INTRODUCTION
These Terms and Conditions regulate the use of the Services (as defined below) offered by WodPod (as
defined below) to the Fitness Trainer (as defined below), through the App (as defined below).
These
Terms & Conditions constitute a legal agreement between the Fitness Trainer and WodPod.
The
App and the Services are managed by WodPod s.r.l. with registered offices in Torino, Via Boggio, 83 - Tax
ID and VAT number: 11744540011.
E-mail address to contact WodPod directly in relation to the App
and/or the Services: help@wodpod.com
The online publication of these Terms & Conditions on the
App is valid as making information available on a durable medium. Fitness Trainers can also save, on their
own durable medium, these documents, in order to be able to consult them anytime.
1. DEFINITIONS
The following definitions will retain their value in both the singular and plural, in both
lowercase and capital letters.
App: the free application available on App Store that can be
downloaded and installed on Fitness Trainer’s device.
App Pro Account: all the identification
data of the Fitness Trainer, which allow access to the App and to the Services.
Balance refers
to the amount originated from sales and bonuses displayed in the Trainer’s profile and not yet cashed out
Fitness Trainer or Trainer: the subject, aged 18 years or over, or the organization (i.e.
company, business, etc.) who completed the Registration. The definition maintains the meaning both at
masculine and feminine.
Movement or Move or Exercise means the specific exercise (push up,
squat, etc.)
Parties: WodPod and the Fitness Trainer.
Privacy Notice: the
information provided pursuant to UE General Data Protection Regulation as published on the App.
Registration:
the registration procedure to create an App Pro Account.
Rights: the overall intellectual
property rights as provided for by the applicable Italian legislation, including - by way of example and
not exhaustively - the Law 22 April 1941 no. 633 - Protection of copyright and other rights related to its
exercise; the articles 2575 and following of the civil code, etc.
Services: the services
offered by WodPod to the Fitness Trainer and provided through the App, as fully described in Art. 4.
Terms
& Conditions: these Terms and Conditions of service.
Trademarks: pursuant to Council
Regulation (EC) no. 207/2009 of 26 February 2009: "any sign capable of being represented graphically,
particularly words, including personal names, designs, letters, numerals, the shape of goods and their
packaging, provided that such signs are capable of distinguishing the goods or services of one undertaking
from those of other undertakings."
Trainer’s Profile: specific section of the App where the
Fitness Trainer may view and manage all business activities
Video: the video in which the
Fitness Trainer broadcasts himself, a Workout, or each single Move, in all cases uploaded on the App.
Training
Program or Program: a specific fitness program generated by the Fitness Trainer through the App.
WodPod: WodPod
s.r.l. (as above identified).
WodPod Store: section of the App where end users may view and
download the Training Program generated by WodPod and the Fitness Trainers.
Workout: a specific
training consisting of one or more moves that composes a Training Program.
2. APPLICABLE LAWS AND COURT JURISDICTION
These Terms and Conditions are governed by Italian law with the express exclusion of the provisions
of private international law.
For anything not expressly provided in these Terms &
Conditions, reference is made to the current laws in the Italian legal system.
For any disputes
concerning the validity, execution or interpretation of these Terms & Conditions and their effects,
the competent court will be the Court of Torino – Italy.
3. EXCLUSIONS
All subjects who do not qualify themselves as Fitness Trainers are explicitly excluded to complete
the Registration.
4. SERVICES AND CONSIDERATION FOR WORK
The App provides a database containing a full range of Moves, classified by category.
After
the Registration, thanks to the function “Create a Training Program”, the Fitness Trainer can select and
sort – from the database – a list of Moves, thus creating one or more Workouts to compose one Training
Program.
For each Training Program, the Fitness Trainer must complete the related form with a
short description of such program.
In order to include a provided Move in a Workout, the
Fitness Trainer must upload his/her Video to represent it. The video will be displayed in the formats
described in app.
The Fitness Trainer may also create a new move - if not already
featured in the database - providing as mandatory: name, muscles involved, attributes and a video
representing the move.
When the Training Program has been completed by the Fitness Trainer, it
can be published on the App.
The Fitness Trainer can decide the price, to be paid by the App’s
end users, to access the Training Program, for unlimited use, by picking from different options, in
accordance with the App Store pricing matrix. Such price is expressed in the trainer’s local currency, and
may vary slightly from country to country.
WodPod will recognize to the Fitness Trainer 30% of
the local price paid by the end user for the Training Program - converted in Trainer’s currency, if it is
sold In-App. 60% if it is sold via the weblink provided through the Share feature. Right after
publication the Trainer will be prompted to share his/her Program. Anytime, by opening the view of his/her
Program in the WodPod Store, the Trainer will have access to a specific button enabling the Share
feature.
The Services provided by the App include a counter by which the Fitness
Trainer can monitor the total amount accumulated, updated in real time.
When the Fitness
Trainer reaches a total of 500.00 (five hundred) Euros equivalent in his/her local currency, the Fitness
Trainer is authorized to request WodPod the payment of the remuneration due as consideration for work.
Such
request must be sent to WodPod by the function “Cash Out” available on the App, in the Trainer’s Profile;
when the Fitness Trainer fill-in the request form, it is required to provide all the necessary information
(e.g. fiscal code and/or VAT number or equivalent information based on the country of residence, bank
account, etc.).
Only in case the Fitness Trainer is fiscally resident in Italy, the Fitness
Trainer will have to issue the invoice or receipt indicating:
a) the gross amount (at least
500.00 Euros, which it is meant to include VAT and Taxes)
b) the amount of the withholding tax
(20% on the gross amount) to be deducted from the gross amount and that WodPod will pay to the Treasury as
withholding agent, if applicable
c) the net amount due to the Fitness Trainer
The
Fitness Trainer will have to send the invoice uploading it on the App or via email.
WodPod will
verify all the information provided in the invoice and:
1) in case of accordance among the
invoice/receipt data and the ones provided by the Fitness Trainer during the Registration and if the
amount indicated is equivalent to the amount due by WodPod, the invoice/receipt will be paid
within 30 days from the upload date
2) in case of no accordance among the invoice/receipt data
and the ones provided by the Fitness Trainer during the Registration and/or if the amount indicated is not
equivalent to the amount due by WodPod, the invoice/receipt will be rejected.
In such case, the
reasons of rejection will be communicated to the Fitness Trainer’s by the e-mail and the Fitness Trainer
will have to:
a) issue a credit note related to the incorrect invoice or cancel the receipt
previously issued, uploading the new document through the App
b) issue a new correct invoice or
receipt, uploading the document through the App.
Only in case of invoice/receipt rejected due
to the incorrect information provided during the Registration (that means not in accordance with the ones
in the invoice), before the issuing of the correct invoice/receipt, the Fitness Trainer will have to
regularize the position following the instruction provided by WodPod.
When the invoice/receipt
will be correctly issued, WodPod will proceed with the payment within 30 days from the upload date.
5. REGISTRATION AND USE OF THE APP AND OF THE SERVICES
To access the App and use the Services, the Fitness Trainer must complete the following
procedure to create the App Pro Account:
a) complete the first registration on the App, as “End
User”, filling in all the required information and accepting the related Terms of Service and declaring to
have read the Privacy Notice
b) accepting these Terms & Conditions
c) fill-in
the professional information (e.g. biography, training specialization, professional certifications if
available) together with a photo.
The Fitness Trainer must provide the identification data:
1)
if individual, as per the identity document
2) if organization, as per official denomination
and through a registration made by the legal representative
Completing the Registration and
accepting these Terms & Condition, the Fitness Trainer acknowledges that any indication of data of any
third party than himself/herself or different organization, even if not referable to an existing subject,
will forfeit any right deriving from the Registration; furthermore, if the data indicated by the user were
attributable to an existing and identifiable third party (person or organization), the Fitness Trainer
hold harmless WodPod with respect to any objection, claim, request for compensation made by such third
parties.
Accepting these Terms & Conditions, the Fitness Trainer, as identified by the data
filled-in during the Registration process, declares and guarantees:
a) That the information
provided during Registration is true and correct.
b) To have freely decided to make the
Registration to use the Services and the nonexistence of subordination relationship with WodPod.
c)
To be aware that the Exercises used to compose Workouts and thus a Training Program are exclusive
properties of WodPod.
d) To transfer to WodPod the exclusive Rights, in perpetuity and
irrevocably, on any Training Program in case composed using the Exercises available on the App.
e)
To understand and agree that WodPod will be the exclusive owner of all Rights on the Training Program in
case composed using Exercises available on the App, in perpetuity.
f) To be the exclusive owner
of the Rights related to the Video, in case uploaded on the App or available through a link, and to grant
a free non-exclusive license to WodPod to broadcast or make available (through the link) such Video on the
App, in perpetuity and without any limitation of territory and methods.
g) The non-existence of
rights or claims of third parties relating to the Fitness Trainer, to the images, to voice and
performances filmed in the Video.
h) To be aware that for the Video, if uploaded or linked
through the App, he/she/organization will not be entitled to receive any compensation, indemnity or
reimbursement from WodPod who have acquired a free non-exclusive license, as per the above letter g).
i)
To be aware that until the amount due by WodPod will not reach 500.00 (five hundred) Euros, he/she/
organization is not allowed to claim the payment, as per procedure in Art. 4.
j) To be aware
that these Terms & Conditions and the Services are governed by Italian law.
k) To be aware
that WodPod can, any time, modify these Terms & Conditions, as per Art. 8.
l) To hold
harmless and indemnify WodPod from any request, claim, action, burden, cost, and/or prejudice of third
parties, in any way connected to image, voice, performance (in case of Video uploaded) or connected to
each Training Program uploaded that would make less or prevent WodPod the Rights related to the
Video and/or to each Training Program.
Upon completion of the Registration, the Fitness
Trainer can use the functionalities offered by the App and the Services, and receives a unique
alphanumeric invitation code.
The Fitness Trainer may invite other professionals to register to
WodPod using the provided code.
€ 50 (fifty euros)- or Trainer’s currency equivalent -
will be credited to all the professionals who register using a Fitness Trainer’s valid invitation code,
thus becoming affiliates. The Fitness Trainer will earn 5% of the local price paid by the end user for the
Training Program - converted in Trainer’s currency - generated by her/his affiliate. Earnings will be
recognized for the 1st year (365 days) of activity, starting from the date of affiliate’s registration and
will be added to the Fitness Trainer’s balance.
6. INTELLECTUAL PROPERTY RIGHTS
The App and its content, included the Exercises, are property of WodPod.
Unless
expressly stated to the contrary, the copyright and other intellectual property Rights (such as, design
rights, Trademarks, patents etc.) related to the App and its content remain the property of WodPod.
The content of the App, including text and images, may not be printed, copied, reproduced,
republished, downloaded, posted, displayed, modified, reused, broadcast or transmitted in any way.
The
use or the Services, included the function “Create a Training Program”, provided by the App, do not
constitute, for the Fitness Trainer, authorization or license to use the Right property of WodPod.
7. MODIFICATION TO THE APP AND SERVICES INTERRUPTION
WodPod reserves the right, at any time, to modify or suspend, temporarily or permanently, the
Services or certain conditions of the Services as offered to the Fitness Trainer, giving timely notice to
the Fitness Trainer by e-mail and, if possible, by push notification through the App.
Only in
case of suspension of the Services due to force majeure or to unexpected interruption of the Service (e.g.
overflow, malfunctioning of the systems, etc.), WodPod will not be able to inform in advance the Fitness
Trainer; in such case, WodPod will notice the Fitness Trainers when the Services will be restored.
The
Fitness Trainer is aware and agrees that WodPod shall in no way be held liable to him/her/organization
and/or to third parties for the modification, suspension or termination of Services or of the App.
8. MODIFICATION TO THESE TERMS AND CONDITIONS
WodPod reserves the right, at any time, to modify these Terms & Conditions giving notice
to the Fitness Trainer at least 30 days before the application of the modifications and requesting
specific acceptance to the Fitness Trainer. In case of no acceptance, the Fitness Trainer will be able to
cancel his/her/organization App Pro Account for free and the usage of the App and the Services will be
suspended. If the Fitness Trainer cancel his/her App Pro Account, all the Training Programs uploaded by
the Fitness Trainer will be maintained available on the App, since the related Rights will have been
already transferred to WodPod from the Fitness Trainer.
Given that no fee is now required by
WodPod to the Fitness Trainer for Registration, usage of the App and the Services, WodPod reserves the
right, at any time, to request a fee for the usage of additional and facultative services possibly
available in the future; in such case, the use of additional services to be paid by the Fitness Trainer
will require a specific acceptance by the Fitness Trainer.
9. APP PRO ACCOUNT CANCELLATION
WodPod has the right, at any time, to cancel the Fitness Trainer’s App Pro Account in case of violation
of these Terms & Conditions, giving notice to the Fitness Trainer; in this case, the Fitness Trainer
has no right to claim the equivalent amount eventually accumulated until the cancellation and related to
the Training Programs in case uploaded through the App.
The Fitness Trainer has the right, at
any time and for free, to cancel his/her App Pro Account; in this case, if the Fitness Trainer has already
accumulated an amount of at least 500.00 (five hundred) Euro, related to the Training Programs uploaded
through the App, such amount must be claimed by the Fitness Trainer, as per Art. 4, before the
cancellation.
In both cases of cancellation, as above detailed, all the Training Programs in
case uploaded by the Fitness Trainer will be maintained available on the App, since the related Rights
will have been already transferred to WodPod from the Fitness Trainer.
10. MISCELLANEOUS
The Parties will maintain their managerial and operational autonomy during the activities carried out
respectively within the Terms & Conditions.
WodPod cannot be held responsible for any
malfunctioning of the hardware, software used by the Fitness Trainer that prevent to use the
Services.
WodPod Services for Fitness Trainers
Terms and Conditions
Updated on June 6th, 2021
WodPod srl - Copyright 2021
Via Pier Carlo Boggio 83, Turin - Italy
VAT 11744540011, REA number TO 1237424
