Terms Of Use

By using DirectTrainer.com or participating in a video training session you agree to the following terms.

PLEASE READ THESE TERMS OF USE CAREFULLY

Date Last Revised: February 14, 2011

1. ACCEPTANCE OF TERMS OF USE

a. DirectTrainer, Inc. (“DirectTrainer”) owns and runs the website www.directtrainer.com (the “Site”) through which it offers various services and software (the Site, services and software are collectively referred to as the “Services”).

b. By accessing and using the Services, you agree to be bound by these Terms of Use. If you do not agree to all of the terms and conditions contained in these Terms of Use, do not use the Services in any manner. DirectTrainer reserves the right to limit or terminate your access to the Services if you do not comply with these Terms of Use.

c. DirectTrainer does not knowingly permit individuals under the age of 18 to create a DirectTrainer account. Do not attempt to create an account if you are under 18. Please see our privacy policy for additional information.

d. DirectTrainer reserves the right, at its sole discretion, to change, modify, update, add, or remove portions of the Terms of Use at any time, with or without notice to you. Please check these Terms of Use periodically for changes. Your continued use of the Services after the posting of any changes to the Terms of Use or after our sending of notice of any changes or updated policy to you means that you have accepted those changes.

2. RESTRICTIONS ON USE OF THE SERVICES

a. Content You Post to the Services.

(1) You may post and share content with other users through the Services. By using the Services, you agree not to upload, post, transmit, cause the display or performance of, or otherwise make available any content that:

(i) Is harmful, threatening, abusive, harassing, tortious, vulgar, hateful, or racially, ethnically or otherwise offensive or discriminatory;

(ii) Is obscene, pornographic, excessively violent or harmful to minors or depicts minors engaged in sexually explicit conduct or in a sexually explicit manner;

(iii) Is illegal;

(iv) Is tortious, defamatory, libelous or invasive of another's privacy or publicity rights;

(v) Infringes any patent, trademark, trade secret, copyright or other proprietary or intellectual property rights of any party;

(vi) You do not have a right to make available under law or contractual or fiduciary relationships;

(vii) Includes copyrighted materials for which you do not possess appropriate rights to so display, perform or otherwise make available;

(viii) Bears any false, disguised or misleading origin; or

(ix) Contains software viruses or any other computer code, files or programs designed to destroy, interrupt or otherwise limit the functionality of any computer software, computer hardware or other equipment.

(2) All messages, information, digital files or other materials, whether publicly posted, displayed or performed on, or privately transmitted, are the sole responsibility of the person who sends or publishes such items. Accordingly, you are responsible for all items that you message, upload, post, cause the display or performance of, email, transmit or otherwise make available via the Services.

(3) DirectTrainer reserves the right to, but has no obligation to, monitor or screen the content transmitted, displayed or posted through the Services and to remove any content in its sole discretion. Nevertheless, YOU REMAIN SOLELY RESPONSIBLE FOR THE CONTENT OF THE MATERIALS YOU TRANSMIT, DISPLAY OR POST THROUGH THE SERVICES.

b. Prohibited Activities.

(1) You may not use the Services to do any of the following:

(i) Harass or advocate harassment of another person or entity;

(ii) Perform any activities that violate, intentionally or unintentionally, any applicable state, local, federal, or international laws or regulations promulgated by governmental agencies that have the force of law;

(iii) Provide resources to or otherwise support any organization(s) designated by the United States government as a foreign terrorist organization under section 219 of the Immigration and Nationality Act;

(iv) Impersonate any person or entity or misrepresent in any way your affiliation with a person or entity;

(v) Transmit unsolicited mass mailings or “spam;”

(vi) Collect or store any information about other users or members, other than in the normal course of using the Services for their intended purpose of facilitating voluntary communication among users; or

(vii) Transmit any virus, worm, defect, Trojan horse or similar destructive or harmful item.

(2) You may not do any of the following to the Services:

(i) Use the Services in any manner that could damage, disable, overburden, disrupt or impair the Services or any DirectTrainer server, or the network(s) connected to any DirectTrainer server, or interfere with any other party's use and enjoyment of the Services;

(ii) Disobey any applicable policies or regulations of networks connected to the Services;

(iii) Modify, adapt, translate or reverse engineer the Services;

(iv) Use any robot, spider, scraper, deep link or other similar automated data gathering or extraction tools, programs, algorithm or methodology to access, acquire, copy or monitor the Site or portion of the Site, without DirectTrainer’s express written consent, which may be withheld for any reason;

(v) Frame the Services or reformat them in any way; or

(vi) Create user accounts using any automated means or under false pretenses.

b. Other Requirements.

(1) To the extent that you use or connect to any third party messaging services and/or content delivery systems through the Services, you agree that you will comply with all terms and conditions of use for those services, including without limitation, the proper registration for, acquisition and use of a user name and password for such system.

(2) You understand that the Services are offered to the public for a fee. If you use the Services to advertise products or services in any way other than pursuant to an Advertising Agreement executed by you and DirectTrainer (“Unauthorized Advertising”), DirectTrainer reserves the right to restrict your access to the Services and to contact you about such Unauthorized Advertising. If you are so contacted and wish to continue using the Services for commercial use, you may request, or DirectTrainer may request that you work with DirectTrainer, subject to DirectTrainer's approval, to execute an Advertising Agreement defining the terms and conditions under which you may advertise on the Services.

3. NO RESPONSIBILITY FOR THIRD PARTY CONTENT OR ACTIONS

a. You understand that the Services, act only as a search tool and technical interface between users and trainers and that DirectTrainer does not itself verify the qualifications of trainers and does not evaluate or control exchanges between users and trainers. Any opinions or statements expressed by a user or a trainer are those of that user or trainer alone, and are not to be attributed to DirectTrainer. DirectTrainer cannot and does not assume responsibility for the accuracy, completeness, safety, reliability, timeliness, innocuousness, or legality of anything said, written, posted, displayed or otherwise made available by any user.

b. You understand that you may be exposed to content that you find offensive to you and that you use the Services at your own risk.

4. LICENSE AND CONFIDENTIAL INFORMATION

a. By sending messages or posting information or content to the Services you automatically grant, and you represent and warrant that you have the right to grant, to DirectTrainer an irrevocable, perpetual, non-exclusive, fully-paid, worldwide license to use, copy, publicly perform, publicly display and distribute such information and content and to prepare derivative works of, or incorporate into other works, such information and content, and to grant and authorize sub-licenses of the foregoing.

b. No information or content of any kind that you submit to DirectTrainer, upload, post, cause to be displayed or performed, transmit or otherwise make available using the Services shall be deemed confidential or secret information.

c. Notwithstanding the foregoing, DirectTrainer will only disclose communications or content transmitted between users in accordance with the DirectTrainer Privacy Policy.

5. ACCOUNTS, PASSWORDS AND SECURITY

a. If any of the Services require you to open an account, you must complete the registration process by providing DirectTrainer with current, complete and accurate information, as prompted by the applicable registration form. You acknowledge that by providing any information to DirectTrainer which is untrue, inaccurate, not current or incomplete, DirectTrainer reserves the right to terminate this Agreement and your continued access and use of the Services.

b. As part of the registration process, you will be asked to select a username and password. You are entirely responsible for maintaining the security and confidentiality of your account and password. FURTHERMORE, YOU ARE ENTIRELY RESPONSIBLE FOR ANY AND ALL ACTIVITIES AND CONDUCT, WHETHER BY YOU OR ANYONE ELSE, THAT ARE CONDUCTED THROUGH YOUR ACCOUNT. You agree to notify DirectTrainer immediately of any unauthorized use of your account or any other breach of security. DirectTrainer will not be liable for any loss that you may incur as a result of someone else using your password or account, either with or without your knowledge. However, you may be held liable for any losses incurred by DirectTrainer or another party due to someone else using your account or password.

6. COPYRIGHT AND TRADEMARKS INFORMATION

a. Copyright Notice: Copyright © 2011 DirectTrainer, Inc. All Rights Reserved.

b. “DirectTrainer” is a trademark of DirectTrainer, Inc. All other trademarks, trade names, service marks, service names are the property of their respective holders.

7. COPYRIGHT POLICY

a. The Digital Millennium Copyright Act of 1998 (the “DMCA”) provides recourse for copyright owners who believe that material appearing on the Internet infringes their rights under the U.S. copyright law. If you believe in good faith that materials hosted by Directtrainer infringe your copyright, you, or your agent may send to Directtrainer a notice requesting that the material be removed or access to it be blocked. Any notification by a copyright owner or a person authorized to act on its behalf that fails to comply with requirements of the DMCA shall not be considered sufficient notice and shall not be deemed to confer upon Directtrainer actual knowledge of facts or circumstances from which infringing material or acts are evident. If you believe in good faith that a notice of copyright infringement has been wrongly filed against you, the DMCA permits you to send to Directtrainer a counter-notice. All notices and counter notices must meet the then current statutory requirements imposed by the DMCA. Please visit http://www.loc.gov/copyright for details.

b. Directtrainer’s copyright agent for notice of claims of copyright infringement or counter notices can be reached as follows:

Tolis Dimopoulos, Esq.
Sophos Law Firm, PLLC
1037 N.E. 65th Street, Suite 211
Seattle, Washington 98115

We suggest that you consult your legal advisor before filing a notice or counter-notice. Also, be aware that there can be penalties for false claims under the DMCA.

8. PRIVACY POLICY

DirectTrainer respects your privacy. DirectTrainer’s Privacy Policy can be found at http://www.DirectTrainer.com/privacy-policy/. By using the Services, you are consenting to the terms of our Privacy Policy.

9. THIRD PARTY WEBSITES, SERVICES, AND CONTENT

a. The Services may contain links to third-party sites that are not under the control of DirectTrainer, and DirectTrainer is not responsible for nor does it guarantee the accuracy or integrity of, the content(s) of any linked site or any link contained in a linked site, or any changes or updates to such sites. The inclusion of any link does not imply that DirectTrainer endorses or accepts any responsibility for the content on any third-party site. Your correspondence or business dealings with, or participation in promotions of, any third party website found through the Services, including payment and delivery of related goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such third party. DirectTrainer is not responsible or liable for any loss or damage of any kind incurred as the result of any such dealings or as the result of the presence of links to such third party websites on the Services.

b. In addition, links to advertising that has not been approved by DirectTrainer may be embedded in third party content displayed on the Services. DirectTrainer is not responsible for any content, cookies, or other technology used in connection with such advertising.

10. DISCLAIMER OF WARRANTY AND LIMITATION OF LIABILITY; ABILITY TO CHANGE OR TERMINATE SERVICES

a. EXCEPT AS EXPRESSLY PROVIDED OTHERWISE, THE SERVICES AND ALL INFORMATION ARE PROVIDED “AS-IS” WITHOUT WARRANTY OF ANY KIND AND DIRECTTRAINER HEREBY DISCLAIMS ALL WARRANTIES EITHER EXPRESSED OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. IN ADDITION, EXCEPT AS EXPRESSLY PROVIDED OTHERWISE, DIRECTTRAINER DISCLAIMS ANY WARRANTIES OF NON-INFRINGEMENT, TITLE, OR QUIET ENJOYMENT. Because some jurisdictions do not allow the exclusion of implied warranties, some of these exclusions may not apply to you. If any state or other jurisdiction does not allow the exclusion or warranties, then DirectTrainer’s warranties shall be limited in those jurisdictions to the extent permitted by law.

b. IN NO EVENT SHALL DIRECTTRAINER BE LIABLE FOR ANY SPECIAL, INDIRECT, CONSEQUENTIAL, EXEMPLARY, LIQUIDATED, OR PUNITIVE DAMAGES, OR ANY DAMAGES WHATSOEVER, INCLUDING BUT NOT LIMITED TO LOSS OF USE, DATA OR PROFIT, WHETHER IN AN ACTION OF CONTRACT, NEGLIGENCE OR OTHER TORTIOUS ACTION, ARISING OUT OF OR IN CONNECTION WITH THE USE OF THE SERVICES OR INFORMATION AVAILABLE FROM THE SERVICES, EVEN IF DIRECTTRAINER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THIS AGREEMENT, DIRECTTRAINER’S LIABILITY TO YOU FOR ANY CAUSE WHATEVER AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO THE AMOUNT PAID BY YOU, IF ANY, FOR USING ANY OF THE SERVICES. If any state or other jurisdiction does not allow the exclusion or limitation of liability for damages, then DirectTrainer's liability shall be limited in those jurisdictions to the extent permitted by law.

c. Except as expressly provided otherwise, you assume all risks concerning the suitability and accuracy of the information within the Services. The Services may contain technical inaccuracies or typographical errors. DirectTrainer assumes no responsibility for and disclaims all liability for any such inaccuracies, errors, or omissions on the Services.

d. DirectTrainer may terminate or make changes to all or any portion of the Services, product offerings, and any other information and materials available on or through the Services and may delete any content that has been submitted to the Services at any time and without notice or liability.

11. MEDICAL DISCLAIMER

a. THIS SITE OFFERS HEALTH, FITNESS AND NUTRITIONAL INFORMATION AND IS DESIGNED FOR EDUCATIONAL PURPOSES ONLY. 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 OR OTHER HEALTH-CARE PROFESSIONAL. DO NOT DISREGARD, AVOID OR DELAY OBTAINING MEDICAL OR HEALTH RELATED ADVICE FROM YOUR HEALTH-CARE PROFESSIONAL BECAUSE OF SOMETHING YOU MAY HAVE READ ON THIS SITE. THE USE OF ANY INFORMATION PROVIDED ON THIS SITE IS SOLELY AT YOUR OWN RISK.

b. NOTHING STATED OR POSTED ON THIS SITE OR AVAILABLE THROUGH ANY SERVICES ARE INTENDED TO BE, AND MUST NOT BE TAKEN TO BE, THE PRACTICE OF MEDICAL OR COUNSELING CARE. FOR PURPOSES OF THIS AGREEMENT, THE PRACTICE OF MEDICINE AND COUNSELING INCLUDES, WITHOUT LIMITATION, PSYCHIATRY, PSYCHOLOGY, PSYCHOTHERAPY, OR PROVIDING HEALTH CARE TREATMENT, INSTRUCTIONS, DIAGNOSIS, PROGNOSIS OR ADVICE.

12. INDEMNITY

You agree to indemnify, defend, and hold DirectTrainer and its affiliates, officers, agents, co-branders, partners, and employees harmless from any claim or demand made by any third party due to or arising out of your use of the Services, your connection to the Services, your violation of the Terms of Use or Privacy Policy, or your violation of any rights of other users of the Services. Any such indemnification shall include the payment of reasonable attorney’s fees incurred in the defense of such claim.

13. TERMINATION OF ACCESS TO DIRECTTRAINER; CONSEQUENCES OF VIOLATION OF TERMS OF USE

DirectTrainer reserves the right to terminate your privilege to use the Services at any time, for any reason. In addition, DirectTrainer shall have the right to: (i) remove any material that in its sole opinion may violate, or that is alleged to violate, any applicable law or these Terms of Use; (ii) terminate any portion of the Services, and/or remove a user or users or otherwise terminate any use of the Services if DirectTrainer determines in its sole discretion that such use is unlawful and/or prohibited by these Terms of Use; and (iii) inform law enforcement of any illegal activity or material DirectTrainer suspects or discovers on, through, or otherwise relating to the Services and provide law enforcement officials with all requested information about the user account from which the illegal activity or material originated.

14. NOTICES

a. We may be required by state or federal law to notify you of certain events. In addition, we may need to notify you from time to time regarding changes to these Terms of Use or to the Services. You agree that such notices will be effective upon our posting them on the Site, sending them to you through email or postal mail, or notifying you via other means required by law. If you do not provide us with accurate information to contact you, we will not be held liable if we fail to notify you.

b. You consent to receiving any notices regarding the Terms of Service or the Privacy Policy or any notice required by law, including notice of any breach of security involving your personally identifiable information, through email.

c. Any notices that we send to you by email will be sent to the email address you provided when you registered for an account or the email address in your profile.

15. GENERAL INFORMATION

a. The Terms of Use, the Privacy Policy and any applicable guidelines or additional terms posted on the Services constitute the entire agreement between you and DirectTrainer, govern your use of the Services, and supersede any prior agreements between you and DirectTrainer relating to your use of the Services (including, but not limited to, any prior versions of the Terms of Use or Privacy Policy). If you sign up or register for additional DirectTrainer services that use third-party content or third-party software, you may also be subject to additional terms and conditions that apply to such third-party content or third-party software.

b. By accessing the Services you agree that the statutes and laws of the United States and the State of Washington, without regard to any principles of conflicts of law, will apply to all matters relating to the use of the Services, and you further agree that any litigation shall be subject to the exclusive jurisdiction of the state and federal courts in King County in the State of Washington, and you consent to the personal jurisdiction of those courts.

c. The failure of DirectTrainer to exercise or enforce any right or provision of the Terms of Use does not constitute a waiver of such right or provision.

d. If a court of competent jurisdiction finds any provision of the Terms of Use to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and that the other provisions of the Terms of Use remain in full force and effect.

e. Regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Services, the Terms of Use or the Privacy Policy must be filed within one (1) year after the event giving rise to such claim or cause of action or be forever barred.

f. All headings in the Terms of Use are for convenience only and have no legal or contractual effect.

16. COMMENTS AND QUESTIONS

If you have any comments or questions, you may address them to DirectTrainer, Inc., P.O. Box 242, Seattle, Washington 98111, or by email at info@directtrainer.com.