Terms of Use and Conditions

Acceptance of Terms

Fitizen.com and its subsidiaries and affiliates (hereinafter collectively referred to as Fitizen.) provides service to you subject to the following Terms of Use, which may be updated by us from time to time without notice to you. These Terms of Use constitute a binding agreement between Fitizen and you governing your use of the Website. By using and/or visiting the www.fitizen.com Website or any other Websites owned by Fitizen (collectively the “Website”), you signify your assent to both these Terms of Use and the Fitizen Privacy Policy, which is specifically incorporated into the Fitizen.com Terms of Use. You are only authorized only to use the Website if you agree to abide by all applicable laws and to these Terms of Use. Please read these Terms of Use carefully. If you do not agree to these Terms of Use, please do not use the Website.

Access to the Website

Fitizen hereby grants you permission to use the Website as set forth in these Terms of Use, provided that: (i) your use of the Website as permitted is solely for your personal, noncommercial use; (ii) you will not copy or distribute any part of the Website in any medium without Fitizen's prior written authorization; (iii) you will not alter or modify any part of the Website other than as may be reasonably necessary to use the Website for its intended purpose; and (iv) you will otherwise comply with the terms and conditions of these Terms of Use.

In order to access some features of the Website, you will have to create an account. You are not allowed to use another user's account without permission. When creating your account, you must provide accurate and complete information. You are solely responsible for the activity that occurs on your account, and you must keep your account password secure. You may change your password at any time by updating your Account Profile page. In addition, you agree to immediately notify Fitizen of any unauthorized use of your password or account or any other breach of security. Fitizen cannot and will not be liable for any loss or damage arising from your failure to comply with this section.

By registering with Fitizen, you represent that you are of legal age to form a binding contract and are not a person barred by any laws from using the Fitizen Website. You agree to provide true, accurate, current and complete information about yourself in all required fields of the registration form. If any of your information changes, you agree to update your registration information as soon as possible. If Fitizen suspects that your registration information is not complete, current, or accurate, or that you have otherwise violated these Terms of Use, your account may be subject to suspension or termination, and you may be barred from using the Fitizen Website.

You agree not to use or launch any automated system, including without limitation, "robots," "spiders," or similar technological devices or programs, that access the Website in a manner that sends more request messages to the Fitizen servers in a given period of time than a human can reasonably produce in the same period by using a conventional on-line web browser. Notwithstanding the foregoing, Fitizen grants the operators of public search engines permission to use spiders to copy materials from the Website for the sole purpose of creating publicly available searchable indices of the materials, but not caches or archives of such materials. Fitizen reserves the right to revoke these exceptions either generally or in specific cases, in its sole discretion.

You agree not to collect or use any personally identifiable information ("Personal Information") including without limitation account names, email addresses, or any Design (as defined below), from the Website, nor use the communication systems provided by the Website for any commercial solicitation purposes, including without limitation to solicit, for commercial purposes, any users of the Website.

The Fitizen Website

These Terms of Use apply to all users of the Website, including users who contribute information, ideas, and other materials or services on the Website. The Website may contain links to third party websites that are not owned or controlled by Fitizen. Fitizen has no control over, and assumes no responsibility for, the content, privacy policies, or practices of any third party websites. By using the Website, you specifically release Fitizen from any and all liability arising from your use of any third-party website.

Intellectual Property Rights

The content on the Website, except any Designs (as defined below), including without limitation, the text, graphics, and photos created by and for Fitizen, interactive features ("Content") and the trademarks, service marks and logos contained therein ("Marks"), are owned by or licensed to Fitizen, subject to copyright and other intellectual property rights under United States and foreign laws and international conventions. Content on the Website is provided to you AS IS for your information and personal use only and may not be used, copied, reproduced, distributed, transmitted, broadcast, displayed, sold, licensed, or otherwise exploited for any purpose whatsoever without the prior written consent of Fitizen or as expressly provided herein. Fitizen reserves all rights not expressly granted in and to the Website and the Content contained therein.

You agree to not engage in the use, copying, or distribution of any of the Content other than expressly permitted herein, including any use, copying, or distribution of any Design (as defined below) of third parties obtained through the Website for any commercial purposes. If you download or print a copy of the Content for personal use, you must retain all copyright and other proprietary notices contained thereon. You agree not to circumvent, disable or otherwise interfere with security related features of the Website or features that prevent or restrict use or copying of any Content or enforce limitations on use of the Website or the Content therein.

Rules of Conduct

The following rules of conduct apply to your use of the Website and to any and all materials you post on Fitizen, including text, data, graphics, audio or video content, music, sound, chat, messages, files or other material (collectively .User Entry.) whether the User Entry is included in blogs, forums, emails, profiles, comments, or any other portion or feature of Fitizen.

You may not, in connection with the Website upload, post, email or otherwise transmit any User Entry:

that is libelous or defamatory, pornographic, sexually explicit, unlawful or plagiarized;
infringes or violates any patent, copyright, trademark, trade secret or other property right;
breaches a duty of confidentiality by which you are bound due to a contractual or fiduciary relationship (such as inside information, or proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements);
that a reasonable person would consider harassing, abusive, threatening, harmful, vulgar, profane, obscene, excessively violent, racially, ethnically or otherwise objectionable or offensive in any way;
constitutes a breach of any person's privacy or publicity rights, a misrepresentation of facts, or hate speech;
violates or encourages others to violate any applicable law, statute, ordinance or regulation;
promotes software or services that deliver unsolicited e-mail; or
contains viruses, Trojan horses, worms, time bombs, cancelbots or other similar harmful programming routines.

You may not, except with Fitizen's express advance authorization or in a specially designated area, use the Website to:

upload, post, email or otherwise transmit any User Entry that provides any telephone numbers, street addresses, last names, URLs or email address;
engage in commercial activities within Fitizen;
harm minors in any way;
solicit personal information from anyone under 18
provide false or deceptive information;
use Fitizen content to engage in commercial activities;
delete, add or otherwise change other people's entries or other Content when you have not been granted the privileges to do so; or
allow usage by others in such a way as to violate Fitizen's Terms of Use.

Terms of Submission

The Fitizen Contest (hereinafter .the Contest.) is the competition as described in the Fitizen Contest Rules.

By submitting any word, combination of words, symbol, slogan, photographic image, graphic design or any other type of design (hereinafter collectively referred to as .the Design.) for consideration in the Contest, you represent and warrant to Fitizen that you have the right and authority to convey the rights granted hereunder; that the Design is original and free and clear of any encumbrances or liens and is not subject to any third-party agreements or arrangements that would interfere with their use; that the Design is not libelous, slanderous, obscene, and does not plagiarize; and that the exercise of rights herein granted will not infringe upon any copyright, right of privacy or any other rights whatsoever of any third party. You shall hold Fitizen harmless and shall indemnify Fitizen for all costs and expenses (including reasonable attorney fee's) in the event of a breach of any of the foregoing warranties or representations. These warranties and representations do not extend to any material not furnished by you.
If your Design is selected as the winner of the Contest as defined in the Fitizen Contest Rules, or any other promotional award(s) that may from time to time be offered by Fitizen, and that results in the publishing and/or dissemination of your Design by Fitizen - in consideration for the prizes offered in connection with the Contest, which prizes are set forth in the Fitizen Contest Rules, you hereby grant to Fitizen, its licensees and assignees, an exclusive right to: (1) reproduce the Design or any parts, alterations or derivatives thereof, in any media or embodiment now known or hereafter to become known (hereinafter .the Products.); and (2) publicly display, perform or exhibit, or distribute the Design, as part of the Products, in any way now known or hereafter to become known including without limitation by transmission, broadcast, or electronic communication.
If your Design is not selected as a winner within 90 days from the date of submission, you are free to use your Design for any commercial purpose. In order to do this, contact Fitizen after the 90 day period and request the removal of your Design from the archives section of the website.
Without limiting other remedies, Fitizen may at its sole discretion remove any Design from publication and/or dissemination if it thinks that the Design is creating problems, possible legal liabilities, or is inconsistent with the letter or spirit of Fitizen's policies, including poor design.
The Design may be modified in any way whatsoever, used as a basis for additional illustrations or images (whether or not by you), and the Design and any modifications or derivatives thereof may be digitized without any additional approval being required of you, with the exception that you shall be shown such modifications and derivatives and shall have a right to withdraw use of your name as a credit. You hereby waive any and all attribution and integrity rights with regard to the Design whether arising under the law of any state of the United States, United States federal law, or the law of any other country.
Fitizen shall use reasonable efforts to ensure that the use of the Design in the Product is accompanied by a reasonable credit to you (subject to your right to withdraw such credit as discussed above).
This Agreement, in whole or in part, may be freely assigned by Fitizen. You may not assign this Agreement in whole or in part without the prior written approval of Fitizen.
If any part, term or provision of this Agreement shall be held illegal, unenforceable, or in conflict with any law of a federal, state or local government having jurisdiction over this Agreement, the validity of the remaining portions or provisions shall not be affected thereby.
This Agreement contains the entire understanding of you and Fitizen with respect to the subject matter hereof and with respect to the matter contained herein and supersedes all prior agreements or understandings. This Agreement shall not be modified except in writing.
This Agreement shall be governed by and construed under the laws of the State of California, without regard to its principles of conflicts of laws and notwithstanding the fact that you may be domiciled in a different state or country. You stipulate and agree that any and all claims, disputes, controversies, suits or actions arising out of or relating to the provisions of this Agreement or the subject matter hereof and initiated by you, or any successor in interest, shall be adjudicated exclusively in the Circuit or District Courts of California, or the United States District Court for the District of California, which courts shall have the exclusive jurisdiction and venue for any and all such claims, disputes, controversies, suits or actions, and you hereby stipulate and submit to the personal and subject matter jurisdiction of such courts with respect to such claims.
No agency, partnership, joint venture, employee-employer or franchiser-franchisee relationship is intended or created by this Agreement.
A failure of either party to exercise any right provided for herein shall not be deemed to be a waiver of any right hereunder.
Nothing herein shall be construed as an obligation of Fitizen to manufacture and/or disseminate any specific quantity of Product containing the Design. All manufacturing, dissemination and marketing decisions regarding each Design are left to the sole discretion of Fitizen.

Trademarks

All of the Fitizen trademarks are owned by Fitizen and may not be used for any purpose without the prior written permission of Fitizen.

Indemnity

You agree to defend, indemnify and hold harmless Fitizen, and any parent, subsidiary, affiliate, director, officer, employee, licensor, distributor, supplier, agent, reseller, owner, or operator of Fitizen, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney's fees) arising from: (i) your use of and access to the Website; (ii) your violation of any term of these Terms of Use; (iii) your violation of any third party right, including without limitation any copyright, property, or privacy right; or (iv) any claim that one of your Designs caused damage to a third party. This defense and indemnification obligation will survive these Terms of Use and your use of the Website.

Ability to Accept Terms of Use

You affirm that you are either more than 18 years of age, or an emancipated minor, or possess legal parental or guardian consent, and are fully able and competent to enter into the terms, conditions, obligations, affirmations, representations, and warranties set forth in these Terms of Use, and to abide by and comply with these Terms of Use. Fitizen is not intended for children under 13. If you are under 13 years of age, then please do not use the Fitizen Website.

Violations of These Terms of Use

Please report any violations of the Terms of Use, including objectionable User Entry or behavior, to inquiry @ fitizen.com. Please state the reasons for your concern and provide a link to the User Content or, if appropriate, the behavior in question. Upon receiving such a report of a possible violation, Fitizen in its sole discretion may investigate the matter and take such action as Fitizen determines to be appropriate.