A. Next Level provides personal fitness training, coaching, and programs to its customers.

B. Customer desires to retain Next Level to provide personal fitness training, coaching, and programs. 

 

NOW THEREFORE, in consideration of the covenants and agreements contained herein, Next Level and Customer agree as follows:

 

 

1. Definitions. In addition to the terms otherwise defined in this Agreement, for purposes of this Agreement, the following capitalized terms have the meanings set forth below:

 

1.1 “Intellectual Property” means any and all intellectual property, including without limitation, patents, trade secrets, copyrights, database rights, training programs, diet programs, fitness routines, coaching materials, unpatented processes, plans, ideas, concepts, techniques, inventions, works of authorship, documents, diagrams, drawings, designs, training methods, software, technology, know-how, knowledge, and other protectable information or subject matter, regardless of whether such rights arise under the law of the United States or any other state, country or jurisdiction as may now exist or hereafter come into existence.

 

1.2 “Proprietary Rights” means all worldwide ownership, right, title and interest in and to patents, copyrights, trademarks, trade dresses, trade secrets and all other intellectual property and all applications, registrations and renewals applicable thereto and all rights to assign, license or sublicense the foregoing.

 

1.3 “Reimbursable Expenses” means all authorized expenditures made by Next Level in the performance of the Services which have been approved by Customer (including but not limited to, mileage, travel costs, and material costs).

 

1.4 “Services” means the services performed by Next Level for Customer pursuant to this Agreement, and may include but is not limited to, in-person training, virtual training, group training, diet programs, training materials and programs, personal fitness coaching, and/or other Services agreed upon between Next Level and Customer that relate to personal fitness training and coaching and stated in this Agreement.

 

2.1 During the Term, Next Level will provide the Services to the Customer, which may be amended or altered as stated below:

 

8 Week Bootcamp Program (16 or 8 Sessions) or Single Drop-In Session

 

3. Term. Subject to Section 9, this Agreement will start on October 28, 2024 and will continue for a period of 8 weeks (the “Term”). This Agreement will terminate upon the expiration of the Term unless the Parties have entered into a new agreement or an amendment prior to the expiration of the Term. 

 

Customer acknowledges that results of Next Level’s Services may vary from customer to customer and depend on, without limitation, the Customer’s individual efforts, diet, discipline, and body type. Customer voluntarily waives any and all claims, demands, suits, complaints, and causes of action against Next Level arising out of Next Level’s Services or the results/outcome of Next Level’s Services. 

 

5.1. The fee for the Services (the “Fee”) is $289.00 for the full 8 week bootcamp program, or $199.00 for 8 sessions. Please refer to the enrollement page for current fees. Single drop-in sessions are $30. The Fee is exclusive of all sales taxes and similar charges that are based on or measured by the Fee billed to Customer, if required or permitted by a tax authority to be collected and paid by Next Level.

 

5.2. Customer is required to pay the Fee in full prior to the start of the Term for all 8 week or session packages. If Next Level incurs any legal fees or costs, including but not limited to, attorney fees, courts costs, arbitration fees and costs, mediation fees, and costs, or any other fees or costs related to collection of Fee for the Services, Next Level will be entitled to reimbursement for all reasonable fees and costs incurred. The deposit amount is non-refundable.

 

6.1 Customer grants Next Level a non-exclusive, non-transferable and royalty free right to use the photographs of the Customer’s progress and results for marketing purposes. Customer may, upon execution of the Agreement, notify Next Level in writing that Next Level may not use photographs of the Customer for marketing purposes. 

 

6.2 In providing the Services, Customer may have access to Next Level’s confidential or proprietary information, which includes the Intellectual Property. Next Level owns all Intellectual Property provided to Customer and has Proprietary Rights in all Intellectual Property provided to Customer. Customer agrees to maintain the confidentiality of the Intellectual Property and not use or share such Intellectual Property for any purpose. Upon termination of this Agreement, Customer shall return all Next Level Intellectual Property or delete or destroy any Next Level Intellectual Property in its possession.

 

7. Indemnification. Customer (“Indemnifying Party”), shall indemnify, defend and hold harmless Next Level and its officers, directors, managers, employees, coaches, affiliates, representatives, agents, and contractors (collectively, “Indemnified Party”), from and against any and all third-party claims, demands, suits, complaints, judgments, causes of action, costs, expenses, losses and liabilities, including, without limitation, reasonable attorneys’ fees (collectively, “Losses”), to the extent arising out of or relating to the Services provided from Next Level to Customer or this Agreement. 

 

8.1 Customer acknowledges that the Services include and require, without limitation, intense physical strain and activity. Customer understands and is aware that strength, flexibility and aerobic exercise, including the use of equipment, is a potentially hazardous activity. Customer has been informed of, understands, and is aware that fitness activities and the Services involve a risk of injury, including a remote risk of death or serious disability. Customer acknowledges that he/she is voluntarily participating in these activities and using equipment and machinery with full knowledge, understanding and appreciation of the dangers and risks involved. Customer hereby agrees to expressly assume and accept any and all risks of injury or death arising out of the Services or this Agreement. 

 

8.2 In consideration of being allowed to participate in any way in Next Level’s training programs and to receive any of the Services, Customer, hereby knowingly, voluntarily acknowledges, appreciates and agrees that:

 

a. Participating in and accepting the Services may subject me to conditions and/or situations that involve risk of injury, including but not limited to serious injury, permanent disability, paralysis, death, and severe social, physical, and economic losses, which might result, not only from my own actions, inactions or negligence, but also from the actions, inactions or negligence of others, including but not limited to employees, owners, contractors, and agents of Next Level, and that there may be other risks not known or not reasonably foreseeable at this time. Although particular skills, equipment, personal discipline, and instruction may reduce the risk of injury, the risk of injury does exist. I certify that I am physically fit and have not been advised otherwise by a qualified medical person that I cannot participate in the Services offered by Next Level.

 

b. I knowingly and freely agree to assume all risks, both known and unknown, associated with my participation in the Services, whether arising from the negligence or inaction of employees, owners, contractors, and agents of Next Level, the use of equipment provided by Next Level, any condition existing on property upon which the Services are held or rendered (whether such property is owned by the Next Level or otherwise), or from other conditions beyond the control of the Next Level (e.g., actions of other participants, weather conditions, plants, insects and rugged terrain). I have the right and responsibility to inspect the equipment and facilities prior to events and, if I believe that anything may be unsafe, I will advise Next Level owner, Chad Demchik, of the condition and may refuse to participate. Participation assumes consent.

 

c. I agree to accept full personal responsibility for any and all damages following any injury resulting from my participation in the Services. Further, I accept full personal responsibility for any and all injuries and/or damage to property or other persons that in any way relates to my presence and/or participation in the Services. I agree to follow the reasonable direction of any and all instructors of Next Level. Next Level instructors have the sole and exclusive discretion to include or exclude me from Next Level’s Services.

 

d. I, for myself and on behalf of my heirs, assigns, personal representatives and next of kin, HEREBY RELEASE, DISCHARGE, INDEMNIFY, DEFEND, HOLD HARMLESS, AND COVENENT NOT TO SUE Next Level, its officers, directors, managers, employees, coaches, affiliates, representatives, agents, and contractors, other participants, sponsors, advertisers, and, if applicable, owners and lessors of property used for the Services (“Releasees”), WITH RESPECT TO ANY INJURY, LOSS, OR DAMAGE to person or property, including myself, and/or associated with my presence or participation in the Services offered by Next Level, WHETHER ARISING FROM THE NEGLIGENCE OF NEXT LEVEL, RELEASEES, AND/OR ANY OTHER PARTICIPANT OR PERSON, and regardless of whether on property being used by Next Level, to the fullest extent permitted by law, including all claims, actions, damages, liability, costs, loses and expense of every nature and kind whatsoever, including without limitation, attorney fees, court costs and the actual expense of litigation, judgment, and settlement relative thereto. The releases, waivers and indemnities set forth herein are intended to, and shall be, deemed interpreted, construed and enforced as the fullest, broadest and most complete indemnities, releases and waivers permitted by law or in equity. This agreement shall continue in full force and effect and shall not be merged, extinguished or modified except on the express written and executed agreement of the parties and shall apply to any Services offered by Next Level or the Releasees now and in the future and in which I participate. 

 

e. I acknowledge that I may be photographed and/or videotaped while participating in Next Level’s Services. I authorize Next Level to utilize my photographic images and videos in its brochures and advertisements in any media, including social media. In giving my consent, I hereby release and hold harmless Next Level from any and all responsibility or liability relating to the use of the photographic images. I understand that neither I, nor any member of my family, will receive compensation should any photographic image or video authorized hereunder be used. I further agree that participation in any publication and website produced by Next Level and/or Releasees confers no rights of ownership to me or my family over such photographic images or videos whatsoever.

f. I acknowledge that I am responsible for acting in a professional and respectful manner, and in compliance with all federal, state and local laws during the term of this Agreement. Breaches of professional conduct are subject to termination of Agreement. Examples of such breaches are: abusive misconduct, fighting or other physical abuse, indecent behavior, theft, dishonesty, sabotage, serious breaches of health and safety rules, offensive behavior such as discrimination, harassment, bullying, abuse and violence and gross insubordination to Next Level, its officers, directors, managers, employees, coaches, affiliates, representatives, agents, and contractors, other participants, sponsors, advertisers, and, if applicable, owners and lessors of property used for the Services (“Releasees”).

 

I HAVE READ THIS WAIVER, RELEASE OF LIABILITY AND ASSUMPTION OF RISK AGREEMENT, FULLY UNDERSTAND ITS TERMS, UNDERSTAND THAT I HAVE GIVEN UP SUBSTANTIAL RIGHTS BY SIGNING IT, AND SIGN IT FREELY AND VOLUNTARILY WITHOUT ANY INDUCEMENT.

 

9.1 The Agreement terminates upon the expiration of the Term, unless the Customer and Next Level have entered into a new agreement or an amendment prior to the expiration of the Term. If Customer unilaterally terminates the Agreement before the expiration of the Term, the Fee will not be reimbursed. 

 

9.2 In the event of a breach of this Agreement by Customer, Next Level will have the right to terminate the Agreement and seek such other remedies available under this Agreement, or at law or in equity. If Next Level incurs any legal fees or costs, including but not limited to, attorney fees, courts costs, arbitration fees and costs, mediation fees, and costs, or any other fees or costs related enforcement of this Agreement, Next Level will be entitled to reimbursement for all reasonable fees and costs incurred.

 

10. Force Majeure. Notwithstanding anything to the contrary contained in this Agreement, if Next Level is delayed or prevented from complying with the Agreement or providing Services, either totally or in part, by reason of fire, flood, storm, strike, acts, omissions, any law, order, proclamation, regulation, ordinance, demand, seizure or requirement of any governmental authority, riot, civil commotion, war, rebellion, act of terrorism, nuclear or other accident, explosion, casualty, disease, pandemics, epidemics, or act of God, or act, omission or delay in acting by any governmental or military authority or third party or any other cause, whether or not of a class or kind listed in this sentence, beyond the reasonable control and without the fault of Next Level (each, a “Force Majeure Event”), then upon notice to the Customer, the affected provisions and/or other requirements of this Agreement shall be suspended during the period of such Force Majeure Event and Next Level shall have no liability to the Customer, or any other third party in connection therewith, and Next Level shall have the right to terminate this Agreement by virtue of a Force Majeure Event; provided that Next Level shall use all commercially reasonable efforts to perform its obligations as soon as possible. Nothing in this section shall excuse payment by Customer to Next Level for Services performed.

 

11. Notices. All notices, requests, demands and other communications which are required or may be given under this Agreement shall be in writing and shall be deemed to have been duly given when received if personally delivered; when transmitted if transmitted by e-mail; the day after it is sent, if sent for next day delivery to a domestic address by recognized overnight delivery service (e.g., FedEx); and upon receipt, if sent by certified or registered mail, return receipt requested. 

 

In each case, notice will be sent to:

 

If to Next Level: 

8131 Racine, Warren, MI 48093

chad@getfitwithnextlevel.com

 

If to Customer, details are entered in applicable form. 

12. Entire Agreement/Freely Negotiated Agreement. This Agreement constitutes the entire agreement among the Parties with respect to the referenced subject matter(s), and supersedes all prior communications, negotiations, understandings, agreements or representations, either written or oral, by or among the Parties regarding such subject matter(s). This Agreement may not be altered, modified, or amended in any respect, except upon the written agreement of the Parties. 

 

13. No Presumption Against Drafting Party. The Parties acknowledge that each of them has participated in the negotiation and the drafting of this Agreement. For the purposes of interpreting this Agreement, each provision, paragraph, sentence, and word will be deemed to have been collectively drafted by all Parties. The Parties intend for this Agreement to be construed neutrally in accordance with the plain meaning of the language contained herein and not presumptively construed against any actual or purported drafter of any specific language contained herein.

 

14. Weather Delays. Bootcamps are held in rain, snow or shine. Bootcamps may be rescheduled for active storms in progress or pending storms at the discretion of Next Level. Rescheduled sessions for weather will be communicated to all participants 30 minutes prior to the start of the session on a particular day, when applicable.

15. Bootcamp Location Changes. Bootcamp is held in Warren, MI. 

16. Section Headings. The captions, subject, section and/or paragraph headings in this Agreement are included for convenience and reference only. They do not form a part hereof and do not in any way codify, interpret, limit or reflect the intent of the Parties. Such headings shall not be used to construe or interpret any provision of this Agreement.