Terms and Conditions
By subscribing to the THRESHOLD EXPERTS S.A.S. services (the “Services”) provided by THRESHOLD EXPERTS S.A.S., you (the “Customer”) are agreeing to be bound by the following terms and conditions (the “Agreement”).
FIRST. -TERMS OF THE AGREEMENT:
The duration of this Agreement (the “Term”) is undetermined, and it depends on the duration of the contracted services by the Customer. It is automatically renewed for an equal Term, unless either party provides a written notice of termination minimum thirty (30) days before the end of the Term to the other party.
Is considered any person that acquires the Services provided by THRESHOLD EXPERTS S.A.S.
A Powerful Tools and Coaching Services for All Endurance Athletes that offers a centralized hub that lets you plan, track and analyze your training all in one place. Merge data and workouts from your favorite devices and apps to watch your fitness progress in real-time. Get the support you need by adding on a training plan or 1-on-1 coaching to reach your goals stronger, healthier and faster.
THIRD. -ACCESS TO THE SOFTWARE “TRAININGPEAKS”:
The Client may use the software during the term of duration of the contracted services. THRESHOLD EXPERTS S.A.S. will provide an exclusive Access to the Customer for his personal use only.
The Customer agrees to take all necessary measures to guarantee the unmodified execution of the part of the Software that verifies the validity of the usage and collects statistics for that purpose, including but not limited to the running of an instance, the number of Users, the installed Apps, and the number of lines of code of Covered Extra Modules. In addition, the Customer will not allow the access from non-previous authorized third parties by THRESHOLD EXPERTS S.A.S.
Upon expiration or termination of this Agreement, this license is revoked immediately, and the Customer agrees to stop using the TrainingPeaks software.
Should the Customer breach the terms of this section, the Customer agrees to pay THRESHOLD EXPERTS S.A.S. an extra fee equal to 100% of the applicable list price for the actual subscription.
4.1 Unlimited adjustments to the training plan.
Adjust, unlimitedly, your training plan as long as you provide a written notice to your designated trainer.
4.2. Detailed Feedback y Progress Checks, Weekly.
We will analyze your personal sessions and metrics, every Monday, allowing us to provide you detailed feedback and bringing along improvement opportunities, every Friday.
4.3. Guidance to face importance events and specific races.
In case that you have a competition or an important day with your group, or you want to attack a PR, we can guide you from a technical and tactical point of view. We will guide you with the diet of the previous days, the nutritional strategy of the competition, a guide of watts or heart rate if necessary and we can discuss over the terrain and objectives for the occasion. We will be able to give peace of mind and security about what we want to achieve, and we will guarantee that you can have your best performance taking care of all the details. You will feel like a professional athlete.
4.4. Video call for initial diagnosis (retrospective analysis, training areas and tests).
Through a video call, in which we will tell you what we have found about your history, we will ask you some questions and we will explain the way in which we are going to work to achieve the objectives.
4.5. Personalized strengthening sessions.
Through a video call, we will schedule personalized strengthening sessions and routines with the specific objective to improve your performance, technical gesture,
4.6. Strengthening of the respiratory muscles.
We will guide you on how to work and strength your respiratory muscles to improve your health and increase your performance. You can do this from home with the technological device -that you will be able to purchase from us- or, in the case that you are not interested to buy it, you will be able to do it without it.
4.7. Unlimited technical support.
If you have any technological questions, connectivity, indoor trainers, or devices, we may provide the solutions at any time to solve all your doubts and inconveniences. In case you have questions, feel free to communicate the following cellphone number: (+57) 310 454 73 05. (From de 8:00 a.m. to 5:00 p.m. on weekdays).
FIFTH. -CHARGES AND FEES:
5.1 Standard Fees:
The standard subscription charge for the THRESHOLD EXPERTS S.A.S. services are based on the personalized training plan chosen by the Client. The Fees may change and adjust if the Client acquires a monthly, semestrial or annually training plan.
5.2 Renewal Charges:
Upon renewal as covered in section “1 Term of the Agreement”, the renewal charges and fees will by defined by the Consumer Price Index (C.P.I.) decreed by the Colombian National Government from the previous year.
All fees and charges are exclusive of all applicable federal, provincial, state, local or other governmental taxes, fees, or charges (collectively, “Taxes”). The Customer is responsible for paying all Taxes associated with purchases made by the Customer under this Agreement, except when THRESHOLD EXPERTS S.A.S. is legally obliged to pay or collect Taxes for which the Customer is responsible.
SIXTH. -CONDITIONS OF SERVICES:
6.1 Customer Obligations
The Customer agrees to:
– Pay THRESHOLD EXPERTS S.A.S. any applicable charges for the Services of the present Agreement, in accordance with the payment conditions specified at the signature of this contract.
– Take all measures necessary to guarantee the unmodified execution of the part of the Software that verifies the validity of the THRESHOLD EXPERTS S.A.S. usage, as described in 3 Access to the Software.
– Take all reasonable measures to keep their user accounts secure, including by choosing a strong password and not sharing it with anyone else.
– Take all reasonable measures to protect Customer’s files and databases and to ensure Customer’s data is safe and secure, acknowledging that THRESHOLD EXPERTS S.A.S. cannot be held liable for any data loss.
– Your monthly payment corresponds to the use of the service, but not to your compliance with the training. In other words, if you do not want to continue training, you must notify the coach that you do not want to continue taking the service, since he will continue planning, talking to you and giving you feedback. If the Customer is not interested to continue with the Services, he/she must provide a written notice of termination minimum thirty (30) days before the end of the Term.
– The monthly fee is charged per calendar month. Then, depending on your date of entry, it will correspond to what is left to finish the first month. Then, it will be charged in the first days of the month, so that you pay in the first 5 days.
– THRESHOLD EXPERTS S.A.S. will send the bill to the Customer within the first three (3) days of the month by the following month of the service provided. Then, the Customer must pay the acquired service withing the next following two (2) days of the received bill.
– The client who has not paid for the service, except for events of force majeure or fortuitous event contemplated in the normative framework of the Colombian legal system, will be declared in the accounting system in a state of “default or suspended”. It is for this reason that your access to the services enshrined in the agreements of these Terms and Conditions will be immediately suspended and you will acquire the status of debtor against THRESHOLD EXPERTS S.A.S. in order for the latter to choose to go to the legal, administrative or accounting instances that it considers pertinent for the collection of the amounts owed.
– If you are registered in the automatic debit and do not wish to continue with the service, you must cancel the subscription before the beginning of the following month.
– These policies are explained in detail at the time of registration. If you have doubts, we can advise you with video tutorials on how to register and cancel the service. You can also contact the following cellphone number to answer your questions: (+57) 313 660 84 94.
– Grant THRESHOLD EXPERTS S.A.S. the necessary access to verify the validity of the THRESHOLD EXPERTS S.A.S. upon request (if the automatic validation is found to be inoperant for the Customer).
Except where notified otherwise in writing, each party grants the other a non-transferable, non-exclusive, royalty free, worldwide license to reproduce and display the other party’s name, logos, and trademarks, solely for the purpose of referring to the other party as a customer or supplier, on websites, press releases and other marketing materials.
Definition of “Confidential Information”:
All information disclosed by a party (the “Disclosing Party”) to the other party (the “Receiving Party”), whether orally or in writing, which is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure. Any information related to the business, affairs, products, developments, trade secrets, know-how, personnel, customers and suppliers of either party should be regarded as confidential.
For all Confidential Information received during the Term of this Agreement, the Receiving Party will use the same degree of care that it uses to protect the confidentiality of its own similar Confidential Information, but not less than reasonable care.
The Receiving Party may disclose Confidential Information of the Disclosing Party to the extent compelled by law to do so, provided the Receiving Party gives the Disclosing Party prior notice of the compelled disclosure, to the extent permitted by law.
6.4. Data Protection
“Personal Data”, “Controller”, “Processing” take the same meanings as in the Regulation stipulated by the Colombia Law N° 1581 of 2012, and any regulation or legislation that amends or replaces them (hereafter referred to as “Data Protection Legislation”)
Processing of Personal Data
The parties acknowledge that the Customer’s database may contain Personal Data, for which the Customer is the Controller. This data will be processed THRESHOLD EXPERTS S.A.S. when the Customer instructs so, by using any of the Services that require a database.
This processing will be performed in conformance with Data Protection Legislation. THRESHOLD EXPERTS S.A.S. commits to:
(a) only process the Personal Data when and as instructed by the Customer, and for the purpose of performing one of the Services under this Agreement, unless required by law to do so, in which case THRESHOLD EXPERTS S.A.S. will provide prior notice to the Customer, unless the law forbids it.
(b) ensure that all persons within THRESHOLD EXPERTS S.A.S. authorized to process the Personal Data have committed themselves to confidentiality.
(c) implement and maintain appropriate technical and organizational measures to protect the Personal Data against unauthorized or unlawful processing and against accidental loss, destruction, damage, theft, alteration, or disclosure.
(d) forward promptly to the Customer any Data Protection request that was submitted to THRESHOLD EXPERTS S.A.S. regarding the Customer’s database.
(e) notify the Customer promptly upon becoming aware of and confirming any accidental, unauthorized, or unlawful processing of, disclosure of, or access to the Personal Data.
(f) notify the Customer if the processing instructions infringe applicable Data Protection Legislation, in the opinion of THRESHOLD EXPERTS S.A.S.
(g) make available to the Customer all information necessary to demonstrate compliance with the Data Protection Legislation, allow for and contribute to audits, including inspections, conducted, or mandated by the Customer.
Regarding points (d) to (f), the Customer agrees to provide THRESHOLD EXPERTS S.A.S. with accurate contact information at all times, as necessary to notify the Customer’s Data Protection responsible.
If either Party fails to fulfill any of its obligations arising herein, and if such breach has not been remedied within thirty (30) calendar days from the written notice of such breach, this Agreement may be terminated immediately by the non-breaching Party.
Further, THRESHOLD EXPERTS S.A.S. may terminate the Agreement immediately in the event the Customer fails to pay the applicable fees for the Services within ninety (90) days following the due date specified on the corresponding invoice.
The sections “6.4 Confidentiality,” “7.1. Legal Advice & Disclaimers”, “7.2 Limitation of Liability”, and “8 General Provisions” will survive any termination or expiration of this Agreement.
SEVENTH. – WARRANTIES, DISCLAIMERS, LIABILITY:
7.1 Legal Advice & Disclaimers
None of the Parties from this agreement may provide any warranty and the other one rejects any implicit warranty.
THERSHOLD EXPERTS S.A.S. do not guarantee that the Software (TrainingPeaks) is permitted strictly with the applicable local or foreign laws.
7.2 Limitation of Liability
To the maximum extent permitted by law, the aggregate liability of each party together with its affiliates arising out of or related to this Agreement will not exceed 50% of the total amount paid by the Customer under this Agreement during the 12 months immediately preceding the date of the event giving rise to such claim. Multiple claims shall not enlarge this limitation.
In no event will either party or its affiliates be liable for any indirect, special, exemplary, incidental or consequential damages of any kind, including but not limited to loss of revenue, profits, savings, loss of business or other financial loss, costs of standstill or delay, lost or corrupted data, arising out of or in connection with this Agreement regardless of the form of action, whether in contract, tort or otherwise, even if a party or its affiliates have been advised of the possibility of such damages, or if a party or its affiliates’ remedy otherwise fails of its essential purpose.
7.3 Force Majeure
Neither party shall be liable to the other party for the delay in any performance or failure to render any performance under this Agreement when such failure or delay finds its cause in a case of force majeure, such as governmental regulations, fire, strike, war, flood, accident, epidemic, embargo, appropriation of plant or product in whole or in part by any government or public authority, or any other cause or causes, whether of like or different nature, beyond the reasonable control of such party as long as such cause or causes exist.
EIGHT. -GENERAL PROVISIONS:
8.1 Governing Law
This Agreement and all Customer orders will be subject to Colombian law. Any dispute arising out of or in connection with this Agreement or any Customer order will be subject to the exclusive jurisdiction authority of the Bogotá, Colombia arbitration court.
In case any one or more of the provisions of this Agreement or any application thereof shall be invalid, illegal, or unenforceable in any respect, the validity, legality, and enforceability of the remaining provisions of this Agreement and any application thereof shall be in no way thereby affected or impaired. Both parties undertake to replace any invalid, illegal or unenforceable provision of this Agreement by a valid provision having the same effects and objectives.