; 5. promotes discrimination, bigotry, racism, hatred, harassment or harm against any individual or group; 6. is violent or threatening or promotes violence or actions that are threatening to any person, animal, or entity; 7. exploits minors or 8. promotes illegal or harmful activities or substances; 2. Use, display, mirror or frame the WorkMode Service or any individual element within the WorkMode Service, WorkMode’s name, any WorkMode trademark, logo or other proprietary information, or the layout and design of any page or form contained on a page, without WorkMode’s express written consent; 3. Access, tamper with, or use non-public areas of the WorkMode Service, WorkMode’s computer systems, or the technical delivery systems of WorkMode’s providers; 4. Attempt to probe, scan or test the vulnerability of any WorkMode system or network or breach any security or authentication measures; 5. Avoid, bypass, remove, deactivate, impair, descramble, or otherwise circumvent any technological measure implemented by WorkMode or any of WorkMode’s providers or any other third party (including another user) to protect the WorkMode Service or Content; 6. Bypass any territorial restrictions, including IP address-based restrictions that may be applied to the WorkMode Service; 7. Attempt to access, scrape or search the WorkMode Service or Content or download Content from the WorkMode Service, including through the use of any engine, software, tool, agent, device or mechanism (including spiders, robots, crawlers, data mining tools, plugins, add-ons or the like), other than the software and/or search agents provided by WorkMode or other generally available third-party web browsers; 8. Use the WorkMode Service or Content, or any portion thereof, for any commercial purpose or for the benefit of any third party or in any manner not permitted by these Terms or permitted expressly in writing by WorkMode; 9. Forge any TCP/IP packet header or any part of the header information in any email or newsgroup posting, or in any way use the WorkMode Service or Content to send altered, deceptive or false source-identifying information; 10.Attempt to decipher, decompile, disassemble or reverse engineer any of the software used to provide the WorkMode Service or Content; 11. Interfere with, or attempt to interfere with, the access of any user, host or network, including, without limitation, sending a virus, overloading, flooding, spamming, or mail-bombing the WorkMode Service; 12.Collect or store any personally identifiable information from the WorkMode Service from other users of the WorkMode Service without their express permission; 13.Copy, use, index, disclose or distribute any information or data obtained from the WorkMode Service, whether directly or through third parties (such as search engines), without WorkMode’s express written consent; 14.Alter, replicate, store, distribute or create derivatives from the Content available via the WorkMode Service except as expressly permitted in writing by WorkMode; 15.Impersonate or misrepresent your affiliation with any person or entity; 16.Access, use or exploit the WorkMode Service in any manner (other than as expressly permitted by these Terms), including to build, develop (or commission the development of), replicate, or consult upon any product or service that may compete (directly or indirectly) with WorkMode or the WorkMode Service; 17.Violate any applicable law or regulation; or 18.Encourage or enable any other individual to do any of the foregoing. 9. Indemnification You agree to indemnify, defend, and hold harmless WorkMode and its directors, officers, employees, and agents, from and against all claims, damages, losses and costs that arise from or relate to 1. your activities on the WorkMode Service, 2. your violation of these Terms. 10.Third Party Links and Content There may be links on the WorkMode Service that let you leave the particular WorkMode Service you are accessing in order to access a linked site that is operated by a third party. WorkMode neither controls nor endorses these sites, nor has WorkMode reviewed or approved the content that appears on them. WorkMode is not responsible for the legality, accuracy or inappropriate nature of any content, advertising, products or other materials on or available from any such third party sites. You acknowledge and agree that WorkMode is not responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the access or use of any of the links, content, goods or services available on or through these third party sites. 11.No Warranties WorkMode reserves the right to modify the WorkMode Service, including, but not limited to updating, adding to, enhancing, modifying, removing or altering any Content or features of the WorkMode Service, at any time, in its sole discretion. You are responsible for providing your own access (e.g., computer, mobile device, internet connection, etc.) to the WorkMode Service. WorkMode has no obligation to screen or monitor any Content and does not guarantee that any Content available on the WorkMode Service is suitable for all users or that it will continue to be available for any length of time. WorkMode provides the WorkMode Service on an “AS IS” and “AS AVAILABLE” basis. You therefore use the WorkMode Service at your own risk. Other than as expressly provided in writing by WorkMode in connection with your purchase of a WorkMode product, to the extent permitted by law, WorkMode expressly disclaims any and all warranties of any kind, whether express or implied, including, but not limited to implied warranties of merchantability, fitness for a particular purpose, non-infringement, quiet enjoyment and any other warranty that might arise under any law. Without limiting the foregoing, WorkMode makes no representations or warranties: 1. That the WorkMode Service is or will be permitted in your jurisdiction; 2. That the WorkMode Service will be uninterrupted or error-free; 3. Concerning any Content; 4. That the WorkMode Service will meet your personal or professional needs; 5. That WorkMode will continue to support any particular feature of the WorkMode Service; or 6. Concerning sites and resources outside of the WorkMode Service, even if linked to from the WorkMode Service. To the extent that another party may have access to or view Content on your device, you are solely responsible for informing such party of all disclaimers and warnings in these Terms. TO THE EXTENT ANY DISCLAIMER OR LIMITATION OF LIABILITY DOES NOT APPLY, TO THE FULLEST EXTENT PERMITTED BY LAW, ALL APPLICABLE EXPRESS, IMPLIED, AND STATUTORY WARRANTIES WILL BE LIMITED IN DURATION TO A PERIOD OF 30 DAYS AFTER THE DATE ON WHICH YOU FIRST USED THE WORKMODE SERVICE, AND NO WARRANTIES SHALL APPLY AFTER SUCH PERIOD. 12.Limitation of Liability To the fullest extent permitted by law: 1. WorkMode shall not be liable for any indirect, incidental, special, consequential, punitive, or exemplary damages, including but not limited to damages for loss of profits, economic or pure economic losses, goodwill, use, data, service interruption, computer damage, system failure, inability to use the WorkMode Service or Content or other intangible losses, even if a limited remedy set forth herein is found to have failed its essential purpose; and 2. WorkMode’s total liability to you for all claims, in the aggregate, will not exceed the amount actually paid by you to WorkMode over the 12 months preceding the date your first claim(s) arose. If you live in a jurisdiction that does not allow the exclusion or limitation of liability for consequential or incidental damages, the above limitation does not apply to you. To the extent that one or any aspect of WorkMode’s limitations set out above does not apply, all remaining aspects survive. The exclusions and limitations of damages set forth above are fundamental elements of the basis of the bargain between WorkMode and you. 13.Safety Warnings THE WORKMODE SERVICE OFFERS HEALTH AND FITNESS INFORMATION AND IS DESIGNED FOR EDUCATIONAL AND ENTERTAINMENT PURPOSES ONLY. YOU SHOULD CONSULT YOUR PHYSICIAN OR GENERAL PRACTITIONER BEFORE BEGINNING A NEW FITNESS PROGRAM. YOU SHOULD NOT RELY ON THIS INFORMATION AS A SUBSTITUTE FOR, NOR DOES IT REPLACE, PROFESSIONAL MEDICAL ADVICE, DIAGNOSIS, OR TREATMENT. IF YOU HAVE ANY CONCERNS OR QUESTIONS ABOUT YOUR HEALTH, YOU SHOULD ALWAYS CONSULT WITH A PHYSICIAN, GENERAL PRACTITIONER OR OTHER HEALTH-CARE PROFESSIONAL. DO NOT DISREGARD, AVOID OR DELAY OBTAINING MEDICAL OR HEALTH RELATED ADVICE FROM YOUR HEALTHCARE PROFESSIONAL BECAUSE OF SOMETHING YOU MAY HAVE READ ON THE WORKMODE SITE OR HEARD ON THE WORKMODE SERVICE. THE USE OF INFORMATION PROVIDED THROUGH THE WORKMODE SERVICE IS SOLELY AT YOUR OWN RISK AND IS NOT MEDICAL OR HEALTHCARE ADVICE. NOTHING STATED OR POSTED ON THE WORKMODE SITE OR AVAILABLE THROUGH ANY WORKMODE SERVICE IS INTENDED TO BE, AND MUST NOT BE TAKEN TO BE, THE PRACTICE OF MEDICAL OR COUNSELING CARE. FOR PURPOSES OF THESE TERMS, THE PRACTICE OF MEDICINE AND COUNSELING INCLUDES, WITHOUT LIMITATION, PSYCHIATRY, PSYCHOLOGY, PSYCHOTHERAPY, OR PROVIDING HEALTH CARE TREATMENT, INSTRUCTIONS, DIAGNOSIS, PROGNOSIS OR ADVICE. THE WORKMODE SERVICE IS CONTINUALLY UNDER DEVELOPMENT AND, TO THE FULL EXTENT PERMITTED BY LAW, WORKMODE MAKES NO WARRANTY OF ANY KIND, IMPLIED OR EXPRESS, AS TO ITS ACCURACY, COMPLETENESS OR APPROPRIATENESS FOR ANY PURPOSE. IN THAT REGARD, DEVELOPMENTS IN MEDICAL RESEARCH MAY IMPACT THE HEALTH, FITNESS AND NUTRITIONAL ADVICE THAT APPEARS HERE. NO ASSURANCE CAN BE GIVEN THAT THE ADVICE CONTAINED IN THE WORKMODE SERVICE WILL ALWAYS INCLUDE THE MOST RECENT FINDINGS OR DEVELOPMENTS WITH RESPECT TO THE PARTICULAR MATERIAL. In becoming a user of WorkMode with the intent of using the WorkMode Service, you affirm that either (A) all of the following statements are true: 1. no physician or general practitioner has ever informed you that you have a heart condition or that you should only do physical activities recommended by a physician or general practitioner; 2. you have never felt chest pain when engaging in physical activity; 3. you have not experienced chest pain when not engaged in physical activity at any time within the past month; 4. you have never lost your balance because of dizziness and you have never lost consciousness; 5. you do not have a bone or joint problem that could be made worse by a change in your physical activity; 6. your physician or general practitioner is not currently prescribing drugs for your blood pressure or heart condition; 7. you do not have a history of high blood pressure, and no one in your immediate family has a history of high blood pressure or heart problems; and 8. you do not know of any other reason you should not exercise; or (B) your physician or general practitioner has been specifically consulted by you and approved of your use of the WorkMode Service. If applicable, you further affirm that 1. you are not pregnant, breastfeeding or lactating; unless 2. your physician or general practitioner has been specifically consulted and approved your use of the WorkMode Service. WorkMode reserves the right to refuse or cancel your membership if we determine that you have certain medical conditions or that the representations set forth above are untrue in any respect. 14.Intellectual Property and DMCA POLICY These WorkMode Intellectual Property and DMCA terms sets forth additional requirements, guidelines, rights, and licenses with regard to WorkMode’s intellectual property and the intellectual property of others. These terms also apply to WorkMode licensees, developers, Members, customers, and other parties wishing to use our intellectual property. 1. WorkMode respects the intellectual property rights of others, and we ask our users to do the same. As between you and WorkMode, WorkMode owns the WorkMode Service, the Content, Trademarks (as defined below), copyrights, patents, and any other audio-visual or static content, photographs, audio, images, illustrations, graphics, software, features, code, data, materials and information displayed on or otherwise made available through the WorkMode Service, other than content that has been licensed to us by third parties (collectively, “WorkMode IP”). This includes all intellectual property and proprietary rights in and to such WorkMode IP. As a reminder, the WorkMode Service is only for your personal, non-commercial use. The WorkMode name, logos and affiliated properties, designs, trademarks, service marks, trade names, and trade dress (collectively, “Trademarks”) are the exclusive property of WorkMode and/or its affiliates, whether registered or unregistered, and may not be used in connection with any product or service that is not ours, or in any manner that is likely to cause confusion as to our endorsement, affiliation or sponsorship of any person, product or service. Nothing contained in the WorkMode Service or in these terms should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any of our Trademarks or other intellectual property without our express prior written consent. 2. WorkMode Content and Trademarks. Only WorkMode and its authorized licensees may use the Content and/or Trademarks in advertising, promotional, and marketing assets or materials or for any other commercial purpose. Any permitted use must at all times be made in accordance with the agreement between the licensee and WorkMode and must adhere to the following requirements: 1. The Content and/or Trademarks are not modified or combined with other marks in any way, including, but not limited to, changing the color, ratio, audio, audio-visual, font, or materials captured or contained therein. 2. Include attributions as required by WorkMode. 3. Such use presents WorkMode, the Content, and our products, services, and brand in a favorable light. 4. The Trademarks or WorkMode name are not part of the service or product name or domain names, or websites, nor are any variations, abbreviations or formative uses, phonetic equivalents, or foreign language translations. 5. The “WorkMode” word mark appears less prominently than the name of your service or product. 6. Any reference to WorkMode and/or the Content or our services and products must not appear to endorse, sponsor, show an affiliation with or association between WorkMode and/or the Content or our services and products and you or your products and services. Any unauthorized use of our Trademarks or Content is strictly prohibited. 3.WorkMode Intellectual Property Restrictions and Reservations. Except as expressly permitted by WorkMode, you may not download, display, copy, distribute, modify, perform, transfer, use, license, sublicense, create derivative works from, sell or otherwise exploit any WorkMode IP. Additionally, you are not permitted to alter, delete or conceal in any manner any copyright, Trademark, or other notices contained on the WorkMode Service, including, without limitation, notices on any Content you transmit, display, print, stream, or interact with on the WorkMode Service. Any unauthorized or prohibited use of any WorkMode IP may violate or infringe copyrights or other intellectual property laws of the United States and other countries, as well as applicable local and state laws, and may subject you to liability for such unauthorized use. WorkMode retains all right, title and interest in and to the WorkMode IP, and except for the limited rights and licenses granted to you under this Terms or the Terms of Service, nothing shall be construed to restrict, impair, encumber, license, alter, deprive or adversely affect the WorkMode IP, or any of WorkMode’s rights or interests therein. 4. If you believe that the WorkMode Service or any Content infringes or misappropriates your intellectual property rights or the intellectual property rights of others (other than copyrights), please submit written notice to us at (ADD EMAIL) 5. If you believe that your work has been copied in a way that constitutes copyright infringement, please provide us with a written notice to our copyright agent (contact information below) containing the following information: 1. Your name, address, telephone number, and email address. 2. A description of the copyrighted work that you claim has been infringed. 3. A description of where on the WorkMode Site the material that you claim is infringing may be found, sufficient for WorkMode to locate the material (e.g., the URL). 4. A statement that you have a good faith belief that the use of the copyrighted work is not authorized by the copyright owner, its agent, or the law. 5. A statement by you UNDER PENALTY OF PERJURY that the information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf. 6. Your electronic or physical signature. You may submit this information, or any counter-notice, via: BUSINESS CONTACT INFORMATION If properly notified that any materials infringe a third party’s copyright, WorkMode will promptly remove such materials from the WorkMode Site in accordance with the U.S. Digital Millennium Copyright Act or equivalent laws which are applicable in other jurisdictions. In addition, WorkMode may, when appropriate, terminate the accounts of repeat copyright infringers. WorkMode may disclose any communications, including your contact information, concerning DMCA, or other applicable copyright notices or other intellectual property complaints with third parties, including the users who have posted the allegedly infringing material. If you have questions about the legal requirements of a DMCA notice, please contact an attorney or see Section 512(c)(3) of the U.S. Copyright Act, 17 U.S.C. § 512(c)(3), for more information. If you have questions about the legal requirements of a DMCA counter-notification, please contact an attorney or see Section 512(g) (3) of the U.S. Copyright Act, 17 U.S.C. § 512(g)(3), for more information. You acknowledge and agree that your use of the WorkMode Services and any Content contained therein is dependent upon you agreeing to and abiding by the WorkMode Intellectual Property and DMCA terms at all times. You further acknowledge that the WorkMode Service contains software and other content that is protected by copyrights, patents, trademarks, trade secrets or other proprietary rights, and that these rights are valid and protected in all forms, media and technologies existing now or hereafter developed. All WorkMode-generated content, and content provided to WorkMode by its partners and licensors, is copyrighted individually and/or as a collective work under the U.S. copyright laws and all applicable international copyright (or equivalent) laws in all jurisdictions and protected under other intellectual property laws worldwide; further, as between you and WorkMode, WorkMode own intellectual property rights in the selection, coordination, arrangement and enhancement of all content in the WorkMode Service. 15.ARBITRATION AGREEMENT & CLASS ACTION WAIVER – IMPORTANT – PLEASE REVIEW AS THIS MAY AFFECT YOUR LEGAL RIGHTS. APPLICABLE TO THE FULL EXTENT PERMITTED BY LAW. 1. Applicability of Arbitration Agreement. You agree that any dispute or claim relating in any way to your access or use of the WorkMode Service , to any products sold or distributed through the Platform, or to any aspect of your relationship with WorkMode, will be resolved by binding arbitration rather than in court, except that (1) you may assert claims in small claims court if your claims qualify; and (2) you or WorkMode may seek equitable relief in court for infringement or other misuse of intellectual property rights (such as trademarks, trade dress, domain names, trade secrets, copyrights, and patents). 2. Arbitration Rules and Forum. The Federal Arbitration Act governs the interpretation and enforcement of this Arbitration Agreement. To begin an arbitration proceeding, you must send a letter requesting arbitration and describing your claim to [ADDRESS]. The arbitration will be conducted by JAMS, an established alternative dispute resolution provider. Disputes involving claims and counterclaims under $250,000, not inclusive of attorneys’ fees and interest, shall be subject to JAMS’s most current version of the Streamlined Arbitration Rules and procedures available at http://www.jamsadr.com/rules-streamlinedarbitration/; all other claims shall be subject to JAMS’s most current version of the Comprehensive Arbitration Rules and Procedures, available at http://www.jamsadr.com/ rules-comprehensive-arbitration/. JAMS’s rules are also available at jamsadr.com or by calling JAMS at 800-352- 5267. If JAMS is not available to arbitrate, the parties will select an alternative arbitral forum. If the arbitrator finds that you cannot afford to pay JAMS’s filing, administrative, hearing and/or other fees and cannot obtain a waiver from JAMS, We will pay them for you. In addition, We will reimburse all such JAMS’s filing, administrative, hearing and/or other fees for claims totaling less than $10,000 unless the arbitrator determines the claims are frivolous. You may choose to have the arbitration conducted by telephone, based on written submissions, or in person in the country where you live or at another mutually agreed location. Any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. 3. Authority of Arbitrator. The arbitrator shall have exclusive authority to (a) determine the scope and enforceability of this Arbitration Agreement and (b) resolve any dispute related to the interpretation, applicability, enforceability or formation of this Arbitration Agreement including, but not limited to any claim that all or any part of this Arbitration Agreement is void or voidable. The arbitration will decide the rights and liabilities, if any of the parties. The arbitration proceeding will not be consolidated with any other matters or joined with any other cases or parties. The arbitrator shall have the authority to grant motions dispositive of all or part of any claim. The arbitrator shall have the authority to award monetary damages and to grant any non- monetary remedy or relief available to an individual under applicable law, the arbitral forum’s rules, and the Terms (including the Arbitration Agreement). The arbitrator shall issue a written award and statement of decision describing the essential findings and conclusions on which the award is based, including the calculation of any damages awarded. The arbitrator has the same authority to award relief on an individual basis that a judge in a court of law would have. The award of the arbitrator is final and binding upon both parties. 4. Waiver of Jury Trial. YOU AND US HEREBY WAIVE ANY CONSTITUTIONAL AND STATUTORY RIGHTS TO SUE IN COURT AND HAVE A TRIAL IN FRONT OF A JUDGE OR A JURY. Both parties are instead electing that all claims and disputes shall be resolved by arbitration under this Arbitration Agreement, except as specified above. An arbitrator can award on an individual basis the same damages and relief as a court and must follow these Terms as a court would. However, there is no judge or jury in arbitration, and court review of an arbitration award is subject to very limited review. 5. Waiver of Class or Other Non-Individualized Relief. ALL CLAIMS AND DISPUTES WITHIN THE SCOPE OF THIS ARBITRATION AGREEMENT MUST BE ARBITRATED ON AN INDIVIDUAL BASIS AND NOT ON A OR COLLECTIVE CLASS BASIS, ONLY INDIVIDUAL RELIEF IS AVAILABLE, AND CLAIMS OF MORE THAN ONE CUSTOMER OR USER CANNOT BE ARBITRATED OR CONSOLIDATED WITH THOSE OF ANY OTHER CUSTOMER OR USER. If a decision is issued stating that applicable law precludes enforcement of any part of this subsection’s limitations as to a given claim for relief, then that claim must be severed from the arbitration and brought in the state or federal courts located in the State of Delaware. All other claims shall be arbitrated. 6. 30-Day Right to Opt Out. You have the right to opt out of the provisions of this Arbitration Agreement by sending written notice of your decision to opt out to the following address: [ADDRESS], within 30 days after first becoming subject to this Arbitration Agreement. Your notice must include your name and address, the email address you used to set up your account (if you have one), and an unequivocal statement that you want to opt out of this Arbitration Agreement. If you opt out of this Arbitration Agreement, all other parts of these Terms will continue to apply to you. Opting out of this Arbitration Agreement has no effect on any other arbitration agreements that you may currently have, or may enter in the future, with WorkMode. 7. Severability. Except as provided above, if any part or parts of this Arbitration Agreement are found under the law to be invalid or unenforceable, then such specific part or parts shall be of no force and effect and shall be severed and the remainder of the Arbitration Agreement shall continue in full force and effect. 8. Survival of Agreement. This Arbitration Agreement will survive the termination of your relationship with WorkMode. 9. Modification. Notwithstanding any provision in these Terms to the contrary, we agree that if WorkMode makes any future material change to this Arbitration Agreement, you may reject that change within thirty (30) days of such change becoming effective by writing to WorkMode at the following address: [ADDRESS] 16.Governing Law and Jurisdiction These Terms shall be governed by the laws of the State of Delaware, United States of America, without regard to principles of conflicts of law. 17.Interpretation; Severability; Waiver; Remedies Headings are for convenience only and shall not be used to construe these Terms. If any term of these Terms is found invalid or unenforceable by any court of competent jurisdiction, that term will be severed from these Terms. No failure or delay by WorkMode in exercising any right hereunder will waive any further exercise of that right. The waiver of any such right or provision will be effective only if in writing and signed by a duly authorized representative of WorkMode. WorkMode’s rights and remedies hereunder are cumulative and not exclusive. 18.Successors; Assignment; No Third Party Beneficiaries These Terms are binding upon and will inure to the benefit of both parties and their respective successors, heirs, executors, administrators, personal representatives, and permitted assigns. You may not assign or transfer these Terms without WorkMode’s prior written consent. WorkMode may assign its rights, obligations and/or these Terms at any time in its sole discretion without notice to you. 19.Notices You consent to receive all communications including notices, agreements, disclosures, or other information from WorkMode electronically. WorkMode may communicate by email or by posting to the WorkMode Service. For support-related inquiries, you may email [SUPPORT EMAIL]. For all other notices to WorkMode, write to the following addresses: ADD COMPANY ADDRESS AND EMAIL Nothing in these Terms or otherwise limits WorkMode’s right to object to subpoenas, claims, or other demands. 20.Modification We may update these Terms at any time, in our sole discretion. If we do so, we’ll let you know by, at a minimum, posting the updated Terms (as indicated by a revised “Last Updated” date at the top of this page) on the WorkMode Site and/or through the WorkMode Service. Modifications will be effective on the date that they are posted to the WorkMode Site. It’s important that you review the Terms whenever we update them before you use the WorkMode Service. If you continue to use the WorkMode Service after we have posted updated Terms, you agree to be bound by the updated Terms. If you don’t agree to be bound by the updated Terms, then, except as otherwise provided in Section 20(7) “Effect of Changes on Arbitration,” you may not use the WorkMode Service anymore. Because the WorkMode Service is evolving over time, we may change or discontinue all or any part of the WorkMode Service, at any time and without notice, at our sole discretion. 21.Entire Agreement These Terms incorporate the following legal documents by reference, as well as any other policies or procedures referenced herein that are posted to the WorkMode Site from time to time: 1. Membership Terms 2. Privacy Policy In the event of a conflict between any policies posted on the WorkMode Service and these Terms, these Terms will control. These Terms represent the entire understanding between WorkMode and you regarding the WorkMode Service or Content and supersede all prior agreements and understandings regarding the same. If any provision of these Terms is held invalid or unenforceable by an arbitrator or a court of competent jurisdiction, that provision will be enforced to the maximum extent permissible, and the other provisions of these Terms will remain in full force and effect. 22.Force Majeure Neither Party shall be liable for any failure or delay in performance under these terms (other than for delay in the payment of money due and payable in accordance with these terms) for causes beyond the party’s reasonable control and not caused by that party’s fault, or negligence, including, but not limited to, “acts of God”, acts of government, flood, fire, civil unrest, acts of terror, strikes or other labor problems, computer attacks or malicious acts, such as attacks on or through the internet, any internet service provider, telecommunications or hosting facility, but in each case, only if and to the extent that the non-performing Party is without fault in causing such failure or delay, and the failure or delay could not have been prevented by reasonable precautions and measures and cannot reasonably be circumvented by the non-conforming Party through the use of alternate sources, workaround plans, disaster recovery, business continuity measures or other means. Dates by which performance obligations are scheduled to be met will be extended for a period of time equal to the time lost due to any delay so caused.