These Terms of Services (the "Terms") define the general terms and conditions for the provision of Services (as defined below) by Perfect Gym Solutions S.A. with its registered office in Warsaw, at Franciszek Klimczaka Street 1, 02-797 Warsaw, entered in the register of entrepreneurs kept by the District Court for the capital city of Warsaw in Warsaw, XIII Commercial Division of the KRS (Polish Companies House) under the number: 0000540912,Tax ID: 9512387811, ("Perfect Gym" or "We", “Our” or “Us”) for the benefit of any person (entity) running a business in the health and fitness industry who plans to enter into or have concluded an Agreement (as defined below) with Perfect Gym ("Customer" or "You" or “Your”).
Perfect Gym and the Customer shall be referred to as the "Parties", and each of them separately as the "Party".
1.1. The terms listed below shall have the following meanings:
1.2. If the terms defined above are used in the Order, they have the above meaning – unless they have been separately defined in the Order (including their attachments).
2.1. We provide to Customers the Services listed and described at www.perfectgym.com.
2.2. By providing the Services, We:
2.3. We provide You with the Services that You have chosen in the Order(s) (including the Order(s) that You have entered using the Service Account – if You are allowed to do that).
2.4. You can contact Us via e-mail address: sales@perfectgym.com or the “Request a Demo” form on our website to get the marketing information about the Services You need.
2.5. You can enter into an Agreement with Us by signing the Master Service Agreement using the e-Signature. We will sign Master Service Agreement by e-Signature too. The same procedure applies to entering subsequent Orders. In exceptional cases, You can ask Us (contacting through the e-mail address sales@perfectgym.com) to sign the Master Service Agreement or any subsequent Order [1] using qualified electronic signature and sending such signed documents by e-mail or [2] traditionally (on writing) and sending it by courier.
2.6. You may enter the Order also by using the Service Account (e.g., to purchase additional Locations or add-ons) – if we enable your Service Account to do that.
2.7. You are responsible for giving a sufficient signing authority to the person concluding the Agreement or subsequent Orders. We are not liable for any damage caused by the lack of the signing authority on Your side.
2.8. We may ask the person signing the Agreement or the subsequent Order on your behalf to demonstrate the signing authority from your organization to enter into the Agreement or the Order – by sending an appropriate document including such signing authority (e.g., excerpt from the National Court Register, power of attorney or resolution of the relevant Company's authorities) to following e-mail address: sales@perfectgym.com.
2.9. The Agreement consists of the Master Service Agreement, subsequent Order (if existing) and these Terms.
2.10. The Terms are an integral part of the Agreement and by signing the Master Service Agreement and any subsequent Order You accept them. You accept also that We may change these Terms from time to time.
2.11. The Order, after its conclusion, is an integral part of the Agreement, indicating the scope of the Services. You may enter into the Order at any time during the term of the Agreement.
2.12. In case of a conflict between the Terms and the Order provisions, the Order provisions shall prevail.
2.13. In specific cases, We can establish that You may be provided with the Services in a different manner than indicated in these Terms. Such conditions shall be contained in the additional terms, which will be an integral part of the Agreement. In case of a conflict between the Terms and additional terms provisions, the additional terms provisions shall prevail.
2.14. You may also purchase Professional Services to optimize the way You use the Services or to prepare Your organization to use the Services – in the manner described at Our website. These Terms do not affect Professional Services in any way.
2.15. By signing the Master Service Agreement (as well, as any subsequent Order), You are obliged to comply with the provisions of the Terms.
2.16. If you change any information provided in the Master Service Agreement, in particular the correspondence addresses or billing data, You are obliged to inform Us of such changes immediately, but no later than 3 Business Days from the date of such change, by sending an e-mail containing the changed information to billing@perfectgym.com. Further information changes are subject to the same procedure. Failure to inform Us of the change of information shall be at Your expense – in particular, We shall consider all correspondence and information provided to be effectively delivered.
2.17. We reserve the right to charge You a fee in certain cases for changes in Your legal or billing data – if it generates the extensive costs on Our side (e.g. cessions or transfers).
2.18. As soon as the Agreement is concluded, We will create and then grant You access to the Service Account (at least one, based on the Agreement).
3.1. The Agreement is concluded for an Initial Period. The Initial Period is 3 years unless the Parties agree otherwise in the Order. The Parties may terminate the Agreement pursuant to the provisions below.
3.2. After the expiration of the Initial Period or any subsequent period, the Agreement is automatically renewed for the subsequent period of 1 year, unless:
3.3. During the term of the Agreement, Your applicable remuneration rates may be indexed by Us once a calendar year up to 10% (by e-mail notification to Your contact address).
3.4. However, if in a given year the remuneration has been increased as Part of the Agreement renewal, the remuneration increase referred to in clause 3.3 will not apply.
3.5. Notwithstanding the above, We are entitled to terminate the Agreement (as a whole or in part), with immediate effect, upon written notice if:
3.6. If we terminate the Agreement on the basis of ss. 3.5.1-3.5.6, all amounts of remuneration for the payment periods to which You have committed prior to the termination (i.e. until the end of the current term of the Agreement) shall become due.
3.7. Notwithstanding the above, You may terminate the Agreement (as a whole, i.e., including any Orders You have entered in), with immediate effect, if:
3.8. You may terminate the Agreement if We have changed these Terms. You have the right to terminate the Agreement within 2 weeks of being informed of the change in the Terms. Notice of termination is effective at the end of the month. This termination right does not apply to the changes of these Terms which do not affect in a negative way Your rights and obligations, in particular changes in contact details, e.g., Perfect Gym e-mail addresses or links to its websites.
3.9. If You terminate the Agreement pursuant to s. 3.7 or 3.8:
3.10. You are allowed to download and/or delete any data from your Service Account before the Agreement expiration. We will automatically delete your personal data within 30 days after the Agreement expiration, unless (1) You purchase relevant archive or back-up service or (2) We need to store such data due to the risk of a dispute arising between the Parties.
3.11. We will activate Services promptly from the moment you sign the Order (within 7 Business Days), but if You didn’t pay the remuneration for Services – we can suspend the provision of the Services (pursuant to s. 7.10 below) and we have a right to terminate the Agreement (pursuant to ss. 3.5.1 above and 7.12 below). You shall be aware that certain Services’ activation may require action by You or a third party (e.g., mobile app store or payment partners where an account is required and partner vendors of additional services).
3.12. If You purchase any new Services during the current term of the Agreement (Initial Period or any subsequent term) they will be provided to You from the date agreed by the Parties (or, if not agreed, from the first day of a new month) until the last day of current term of the Agreement, pursuant to s. 3.1 and 3.2 above.
3.13. You can provide Us with termination notice in the form of a hand-signed document (then scanned) or document signed using the e-Signature, then sent to billing@perfectgym.com.
4.1. We will perform the Services in a good manner and substantially according to industry standards, and we will make available to You appropriate resources required to perform the Services.
4.2. We may use subcontractors to provide any of the Services.
4.3. To use the Services, Your infrastructure, including network, hardware and software shall meet the minimum requirements specified in our Documentation.
4.4. Unless the Parties agree otherwise, after the commencement of the Agreement We will provide You with the Services indicated in the Master Service Agreement (and/or any subsequent Orders).
4.5. During the term of the Agreement, You can extend your Services by purchasing:
by requesting that online, via Service Account – in relation to chosen Services – if such option was enabled; or by contacting Us via e-mail address: sales@perfectgym.com or by contacting with Our dedicated representative.
4.6. The Services list and description are available for You on Our website. You accept that We can change this list at Our sole discretion. You will be informed at least 30 days in advance if We plan to terminate the Service You are using. In such case You will be entitled to:
4.7. You agree that We may remove, replace, add, or modify features and functions of the Services; and/or provide fixes, updates and upgrades to the Services. Notwithstanding the foregoing, We will use reasonable efforts to ensure that such modifications, do not materially reduce the level of functionality, performance or security of the Services You use during the term of the Agreement. We will keep You informed about any material modification in the Services.
4.8. You can use the Documentation relating to the Services. You can find there also the answers for frequently asked questions.
4.9. We do not enter any data into the Services available to You if it might be done by Your System Administrator. We may do that only on Your request by providing Professional Services.
4.10. We provide You with an English version of the Services. We might offer the different language version of our Services, or We can prepare for You another language version by providing the Professional Services, but in such cases, we shall not be liable for any errors and unavailability of the Services resulting from Your use of a dedicated language version.
4.11. Core Applications are applications made available on Service Instance (an online Perfect Gym IT platform that share a common database instance) which provides functionalities and access to critical business functions, , i.e.:
4.12. Some of our Services have certain dependencies on third parties’ products or services (e.g. app shops or marketplaces), and therefore, if You use such Services We may ask You to perform certain additional actions or make certain statements / representations, that may be needed due to third parties’ policies.
5.1. You shall appoint the System Administrator (by indicating its name, e-mail address and phone number) in the Order. You can change this person by notifying Us through self-service support channel “GetSupport” (via Service Account). The change of the System Administrator is effective from the 5 Business Days following the day of the notification.
5.2. The System Administrator is the main point of contact for Us on Your side, for technical matters (e.g. maintenance windows, product release notifications).
5.3. The System Administrator shall have a good knowledge of Your business processes and the way IT operates in Your Locations.
5.4. The System Administrator or delegated person(s) approved by Us:
6.1. We undertake the ongoing provision of the Services by ensuring the correct functioning of the Services during the term of the Agreement, if You use the Services in accordance with the Terms.
6.2. Severity categorization of the incident or failures of the Services is described in kb.perfectgym.com/article/severity-levels
6.3. You can report incidents or failures of the Services through self-service support channel “GetSupport” (via Service Account). But if You report the problem that You consider to be Critical (i.e. unplanned downtime), You shall report it by calling Us on phone number available on kb.perfectgym.com/article/how-contact-perfect-gym-support-team.
6.4. Unless we agree otherwise, the System Administrator is the only member of Your Team authorized to report any problems pursuant to this section of the Terms.
6.5. We may decide whether we will use our best endeavors to fix the reported incidents or failures (within a reasonable time), provide you with a workaround or remove such problem or failure in an upcoming software update. We will undertake to inform You about our decision. Notwithstanding above, we can close the request (your notification) and communication regarding such request at our sole discretion.
6.6. We reserve the right to close the report incidents automatically if:
6.7. The Availability will be calculated in the following manner, separately per each Service Account:
6.8. “Downtime” for the purposes of this section of the Terms means the condition of the Service Account which prevents Customer from using Services and there is no workaround, i.e.:
6.9. We will use our best endeavors to maintain the Availability at the minimum level of 99.5% per year (of the term of the Agreement).
6.10. If the Availability level is lower than declared above, You will be entitled to get Service Credits in amount stated in table below for Services within affected Service Account accordance with the following rules:
| The Annual Availability Level | Service Credit equal to |
|---|---|
| 99.5% or higher | n/a |
| 98-99.4% | 1 monthly fee (remuneration) |
| 95-97.9% | 2 monthly fees (remunerations) |
6.11. If the amount of monthly remuneration changed in a given year of the term of the Agreement, the amount of Service Credits granted to you shall be calculated on the basis of the weighted average of monthly fees of Services within affected Service Account during Downtime period.
6.12. If the Availability falls below the 95% due to our fault You shall have the right to:
6.13. To obtain the Service Credits pursuant to clause 6.10 above, you should jointly satisfy the following conditions:
6.13.1. You have submitted complete reports of all the problems that caused the unavailability (downtime) in the manner set out in these Terms;
6.13.2. You have to send us an application to receive the Service Credits due to failing to reach the Availability level guaranteed under the Agreement (the e-mail address: billing@perfectgym.com), within 30 days after the end of the annual period during which the Availability level was lower than declared in the Agreement. The application described above shall specify the specific periods during which the Services were not available along with the duration of the non-availability and the description of the non-availability, along with additional information such as:
6.14. If all the conditions indicated in s. 6.13 above are satisfied, We will provide the Service Credits in the subscription period(s) falling during the next payment period(s) following the period, in which the Availability failure occurred.
6.15. The downtime of the Service Account is counted from the time it occurs, provided that You have submitted it within 12 hours of that moment. Otherwise, the downtime is counted from the moment You have reported such downtime.
6.16. Service Credits are your sole and exclusive remedy for any performance or Availability issues for any Service under the Agreement. You may not deduct the Service Credits from the remuneration due to us.
6.17. We are not liable for any problem or failure caused due to:
6.18. We can carry out technical breaks from time to time, the occurrence of which does not in any case affect the calculation of Availability. We will take reasonable endeavours to organize technical breaks during the night, at a time that does not cause any disruption to you. We will take endeavours to inform You at least 24 hours in advance of planned technical breaks.
6.19. You can ask us any question concerning the use of Services, by self-service support channel “GetSupport” (via Service Account). We will answer your question within a reasonable time. If the answer to your question requires a substantial amount of time or competence or your question is actually the change request, we reserve the right to make an offer to provide the Professional Services to You.
6.20. Some of the Services are provided on the basis of the third parties services or software (as mentioned in their documentation) – and we are not liable for any problems concerning such third parties’ products (e.g. app shop policy).
7.1. You will pay Us the remuneration for providing the Services in line with the Agreement and Orders you have entered.
7.2. We inform You that:
7.3. Unless otherwise agreed or indicated in the Price List, the remuneration shall be charged in advance for a specific Service.
7.4. In each case of the Agreement’s automatic renewal, all the previously granted discounts do not apply and You shall then pay the full remuneration amounts indicated in the Price List – unless we agree otherwise. Notwithstanding anything to the contrary, any renewal in which subscription volume for any Services has decreased from the prior term will result in repricing at renewal without regard to the prior term’s per-unit pricing.
7.5. The pricing page on the website (if available) only represents a suggested guideline for negotiations and does not constitute a formal offer.
7.6. We will issue an invoice in electronic form to You and send to the billing e-mail address indicated in the Master Service Agreement. All bank charges should be shared between the parties. Swift transfer code should be marked as SHA.
7.7. Each invoice shall be payable within 14 days of its issue.
7.8. You may pay the remuneration through the payment website or by bank transfer to Our bank account specified on the invoice issued to You. On the payment website, You can make payments through authorized payment services providers.
7.9. The Parties consider the date of crediting the Perfect Gym account as the date of payment of remuneration.
7.10. If the Customer is late in payment of any part of the remuneration due under the preceding provisions by more than 10 days, We shall have the right to suspend the provision of the Services – after a payment request within not less than 3 Business Days (and this period has expired unsuccessfully), sent to the billing e-mail address indicated as the contact address for settlements in the Master Service Agreement.
7.11. We reserve the right to charge interest in the amounts provided for by the applicable law, if the Customer is in delay in respect of any sum under the Agreement.
7.12. If the Customer’s delay in payment exceeds 10 days, whether or not we have suspended the provision of the Services pursuant to the s. 7.10 above, We shall have the right to call upon the Customer to pay within a period not exceeding 5 days (by sending a call in the form of an e-mail to the billing e-mail address indicated in the Master Service Agreement or in writing to the address of the Customer's registered office) – after which We shall be entitled to terminate the Agreement immediately, pursuant to s. 3.5.1 above.
7.13. The remuneration due to the Perfect Gym shall be a net amount and shall not include any applicable taxes, including but not limited to VAT or any withholding tax or any transfer fees. Any such taxes or fees shall be borne by the Customer.
7.14. If there is an obligation to collect withholding tax on any payments due to the Perfect Gym under this Agreement, the Customer shall be obliged to properly increase the amount of the remuneration due to the Perfect Gym to calculate the amount of withholding tax required by law on such payment and to transfer the amount of withholding tax thus calculated to the competent tax authority within the prescribed period.
7.15. The Customer, as a withholding taxpayer, may apply a reduced rate of withholding tax, an exemption or conditions for not charging withholding tax, if such possibility results from special provisions or the relevant double taxation convention.
8.1. The Customer accepts and acknowledges that software enabling the Services provision is the subject of copyrights and that it is protected by applicable copyright laws.
8.2. By this Agreement We grant You the non-exclusive and non-transferable right to access the Services and use them (including using of the Documentation) in line with the Terms provisions – during the term of the Agreement.
8.3. During the term of the Agreement or at any time after its expiration the Customer must not permit any act or perform any act which would infringe or infringes on the Perfect Gym’s intellectual property rights. In particular, the Customer ensures that it shall not copy any software related to the Services, except as otherwise expressly authorized by the Agreement.
8.4. The Customer shall indemnify Perfect Gym against all liabilities, costs, and expenses that it may incur or incurs because of the Customer breaching of the copyright provisions expressed in this s. 8 or any other provisions of the Agreement.
8.5. The Customer has no rights to the Services other than those set out in the Agreement. The Customer shall not sell, allow further subscription, assign, transfer or in any other way encumber, exploit or deal with (including as a result of succession, or a change in ownership or control) the Services and any Perfect Gym’s intellectual property rights to any third party without the Perfect Gym’s prior written (otherwise null and void) consent. We do not grant you any licence.
8.6. Without our prior written (otherwise null and void) consent, the Customer shall not:
8.7. All rights in and to the Services and Documentation, as well as all intellectual property are and always shall remain the property of Perfect Gym. The Customer shall not acquire or retain any right, title or interest in the Services or any other intellectual property rights of Perfect Gym.
8.8. You shall be solely and fully liable to Us or third parties for the consequences of breaching the preceding provision. In particular, You are obliged to pay Us all costs incurred due to your breach of this provision – including, in particular, those resulting from judgments and court settlements.
8.9. We are entitled to publish Your name and logotype or to indicate Your status as Our customer on Our, Our partners’, and third parties’ Internet websites, social pages, and video channels for promotional purposes or in offers, presentations, and other marketing documents sent by Us to potential customers.
9.1. The Parties undertake and acknowledge that subject to mandatory regulations, they shall keep all Confidential Information confidential and, without the prior consent of the other Party expressed in writing (otherwise null and void), shall not disclose it to any third party and shall not use it for purposes other than those directly resulting from the Agreement.
9.2. The receiving Party may disclose Confidential Information to its employees, associates, subcontractors, or advisors, provided that they need such access for the purposes described in section 9.1 above and provided that they have concluded a confidentiality agreement with the Party under conditions at least as strict as those contained in this Agreement.
9.3. The Customer ensures to return or destroy all Perfect Gym Confidential Information held by or under the control of the Customer as soon as possible, but no later than within 5 Business Days from the date of receiving a request from Perfect Gym or the date of expiration of the Agreement. The Customer is not allowed to retain, register, store, document or save in electronic form any Perfect Gym Confidential Information. It does not apply to the information that the Customer is obliged to retain to be compliant with applicable laws and information necessary in case of a dispute, but the Customer cannot use them for any purpose other than indicated above.
9.4. The Parties' commitment to confidentiality shall not apply to the Confidential Information which/if:
9.4.3. the Confidential Information has to be disclosed to relevant third parties, authorities or courts in accordance with applicable law or in accordance with the regulations and guidelines in force on the stock exchange on which Perfect Gym shares may be listed, provided that the Confidential Information is disclosed only as necessary and the Party disclosing such information notifies the other Party of such disclosure (if not prohibited by law or by a ruling of the competent authority) immediately but in any case not later than 5 Business Days after such disclosure.
9.5. The obligation not to disclose Confidential Information of the Parties shall remain in force for the term of the Agreement and 5 years from the date of its expiry on any basis.
10.1. Perfect Gym acknowledges that the Customer is a Controller of Personal Data relating to its employees and clients. Perfect Gym can be a separate Controller of the personal data of Customer's employees or clients if Perfect Gym will pursue its own purpose of data processing and will have a legal basis for processing (e.g., appropriate consents from data subjects). Information on data processing by Perfect Gym is available in the Privacy Policy available at www.perfectgym.com/privacy-policy.
10.2. Each of the Parties, as the Controller, will ensure that the personal data processed as part of the Service have an appropriate legal basis, and the data subjects are properly informed about processing.
10.3. Each Party is required to implement appropriate technical and organizational measures to ensure the security of personal data processed as part of the Service.
10.4. Personal data, the Controller of which is the Customer, and which are entrusted to the Perfect Gym for processing will be processed in accordance with the provisions contained in Data Processing Addendum to these Terms available on the website at: www.perfectgym.com/data-processing-addendum. In the case of signing a data processing agreement, it has priority over the provisions set out in Data Processing Addendum to these Terms.
11.1. You have the right to lodge complaints in respect of the Services.
11.2. The complaint may be lodged to Us by traditional mail, e-mail (billing@perfectgym.com) or by using a contact method available to the Service Account.
11.3. The complaint should include at least the Customer's name, the email address, a detailed description of the objections in respect of the Services and the postal address of the Customer. We may ask You for additional information to identify You.
11.4. If the information given by You is not sufficient or We require more details to respond to your complaint, We will request You to provide such additional information. The date of receiving such additional information needed to respond to Your complaint shall be deemed as the date on which You have effectively lodged the complaint.
11.5. We will use Our best efforts to respond to Your complaint within 30 days from the date of its reception pursuant to clause 11.4 above.
11.6. You shall lodge the complaint within 14 days of the event that caused You to make a complaint. We may not respond to the complaints lodged after this period.
11.7. Raising any complaint does not release You from the obligation to pay the remuneration due.
11.8. All other questions and comments should be sent to Our email address indicated in s. 15 of these Terms.
12.1. We make no representation or give any warranty in relation to any incorrect performance or functionality of the Service which would result partly or wholly from data, records or other information provided by You or any third party. No warranty is given as to the accuracy, precision, or reliability of reports, data or information generated by the Services. We give no warranty for legal or physical defects of the Services.
12.2. You acknowledge and accept that We cannot guarantee that the Services will be free from any interruption or error. You further accept that the existence of any such interruptions or errors shall not be construed as our breach of the Agreement.
12.3. You acknowledge and accept that the accuracy of the Services’ operations depends on the accuracy of the data or information provided by You or any third parties, and that We will not be liable for any damage to property, injury or death to any person or any other claims and demands which may be made against Us if such damage, injury, death, claims or demands are connected with or result, directly or indirectly, from the data, records or other information provided by You or any third parties.
12.4. You ensure that all the data, records, and other information that You upload to our software to use the Services will:
12.5. Except as explicitly stated in the Agreement, the Agreement does not include by implication any other term, condition, or warranty in respect of the quality, merchantability, acceptability, fitness for purpose, condition, description, assembly, manufacture or performance of the Services or any contractual remedy for its failure.
12.6. You shall indemnify Us against any third-party claims of violation of their rights, including personal interest, due to your use of the Services.
12.7. You confirm that You are fully aware and acquainted with the functionalities and the scope of the Services (e.g. by experiencing a demo version of the Services). You further confirm that Your decision to purchase the Services is based on Your experience and Your own assessment of the Services and not on any images, presentations, descriptive material or other documents or programs made available to You on any of our websites, in any advertising materials or during presentations concerning the Services.
13.1. Without prejudice to applicable mandatory law, Perfect Gym’s liability of whatever kind, including for non-performance or improper performance of an Agreement and tort, shall be limited to the sum of fees (remuneration) paid to Perfect Gym in a given calendar year. Perfect Gym's liability for lost profits, indirect or consequential losses is excluded.
13.2. Any limitation of Perfect Gym’s liability shall not apply to damages caused intentionally, because of gross negligence, breach of the obligation not to disclose Confidential Information (apart from damages to the Customer resulting from a possible leakage of its data) and breach of the rules of personal data processing.
13.3. The warranty for defects is excluded. Perfect Gym shall not give the Customer any express or implied warranty for the Services provided.
13.4. Perfect Gym shall not be liable for:
13.5. The Customer will be solely liable for the contents of the data and information entered into the Services by the Customer and how the Customer uses the Services.
13.6. The Customer is solely responsible for the safety of its IT infrastructure, the rules of granting access to the Services in its organization and maintaining logins and passwords.
13.7. The Customer shall be liable for actions and/or omissions of any entities to which the Customer provides the Services as if the Customer had made those own actions and/or omissions.
13.8. The Customer may not use the Services for any illegal or unlawful purpose (or contrary to the rules of social coexistence or good manners) or to upload any illegal or unlawful content.
14.1. Perfect Gym shall not be liable for non-performance or improper performance of obligations under the Agreement, if its performance or proper performance has become impossible or difficult – directly or indirectly – because of Force Majeure circumstances, to which the Parties include any events external to Perfect Gym, in particular:
14.2. In the event of Force Majeure circumstances that make the performance or proper performance of Our obligations under the Agreement impossible or difficult, We will notify you within 14 (fourteen) days of the occurrence of such circumstances, about:
14.3. We will also notify You when the Force Majeure ceases within 14 (fourteen) days from the date of such cease.
14.4. The occurrence of the Force Majeure circumstances shall in no case release You from the obligation to pay the remuneration already due to Us or postpone the dates of its payment.
14.5. In the event of Force Majeure circumstances, any deadlines for performance of Perfect Gym obligations whose performance or due performance have become impossible or difficult due to the circumstance shall be automatically postponed by the duration of such circumstances.
14.6. In the event of Force Majeure circumstances that make the performance or proper performance of Party’s obligations under the Agreement impossible or difficult and their persistence for a period longer than 1 month, the Parties shall be entitled to terminate the Agreement with immediate effect.
15.1. If you need to contact Us, and these Terms do not specify a different e-mail address to be used for the matter in question, You should write to the following e-mail address: contact@perfectgym.com.
16.1. We reserve the right to change these Terms from time to time (in the whole or part).
16.2. The amended Terms Will become effective upon publication of the updated version of the Terms on the website: www.perfectgym.com/terms. You will be notified (i.e. contact person indicated in the Master Service Agreement) of any change to these Terms no later than 7 days before the effective date of the new Terms.
16.3. The amended Terms will be binding unless You terminate the Agreement pursuant to s. 3.8 above.
17.1. You may not transfer Your rights or obligations under the Agreement without Our prior consent in the form of signed annex to the Master Service Agreement (otherwise null and void). In the event that We agree for transfer of Your rights or obligations to a third party, We will charge assignee for the cession with the amount indicated on Price List.
17.2. The Agreement establishes an independent legal relationship between Us. Nothing in these Terms shall be construed as establishing an employment relationship, a relationship under an agency agreement, partnership, joint venture or any similar relationship between the Parties.
17.3. This Agreement shall be governed by and construed in accordance with the Polish law.
17.4. Any disputes, controversies or claims arising out of or relating to the Agreement shall be resolved by a Polish common court having jurisdiction over the registered office of Perfect Gym.
17.5. If any of the provisions of these Terms prove to be invalid or ineffective, it shall not affect the validity or effectiveness of the remaining provisions. Any invalid or ineffective provisions will be replaced by provisions that are legally valid and fully effective and will have legal effects closest to the original provisions of the Parties. If such a change is not possible, the invalid or ineffective parts will be removed from the Terms and Conditions and the remaining parts will remain in force.
The Terms of Services effective as of March 14, 2023.
Previous version of the Terms of Services
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