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617-512-9501 [email protected]

TERMS & CONDITIONS Tara Gregorio

Tara Gregorio Pilates & Wellness (“Tara Gregorio,” “we,” “us,” or “our”) welcomes you. We invite you to access and use our websites, including, without limitation, taragregorio.com, pelvicpowher.com thepresentmomma.com (the “Websites”).

We provide visitors to our Websites (“Visitors”) access to the Websites subject to the following Terms of Use, which may be updated by us from time to time without notice to you. By browsing the public areas or by accessing and using the Websites, you acknowledge that you have read, understood, and agree to be legally bound by these Terms of Use and our Privacy Policy, which is hereby incorporated by reference (collectively, this “Agreement”). If you do not
agree to any of these terms, then please do not use the Websites.

Any user who registers with us (each, a “Registered User”) and wishes to purchase a product or service through one of our Websites, is agreeing to the terms of this Agreement and the accompanying Terms and Conditions of Purchase with respect to such product or service. In the event of any conflict between the terms of this Agreement and the Terms and Conditions of
Purchase, the Terms and Conditions of Purchase shall control.

THE SECTIONS BELOW TITLED “BINDING ARBITRATION” AND “CLASS ACTION WAIVER” CONTAIN A BINDING ARBITRATION AGREEMENT AND

CLASS ACTION WAIVER. THEY AFFECT YOUR LEGAL RIGHTS. PLEASE READ THEM.

Capitalized terms not defined in these Terms of Use shall have the meaning set forth in our Privacy Policy.

1. Description and use of our Websites
We provide Visitors and Registered Users with access to the Services as described below.

Visitors. Visitors, as the term implies, are people who do not register with us, but want to explore the Websites. No login is required for Visitors. Visitors can: (i) view all publicly-available content on the Websites; and (ii) email us.

Registered Users. Registered Users can do all the things that Visitors can do, and: (i) purchase products and services through one of our Websites; (ii) access exclusive content available only to Registered Users; (iii) create, access, manage, and update their own personal accounts on the Websites; (iv) post comments and other content on the Websites (collectively, “Registered User Content”); (v) sign up for our various programs; (vi) sign up for alerts and other notifications; and (vii) become part of the Tara Gregorio community.

Tara Gregorio is under no obligation to accept any individual as a Registered
User and may accept or reject any registration in its sole and complete

discretion. In addition, Tara Gregorio may deactivate any account at any time,
including, without limitation, if it determines that a Registered User has
violated these Terms of Use.

2. Community Guidelines
Tara Gregorio’s community, like any community, functions best when its users
follow a few simple rules. By accessing and/or using the Websites, you agree
to comply with these community guidelines (the “Community Guidelines”) and
that:

You will comply with all applicable laws in your use of the Websites and will
not use the Websites for any unlawful purpose;

• You will not upload, post, email, transmit, or otherwise make available
any content that:
• infringes any copyright, trademark, right of publicity, or other
proprietary rights of any person or entity; or
• is defamatory, libelous, indecent, obscene, pornographic, sexually
explicit, invasive of another’s privacy, promotes violence, or
contains hate speech (i.e., speech that attacks or demeans a
group based on race or ethnic origin, religion, disability, gender,
age, veteran status, and/or sexual orientation/gender identity; or

• discloses any sensitive information about another person,
including that person’s email address, postal address, phone
number, credit card information, or any similar information.
• You will not “stalk,” threaten, or otherwise harass another person;
• You will not spam or use the Websites to engage in any commercial
activities;
• If you post any Registered User Content, you will stay on topic;
• You will not access or use the Websites to collect any market research
for a competing business;
• You will not impersonate any person or entity or falsely state or
otherwise misrepresent your affiliation with a person or entity;
• You will not interfere with or attempt to interrupt the proper operation of
the Websites through the use of any virus, device, information collection
or transmission mechanism, software or routine, or access or attempt to
gain access to any data, files, or passwords related to the Websites
through hacking, password or data mining, or any other means;
• You will not cover, obscure, block, or in any way interfere with any
advertisements and/or safety features (e.g., report abuse button) on the
Websites;
• You will not use any robot, spider, scraper, or other automated means to
access the Websites for any purpose without our express written
permission; provided, however, we grant the operators of public search
engines permission to use spiders to copy materials from the public
portions of the Websites for the sole purpose of and solely to the extent

necessary for creating publicly-available searchable indices of the
materials, but not caches or archives of such materials;
• You will not take any action that imposes or may impose (in our sole
discretion) an unreasonable or disproportionately large load on our
technical infrastructure; and
• You will let us know about inappropriate content of which you become
aware. If you find something that violates our Community Guidelines,
please let us know, and we’ll review it.
We reserve the right, in our sole and absolute discretion, to deny you access
to the Websites, or any portion of the Websites, without notice, and to remove
any content that does not adhere to these Community Guidelines.

3. Restrictions

The Websites are only available for individuals aged 13 years or older. If you
are 13 or older, but under the age of majority in your jurisdiction, you should
review this Agreement with your parent or guardian to make sure that you and
your parent or guardian understand it.

4. Sign-in Name; Password; Unique Identifiers
During the registration process for Registered Users, we will ask you to create
an account, which includes a sign-in name (“Sign-In Name”), a password
(“Password”), and perhaps certain additional information that will assist in
authenticating your identity when you log-in in the future (“Unique Identifiers”).

When creating your account, you must provide true, accurate, current, and
complete information. Each Sign-In Name and corresponding Password can
be used by only one Registered User, and sharing your access credentials
with others (especially if they are using your credentials to access our
proprietary Content (as defined below)) is a material breach of this
Agreement. You are solely responsible for the confidentiality and use of your
Sign-In Name, Password, and Unique Identifiers, as well as for any use,
misuse, or communications entered through the Websites using one or more
of them. You will promptly inform us of any need to deactivate a Password or
Sign-In Name, or change any Unique Identifier. We reserve the right to delete
or change your Password, Sign-In Name, or Unique Identifier at any time and
for any reason and shall have no liability to you for any loss or damage
caused by such action.

5. Fees and Payment
As consideration for any purchase you make on the Websites, you shall pay
Tara Gregorio all applicable fees and taxes. We (or our third-party payment
processor) shall authorize your credit card, bank account, or other approved
payment facility you provided during the registration process for the full
payment of the fees and any applicable taxes, and you hereby consent to the
same. If the mailing address you provided us is in the United States, all
payments will be charged and made in U.S. dollars. If the mailing address you
provided us is outside the United States or any of its possessions or
territories, all payments will be charged and made in your local currency.

You must provide current, complete, and accurate billing and credit card
information. You must promptly update all billing information (such as billing
address, card number, and expiration date) to keep your account current,
complete, and accurate, and you must promptly contact us if your credit card
is lost or stolen, or if you become aware of a potential breach of account
security (such as an unauthorized disclosure or use of your Sign-In Name or
Password). You hereby authorize Tara Gregorio to obtain or determine
updated or replacement expiration dates for your credit card in the event that
the credit card you provided us expires. We reserve the right to charge any
renewal card issued to you to the same extent as the expired card. If payment
is not received from your credit card issuer, you hereby agree to pay all
amounts due upon demand. You agree to pay all costs of collection, including
attorney’s fees and costs, on any outstanding balance. In certain instances,
the issuer of your credit card may charge you a foreign transaction fee or
related charges, which you will be responsible to pay. You are advised to
check with your bank and credit card issuer for details.

6. Intellectual Property
The Websites contain material, such as videos, coursework, lesson plans,
training modules, photographs, software, text, graphics, images, sound
recordings, and other material provided by or on behalf of Tara Gregorio
(collectively referred to as the “Content”). The Content may be owned by us or
third parties. The Content is protected under both United States and foreign

laws. Unauthorized use of the Content may violate copyright, trademark, and
other laws.

Visitors may view all publicly-available Content for their own personal, non-
commercial use. Registered Users who have purchased any product or

service, may download onto their own machines and view any Content

contained in such purchased product or service for their own personal, non-
commercial use. Other than as expressly set forth in the immediately two prior

sentences, you have no other rights in or to the Content (other than your own
Registered User Content that you post to the Websites), and you will not use
the Content except as permitted under this Agreement. No other use is
permitted without the prior written consent of Tara Gregorio. Tara Gregorio
retains all right, title, and interest, including all intellectual property rights, in
and to the Content. You must retain all copyright and other proprietary notices
contained in the original Content. You may not sell, transfer, assign, license,
sublicense, or modify the Content or reproduce, display, publicly perform,
make a derivative version of, distribute, or otherwise use the Content in any
way for any public or commercial purpose. The use or posting of the Content
on any other website, social media page, or in a networked computer
environment for any purpose is expressly prohibited.

If you violate any part of this Agreement, your permission to access and/or
use the Content and the Websites automatically terminates and you must
immediately destroy any copies you have made of the Content.

The trademarks, service marks, and logos of Tara Gregorio & Pelvic Pow-HER
used and displayed on the Websites are unregistered trademarks or service
marks of Tara Gregorio. Other company, product, and service names located
on the Websites may be trademarks or service marks owned by others (the
“Third-Party Trademarks,” and, collectively with Tara Gregorio Trademarks,
the “Trademarks”). Nothing on the Websites should be construed as granting,
by implication, estoppel, or otherwise, any license or right to use the
Trademarks, without our prior written permission specific for each such use.
Use of the Trademarks as part of a link to or from any site is prohibited unless
establishment of such a link is approved in advance by us in writing. All
goodwill generated from the use of Tara Gregorio inures to our benefit.

Elements of the Websites are protected by trade dress, trademark, unfair
competition, and other state and federal laws and may not be copied or
imitated in whole or in part, by any means, including, but not limited to, the
use of framing or mirrors. None of the Content may be retransmitted without
our express, written consent for each and every instance.

7. Registered User Content; Licenses
As noted above, the Websites provides Registered Users the ability to post
and upload Registered User Content. You expressly acknowledge and agree
that once you submit your Registered User Content for inclusion into the
Websites, it will be accessible by others, and that there is no confidentiality or
privacy with respect to such Registered User Content, including, without

limitation, any personally identifying information that you may make available.
YOU, AND NOT Tara Gregorio , ARE ENTIRELY RESPONSIBLE FOR ALL
YOUR REGISTERED USER CONTENT THAT YOU UPLOAD, POST, EMAIL,
OR OTHERWISE TRANSMIT VIA THE WEBSITES.

You retain all copyrights and other intellectual property rights in and to your
own Registered User Content. You do, however, hereby grant us and our
sublicensees a non-exclusive, royalty-free, freely sublicensable, perpetual
license to modify, compile, combine with other content, copy, record,
synchronize, transmit, translate, format, distribute, publicly display, publicly
perform, and otherwise use or exploit (including for profit) your Registered
User Content and all intellectual property and moral rights therein throughout
the universe, in each case, by or in any means, methods, media, or
technology now known or hereafter devised. You also grant us and our
sublicensees the right, but not the obligation, to use your Registered User
Content, your Sign-In Name, name, likeness, and photograph in connection
with any use of the related Registered User Content permitted by the previous
sentence and/or to advertise and promote the Websites, Tara Gregorio and
our products and services. Without limiting the foregoing, you acknowledge
and agree that uses of your Registered User Content, name, likeness, and
photograph permitted by the foregoing rights and licenses may include the
display of such Registered User Content, name, likeness, and photograph
adjacent to advertising and other material or content, including for profit.

If you submit Registered User Content to us, each such submission
constitutes a representation and warranty to Tara Gregorio that such
Registered User Content is your original creation (or that you otherwise have
the right to provide the Registered User Content), that you have the rights
necessary to grant the license to the Registered User Content under the prior
paragraph, and that it and its use by Tara Gregorio and its content partners as
permitted by this Agreement does not and will not infringe or misappropriate
the intellectual property or moral rights of any person or contain any libelous,
defamatory, or obscene material or content that violates our Community
Guidelines.

8. Communications with Us

Although we encourage you to email us, we do not want you to, and you
should not, email us any content that contains confidential information. With
respect to all emails and communications you send to us, including, but not
limited to, feedback, questions, comments, suggestions, and the like, we shall
be free to use any ideas, concepts, know-how, or techniques contained in
your communications for any purpose whatsoever, including but not limited to,
the development, production, and marketing of products and services that
incorporate such information without compensation or attribution to you.

9. No Warranties; Limitations of Liability

THE WEBSITES AND THE CONTENT ARE PROVIDED ON AN “AS IS” AND
“AS AVAILABLE” BASIS WITHOUT ANY WARRANTIES OF ANY KIND,
INCLUDING THAT THE WEBSITES WILL OPERATE ERROR-FREE OR
THAT THE WEBSITES, THEIR SERVERS, OR THE CONTENT ARE FREE
OF COMPUTER VIRUSES OR SIMILAR CONTAMINATION OR
DESTRUCTIVE FEATURES.

WE DISCLAIM ALL WARRANTIES, INCLUDING, BUT NOT LIMITED TO,
WARRANTIES OF TITLE, MERCHANTABILITY, NON-INFRINGEMENT OF
THIRD PARTIES’ RIGHTS, AND FITNESS FOR PARTICULAR PURPOSE
AND ANY WARRANTIES ARISING FROM A COURSE OF DEALING,
COURSE OF PERFORMANCE, OR USAGE OF TRADE; IN CONNECTION
WITH ANY WARRANTY, CONTRACT, OR COMMON LAW TORT CLAIMS:
WE AND OUR LICENSORS SHALL NOT BE LIABLE FOR ANY INCIDENTAL
OR CONSEQUENTIAL DAMAGES, LOST PROFITS, OR DAMAGES
RESULTING FROM LOST DATA OR BUSINESS INTERRUPTION)
RESULTING FROM THE USE OR INABILITY TO ACCESS AND USE THE
WEBSITES OR THE CONTENT, EVEN IF WE HAVE BEEN ADVISED OF
THE POSSIBILITY OF SUCH DAMAGES AND (II) ANY DIRECT DAMAGES
THAT YOU MAY SUFFER AS A RESULT OF YOUR USE OF THE WEBSITES
OR THE CONTENT SHALL BE LIMITED TO THE FEES YOU HAVE PAID US
IN CONNECTION WITH ANY PURCHASES YOU HAVE MADE FROM US
DURING THE THREE (3) MONTHS IMMEDIATELY PRECEDING THE
EVENTS GIVING RISE TO THE CLAIM.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN
WARRANTIES. THEREFORE, SOME OF THE ABOVE LIMITATIONS ON
WARRANTIES IN THIS SECTION MAY NOT APPLY TO YOU.

THE WEBSITES MAY CONTAIN TECHNICAL INACCURACIES OR
TYPOGRAPHICAL ERRORS OR OMISSIONS. UNLESS REQUIRED BY
APPLICABLE LAWS, WE ARE NOT RESPONSIBLE FOR ANY SUCH
TYPOGRAPHICAL, TECHNICAL, OR PRICING ERRORS LISTED ON THE
WEBSITES. THE WEBSITES MAY CONTAIN INFORMATION ON CERTAIN
PRODUCTS AND SERVICES, NOT ALL OF WHICH ARE AVAILABLE IN
EVERY LOCATION. A REFERENCE TO A PRODUCT OR SERVICE ON THE
WEBSITES DOES NOT IMPLY THAT SUCH PRODUCT OR SERVICE IS OR
WILL BE AVAILABLE IN YOUR LOCATION. WE RESERVE THE RIGHT TO
MAKE CHANGES, CORRECTIONS, AND/OR IMPROVEMENTS TO THE
WEBSITES AT ANY TIME WITHOUT NOTICE.

10. External Sites
The Websites may contain links to third-party websites (“External Sites”).
These links are provided solely as a convenience to you and not as an
endorsement by us of the content on such External Sites. The content of such
External Sites is developed and provided by others. You should contact the
site administrator or webmaster for those External Sites if you have any
concerns regarding such links or any content located on such External Sites.
We are not responsible for the content of any linked External Sites and do not

make any representations regarding the content or accuracy of materials on
such External Sites. You should take precautions when downloading files from
all websites to protect your computer from viruses and other destructive
programs. If you decide to access linked External Sites, you do so at your own
risk.

11. Representations; Warranties; and Indemnification
(a) If you are a Registered User, you hereby represent, warrant, and covenant
that:

• You own or have the necessary licenses, rights, consents, and
permissions to all trademark, trade secret, copyright, or other
proprietary, privacy, and publicity rights in and to your Registered User
Content and any other works that you incorporate into your Registered
User Content, and all the rights necessary to grant the licenses and
permissions you grant hereunder;
• Use of your Registered User in the manners contemplated in this
Agreement shall not violate or misappropriate the intellectual property,
privacy, publicity, contractual, or other rights of any third party; and
• You shall not submit to the Website any Registered User Content that
violates our Community Guidelines set forth above or any other term of
this Agreement.
(b) You agree to defend, indemnify, and hold us and our officers, directors,
employees, agents, successors, licensees, and assigns harmless from and

against any damages, liabilities, losses, expenses, claims, actions, and/or
demands, including, without limitation, reasonable legal and accounting fees,
arising or resulting from: (i) your breach of this Agreement; (ii) your misuse of
the Content or the Websites; and/or (iii) your violation of any third-party rights,
including without limitation any copyright, trademark, property, publicity, or
privacy right. We shall provide notice to you of any such claim, suit, or
proceeding and shall assist you, at your expense, in defending any such
claim, suit, or proceeding. We reserve the right to assume the exclusive
defense and control (at your expense) of any matter that is subject to
indemnification under this section. In such case, you agree to cooperate with
any reasonable requests assisting our defense of such matter.

12. Compliance with Applicable Laws
The Websites are based in the United States. We make no claims concerning
whether the Content may be downloaded, viewed, or be appropriate for use
outside of the United States. If you access the Websites or the Content from
outside of the United States, you do so at your own risk. Whether inside or
outside of the United States, you are solely responsible for ensuring
compliance with the laws of your specific jurisdiction.

13. Termination of the Agreement
We reserve the right, in our sole discretion, to restrict, suspend, or terminate
this Agreement and your access to all or any part of the Websites, at any time

and for any reason without prior notice or liability. We reserve the right to
change, suspend, or discontinue all or any part of the Websites at any time
without prior notice or liability. The following sections shall survive any
termination of this Agreement: “Fees and Payment” (until you pay all fees and
taxes due hereunder), “Intellectual Property,” “Registered User Content;
Licenses,” “Communications with Us,” “No Warranties; Limitation of Liability,”
“Representations; Warranties; and Indemnification,” “Termination of the
Agreement,” “Controlling Law,” “Binding Arbitration,” “Class Action Waiver,”
“Equitable Relief,” and “Miscellaneous.”

14. CONTROLLING LAW

This Agreement and any action related thereto will be governed by the laws of
the State of New York without regard to its conflict of laws provisions.

15. BINDING ARBITRATION
In the event of a dispute arising under or relating to this Agreement, the
Content, or the Websites (each, a “Dispute”), either party may elect to finally
and exclusively resolve the dispute by binding arbitration governed by the
Federal Arbitration Act (“FAA”). Any election to arbitrate, at any time, shall be
final and binding on the other party. IF EITHER PARTY CHOOSES
ARBITRATION, NEITHER PARTY SHALL HAVE THE RIGHT TO LITIGATE
SUCH CLAIM IN COURT OR TO HAVE A JURY TRIAL, EXCEPT EITHER
PARTY MAY BRING ITS CLAIM IN ITS LOCAL SMALL CLAIMS COURT, IF

PERMITTED BY THAT SMALL CLAIMS COURT RULES AND IF WITHIN
SUCH COURT’S JURISDICTION. ARBITRATION IS DIFFERENT FROM
COURT, AND DISCOVERY AND APPEAL RIGHTS MAY ALSO BE LIMITED
IN ARBITRATION. All disputes will be resolved before a neutral arbitrator
selected jointly by the parties, whose decision will be final, except for a limited
right of appeal under the FAA. The arbitration shall be commenced and
conducted by JAMS pursuant to its then current Comprehensive Arbitration
Rules www.adr.org and Procedures and in accordance with the Expedited
Procedures in those rules,or, where appropriate, pursuant to JAMS’
Streamlined Arbitration Rules and Procedures. All applicable JAMS’ rules and
procedures are available at the JAMS website www.jamsadr.com. Each party
will be responsible for paying any JAMS filing, administrative, and arbitrator
fees in accordance with JAMS rules. Judgment on the arbitrator’s award may
be entered in any court having jurisdiction. This clause shall not preclude
parties from seeking provisional remedies in aid of arbitration from a court of
appropriate jurisdiction. The arbitration may be conducted in person, through
the submission of documents, by phone, or online. If conducted in person, the
arbitration shall take place in the United States county where you reside. The
parties may litigate in court to compel arbitration, to stay a proceeding
pending arbitration, or to confirm, modify, vacate, or enter judgment on the
award entered by the arbitrator. The parties shall cooperate in good faith in
the voluntary and informal exchange of all non-privileged documents and
other information (including electronically stored information) relevant to the
Dispute immediately after commencement of the arbitration. As set forth in

Section 18 below, nothing in this Agreement will prevent us from seeking
injunctive relief in any court of competent jurisdiction as necessary to protect
our proprietary interests.

16. Class Action Waiver

You agree that any arbitration or proceeding shall be limited to the Dispute
between us and you individually. To the full extent permitted by law, (i) no
arbitration or proceeding shall be joined with any other; (ii) there is no right or
authority for any Dispute to be arbitrated or resolved on a class action-basis or
to utilize class action procedures; and (iii) there is no right or authority for any
Dispute to be brought in a purported representative capacity on behalf of the
general public or any other persons. YOU AGREE THAT YOU MAY BRING
CLAIMS AGAINST US ONLY IN YOUR INDIVIDUAL CAPACITY AND NOT AS
A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR
REPRESENTATIVE PROCEEDING.

17. Equitable Relief
You acknowledge and agree that in the event of a breach or threatened
violation of our intellectual property rights and confidential and proprietary
information by you, we will suffer irreparable harm and will therefore be
entitled to injunctive relief to enforce this Agreement. We may, without waiving
any other remedies under this Agreement, seek from any court having
jurisdiction any interim, equitable, provisional, or injunctive relief that is

necessary to protect our rights and property pending the outcome of the
arbitration referenced above. You hereby irrevocably and unconditionally
consent to the personal and subject matter jurisdiction of the federal and state
courts in the State of New York, Borough of Manhattan for purposes of any
such action by us.

18. Miscellaneous

Our failure to act on or enforce any provision of the Agreement shall not be
construed as a waiver of that provision or any other provision in this
Agreement. No waiver shall be effective against us unless made in writing,
and no such waiver shall be construed as a waiver in any other or subsequent
instance. Except as expressly agreed by us and you in writing, this Agreement
constitutes the entire Agreement between you and us with respect to the
subject matter, and supersedes all previous or contemporaneous agreements,
whether written or oral, between the parties with respect to the subject matter.
The section headings are provided merely for convenience and shall not be
given any legal import. This Agreement will inure to the benefit of our
successors, assigns, licensees, and sublicensees.

Updated, May 2018

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