Terms and Conditions for Purchase of Initial Training
Acceptance: Les Mills South East (“Les Mills”) and its contractors and agents provide
their services to you subject to these Terms and Conditions and when you sign the OrderForm you accept these Terms and Conditions. Please read these Terms and Conditionscarefully before signing the Order Form.
Initial Training: In these Terms and Conditions, “Initial Training” means the training
workshop in respect of initial training in a specified Les Mills Program.
Warranty: You warrant that:
• You are either a health and/or fitness club which has entered into, and has a current
License Agreement with Les Mills (a “Licensed Club”); or a person who has entered
into an Instructor Agreement with Les Mills and has contracted to conduct Les Mills
Programs at a Licensed Club (an “Instructor”);
• You are purchasing the Initial Training for the purpose of conducting Les Mills
Programs in accordance with the terms of either your License Agreement with Les
Mills (if you are a Licensed Club) or your Instructor Agreement (if you are an
Instructor); and
• You will comply with the obligations owed under the terms of your License
Agreement or Instructor Agreement (as applicable). Capitalized terms in these Terms
and Conditions which are not specifically defined in these Terms and Conditions have
the meanings defined in the License Agreement and Instructor Agreement.
Initial Training: By signing the Order Form you are indicating that you wish us to
arrange and provide to you (or your Instructors if you are a Licensed Club) initial training
in a specific Les Mills Program (the “Initial Training”) based on the information as set
out in the Order Form. All requests for Initial Training are subject to acceptance by Les
Mills.
Release: You agree to execute (or procure your Instructors to execute if you are a
Licensed Club) a Release in substantially the form set out in Schedule 1 to these Terms
and Conditions before you (or your Instructors) undertake the Initial Training. You agree
that if you (or your Instructors if you are a Licensed Club) fail to sign a Release insubstantially the form set out in Schedule 1 to these Terms and Conditions Les Mills is
under no obligation to provide the Initial Training to you (or your Instructors) and you
will be treated as having cancelled your purchase of Initial Training with no entitlement
to a refund or other compensation from Les Mills.
Certification: You agree that in order for you (or your Instructors if you are a Licensed
Club) to be considered for certification in the specified Les Mills Program, you (or your
Instructors) must first:
• Attend and complete all of the Initial Training: and
• Within 90 days of the Initial Training, submit (i) a video of yourself (or each of your
Instructors) conducting a class of the specified Les Mills Program; (ii) a completed
assessment form as set out on the Les Mills website; and (iii) payment of the
prescribed assessment fee of $45 for any assessment fee received by Les Mills (such
payment to be made by credit card online).
Les Mills will certify you (or each of your Instructors if you are a Licensed Club) when
you have paid the assessment feefor each instructor to be certified and, in the reasonableopinion of Les Mills, you (or each of your Instructors) have satisfied the certificationguidelines contained in the Instructor Resources.
Pricing and Payment: You must pay the Price for the Initial Training as set out in the
Order Form, together with any relevant sales, use, value-added, withholding, and other
taxes and duties. Les Mills reserves the right to change prices on the Site. Except as
expressly stated otherwise on the Site, the Price for the Initial Training includes the
services of Les Mills approved trainers, provision of the venue at which the Initial
Training is held and provision of all relevant course material for the Initial Training, but
does not include meals and accommodation for attendees or apparel, and is exclusive ofall sales, use, value-added, withholding, and other taxes and duties. You will promptly
pay and indemnify Les Mills against all taxes and duties assessed in connection with anysuch amounts. Payment must be made by one of the methods set out in Order Formunless we agree in writing to another payment method.
Incorrect pricing: In offering information, products or services including the Initial
Training on the Site Les Mills attempts to be as accurate as possible. However Les Mills
does not warrant that information, product and service descriptions or pricing is accurate,complete or error free. In the event that Les Mills determines that the Initial Training ismis-priced, taxes and duties are incorrectly calculated, or the Initial Training contains aninaccuracy in its description Les Mills will notify you of the error before the InitialTraining is provided and you will have an opportunity to cancel or amend your requestfor Initial Training within a specified time.
Unpaid amounts: Les Mills may charge interest on any amount owing under these
Terms and Conditions but unpaid from the due date until the date of payment at the rate
of 1.5 % per month or part month, or the maximum rate allowable under applicable law
whichever is the lesser. Any expenses, disbursements and legal costs incurred by Les
Mills in the enforcement of any rights contained in these Terms and Conditions shall be
paid by you, including any reasonable attorney’s fees or debt collection fees.
Cancellations, changes or alterations by Les Mills: Les Mills will endeavor to hold
the Initial Training on the scheduled date but reserves the right to cancel or postpone anyInitial Training. In the event that Les Mills determines it is necessary to cancel or
postpone an Initial Training, Les Mills will notify you of such cancellation orpostponement as soon as practicable and will give you an opportunity to cancel (with a
full refund of the payment you have made in respect of the Initial Training) or rebook an
alternative Initial Training. Les Mills is not otherwise liable for compensation in respect
of any travel, accommodation or other expenses you have incurred in reliance on the
Initial Training proceeding on the scheduled date.
Cancellations, changes or alterations by you: Following confirmation of a purchase of
Initial Training, purchases of Initial Training can only be cancelled, changed or otherwise
altered prior to 10 days before the scheduled date of the Initial Training purchased. If
you cancel prior to this date Les Mills will refund your payments in respect of the Initial
Training, less an administration fee of $50for the Initial Training purchased.. No refund
will be made or compensation paid in respect of cancellations, changes or other
alterations made after 10 days before the scheduled date of the Initial Training.
Warranties and liability: LES MILLS WARRANTS THAT IT WILL ENDEAVOR
TO PROVIDE INITIAL TRAINING IN A SPECIFIED LES MILLS PROGRAM ON
THE SCHEDULED DATE. TO THE FULLEST EXTENT POSSIBLE LES MILLS
OTHERWISE DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED
INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF
MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. LES
MILLS SHALL NOT BE LIABLE FOR ANY LOSS OR DAMAGE OF ANY KIND
WHATSOEVER, ARISING FROM THE SUPPLY OF TRAINING TO YOU,
INCLUDING CONSEQUENTIAL LOSS WHETHER SUFFERED OR INCURRED BY
YOU OR ANOTHER PERSON AND WHETHER IN CONTRACT OR IN TORT
(INCLUDING NEGLIGENCE) OR OTHERWISE AND IRRESPECTIVE OF
WHETHER SUCH LOSS OR DAMAGE ARISES DIRECTLY FROM A BREACH OF
THESE TERMS AND CONDITIONS BY LES MILLS. IN NO EVENT WILL LES
MILLS BE LIABLE FOR ANY AMOUNTS GREATER THAN THE AMOUNT YOU
HAVE PAID FOR THE INITIAL TRAINING ORDERED. ANY CLAIM BROUGHT
BY YOU IN CONNECTION WITH THE INITIAL TRAINING MUST BE BROUGHT
WITHIN 1 YEAR OF THE DATE THE PURCHASE OF THE RELEVANT INITIAL
TRAINING IS CONFIRMED.
Default in payment: If you fail to make payment under these Terms and Conditions by
the due date Les Mills may:
• Demand payment in full of all unpaid amounts under these terms;
• Withhold provision of Training;
• Refuse to accept any further requests for Training;
• Charge interest on late payment; or
• Terminate your Instructor Agreement or License Agreement (as applicable).
Waiver: Failure by Les Mills to enforce any of these Terms and Conditions shall not be
deemed to be a waiver of any of the rights or obligations Les Mills has under these Termsand Conditions.
Governing Law: These Terms and Conditions and any contract formed by acceptance
of any order by Les Mills will be governed by the law of the State of Delaware, without
regard to conflicts of laws principles, and the parties submit to the non-exclusivejurisdiction of the courts in the State of Delaware.
Entire Agreement: These Terms and Conditions, together with the License Agreement
and Instructor Agreement referred to above, contain all of the terms, representations andwarranties made between the parties and supersede all prior discussions and agreementscovering the subject matter of these Terms and Conditions.
Schedule 1: Release
Warning: The Initial Training contains both practical and theoretical components and is
designed for participants who are experienced in fitness classes, in good mental health,
and physically fit. Individuals who are pregnant or with any physical or mental
restriction, disability or predisposition to injury or sickness should consult their medical
adviser before booking for the Initial Training and should not participate if their health or
ability to exercise is at risk.
Release of claims: This document is a release of claims. By signing it you acknowledge
the following:
1 You willingly participate in the Initial Training at your own risk
2 You have no physical or mental restrictions, disabilities or any predispositions to
sickness or injury that may be aggravated or adversely affected as a result of your
participation in the Initial Training.
3 You take full responsibility for any injury, loss or damage to your person/property
that may arise directly or indirectly from your participation in the Initial Training.
4 You will not seek to penalize, prosecute or claim compensation from Les Mills,
its employees, contractors, sponsors, presenters, or other participants at the Initial
Training, for any injury, loss, costs or damages occurring at, or arising from, your
participation at Initial Training. You release Les Mills, its employees, contractors,
sponsors, presenters, or other participants at the Initial Training from any claim for
injury, loss, costs or damages occurring at, or arising from, your participation at Initial
Training.
Videotaping and audiotaping acknowledgement: Les Mills may videotape or
audiotape part of all of the Initial Training and it is possible that you will be filmed,
photographed or recorded. By signing this release form you acknowledge and agree that:
1 Les Mills may film, photograph or record you during the event.
2 You give Les Mills an unrestricted, worldwide, royalty-free license to use your
name, image and likeness in connection with the Programs and the advertising or
promotion by Les Mills or its nominee of any video, film or other media in which the
Programs are used.
Name:______
Signed: ______Date: ______