Thank you for choosing the SH1FT Instructor Training Programme. By purchasing, enrolling in, or participating in the SH1FT Instructor Training Programme from SH1FT Ltd (collectively, “SH1FT”, “we”, “our” or “us”), you agree to the provisions of these SH1FT Instructor Training Terms and Conditions (the “Agreement”).

THIS IS A LEGALLY BINDING CONTRACT THAT YOU MUST FOLLOW. This Agreement includes the documents listed in the Entire Agreement Section 27 below. We reserve the right to change this Agreement at any time without notice to you and the updated version of this Agreement will apply in full force and effect. If you do not agree with the terms of this Agreement, please do not purchase, or enrol or participate in the SH1FT Instructor Training Programme

 

SH1FT INSTRUCTOR TRAINING

  1. SH1FT Instructor Training Overview.

Subject to this Agreement, by purchasing and enrolling in a SH1FT Instructor Training Programme for one or more SH1FT Fitness formats (SH1FT, L1FT, M1ND, R1ZE & R1DE, collectively our “Formats”), you will be eligible to participate in the relevant SH1FT Instructor Training Course (Instructor “Course”) for that format where you will receive access to a digital resource library and other comprehensive course materials. At your Instructor Training Course, you will learn in-depth details surrounding our Formats and your knowledge will be assessed throughout the Course by SH1FT®. Subject to these terms and conditions, successfully completing all requirements of the Course makes you a “Graduate,” for that format, which grants you the opportunity to upgrade to SQUAD in the relevant format Instructor. By joining the optional SQUAD Subscription (either in a single Format or SH1FT PRO), you will have rights and access to advertising materials to advertise yourself as anInstructor in the relevant Formats (subject to the limitations below). Once you are a SH1FT Instructor you can advertise and promote yourself as a SH1FT Instructor and conduct your own live, virtual and on-demand SH1FT classes in any locations

  1. Becoming an Instructor in a Format

To become an Instructor in a Format, you must:

  • Purchase and enrol in a SH1FT Fitness Instructor Training Programme in a Format.
  • Successfully complete the SH1FT Instructor Training Course and assessment for that Format. 
  • Subscribe to SQUAD in that Format.
  1. Purchasing the Instructor Training Programme and Choosing an Instructor Training Course.

Purchasing the Instructor Training Programme. Go to www.sh1ftfitness.net and select an available Instructor Training Course in one or more Formats. Accurately provide all information requested and purchase the SH1FT Instructor Training Programme.

Course Materials. We will provide you with access to digital instructor training course in each Format which only you personally may use in accordance with this Agreement.

SQUAD Subscription. SH1FT will offer Training Graduates the option to subscribe to an optional SQUAD Subscription in a chosen format for a fee. This SQUAD gives you full rights to deliver classes from that format at any location, unlimited access to the SH1FT App, access to additional exclusive content, benefits, marketing materials, and Advertising Materials (defined below).

  1. Instructor Training Course (in each SH1FT Fitness Format).

The SH1FT Instructor Training Course is a mandatory Instructional Course conducted a) by one or more SH1FT Master Trainers or b) Virtually using the Virtual Instructor Course in each Format).

The Course will include an assessment. If SH1FT determines in its sole and absolute discretion that you successfully completed the assessment and are fit to be an Instructor in that Format, you will be deemed an “Instructor” in that Format. If you do not successfully complete the Course as determined by SH1FT in its sole and absolute discretion, you will either receive a “withheld” status which will apply until you have successfully completed any and all requirements as provided by SH1FT in its sole discretion, at which point you will receive your Instructor status.

Retaking Instructor Training Course. If you do not complete the Course in full or it is determined by SH1FT in its sole discretion that you do not meet the competency necessary to teach SH1FT in a live setting, you will not receive SH1FT Graduate status. You will retain access to the Virtual Instructor Course. 

Pre-requisites. There are no prerequisites for any Instructor Training Course.

  1. SH1FT SQUAD

In order to deliver SH1FT Fitness classes every instructor must hold a SQUAD subscription in the Format they wish to deliver. Subscriptions to SQUAD are available as:

  • A Single Format Membership where you have access to a single Format of your choosing.
  • SH1FT PRO Membership which gives you access to every Format in which you are a “Graduate”.

There are no refunds in relation to a purchased subscription other than in relation to our 30 day money back guarantee. But you may cancel your subscription any time before your next subscription billing date and no further payment will be taken. You will continue to have access to the subscription you have paid for until your subscription end date.

Annual Memberships. You may choose to purchase an annual SQUAD subscription for either single Format or SH1FT PRO. There are no refunds on any Annual membership / subscription other than in relation to our 30 day money back guarantee. 

  1. SH1FT Instructor Training Course money back guarantee

The SH1FT Fitness Virtual Instructor Training Course has a 30 day money back guarantee, which applies for the Instructor Training Course and SQUAD membership (if applicable). You may request a refund at any time up until 30 days after the date that you purchase your FIRST Virtual Instructor Course by emailing info@sh1ftfitness.com. After the expiry of 30 days from the date of your first purchase, no refunds will be available for either the Course or SQUAD membership. If you purchase the training bundle (training in all five SH1FT Fitness formats) the money back guarantee applies to the total cost of the bundle only. You cannot request a partial refund on formats that make up the bundle. 

  1. USE of promo codes / vouchers / discounts

SH1FT may from time to time offer discounts, promotional codes or vouchers (“Promos”). The terms which apply to the use of Promos shall be detailed at the time the Promo is offered. 

  1. Permitted SH1FT InstructorActivities.

Teaching SH1FT Group Exercise Classes. Becoming a SH1FT Instructor allows you to teach live SH1FT group exercise classes to individuals or groups, subject to the restrictions below.

Restrictions on SH1FT Instructor Activities. In addition to all other restrictions, terms, and conditions in this Agreement, you agree that, without the prior express written approval of SH1FT, you will not:

  • Teach any SH1FT classes that do not follow the integrity of the SH1FT workouts. The SH1FT programme should be followed, and each particular workout should be taught or instructed using the principles taught in the SH1FT Instructor Training Course and structure of the SH1FT workouts using the SH1FT App.
  • Directly or indirectly engage in any activity that may be interpreted as you being an employee or agent of SH1FT.
  • Teach any SH1FT classes to any person who has not executed a liability waiver that includes a waiver as to SH1FT.
  • Teach any SH1FT classes without liability insurance that covers your activities and names SH1FT as an additional insured regarding those classes or that training.

Permitted forms of instruction: All below forms of instruction require an active SQUAD subscription in the relevant Format being taught.

Live Instruction. You may conduct live instruction of your SH1FT fitness classes in any location provided you are on SQUAD in that Format.

 

Video on Demand Instruction. You may pre-record SH1FT Fitness classes in Format if you are on SQUAD for that Format and that you clearly state you are an independent Instructor not an official representative of SH1FT. You may continue to promote and utilise these videos only while you are a SQUAD member of the relevant format. You must remove all videos containing SH1FT Fitness copyright material immediately upon cancellation of your SQUAD subscription. 

 

Individual Instructor Licence for Online Classes You acknowledge and accept that the above rights to teach online are intended to apply to individual instructors who hold a SH1FT Fitness Instructor Licence. SH1FT in its absolute discretion reserves the right to revoke any licence to use content created using SH1FT Fitness intellectual property – and explicitly forbids that content be created for any business consisting of more than 5 employees without a separate commercial agreement. 

 

Compliance and conduct.

Compliance. You agree to comply with any and all instructions from SH1FT’s Compliance team. In addition, all of your Instructor and advertising activities must comply with all applicable laws, rules, and regulations, including teaching, advertising and marketing activities and materials, electronic mail or other solicitation, communications to mobile devices (e.g., calling, SMS or “texting”), telephone and faxing, privacy, and collection, use, or dissemination of personal or other data.

Conduct. As a SH1FT Instructor, you are a limited licensee of the SH1FT and SH1FT brands, SH1FT Intellectual Property, and SH1FT Materials, and if you are a SQUAD Member, Advertising Materials. You also are a representative of the SH1FT Instructor Training Programme. You agree to act in a legal, professional, non-detrimental, nondisruptive, and appropriate manner at all times. You must not act in any lewd, sexist, racist, discriminatory, off-colour, illegal, or other inappropriate or offensive manner, or in any manner that diminishes the value of the SH1FT Intellectual Property or associated goodwill, or the SH1FT Materials generally. SH1FT reserves the right in its sole discretion to determine what conduct is detrimental, disruptive, or inappropriate. You acknowledge and agree that your conduct may directly impact SH1FT, the Instructor Training Programme, SH1FT, Advertising Materials and other SH1FT Intellectual Property and associated goodwill, and/or any SH1FT Materials, products, or services. You agree to comply with any direction from SH1FT regarding your conduct and that this Agreement may be terminated immediately by SH1FT as a result of your conduct.

 

Use of Your Name, Image and/or Likeness

You grant SH1FT (including its parents, affiliates, subsidiaries, representatives and assigns, officers, employees, advertising and promotional companies, distributors, or any person(s) or corporation(s) acting with SH1FT’s permission or authority) a perpetual, irrevocable, royalty-free licence throughout the universe to use, publish, reproduce, distribute, videotape, photograph, record, create derivative works of, and/or otherwise use your name, image, biographical information, voice, statements and/or likeness in connection with the SH1FT Instructor Training Programme and/or any SH1FT promotion or advertisement, in any media now known or later devised, in such manner, for such purposes and with such frequency as SH1FT shall determine in its sole discretion without compensation or consideration to you, without attribution to you, and without further authorisation by you. You agree to execute any and all documents necessary for SH1FT to exploit your grant of rights under this paragraph. You agree to waive any artistic or moral rights in and to any materials created or used by SH1FT under this section. In addition, once you are a SH1FT Instructor, you may be identified on SH1FT’s list of SH1FT Instructors (“Instructor List") and in the SH1FT Class Finder. SH1FT may post the Instructor List online for consumers to view. You expressly authorise SH1FT to publish your personal information through the Instructor List, including your name, geographic location, and Instructor status.

 

INTELLECTUAL PROPERTY, LICENCES & RESTRICTIONS

  1. Acknowledgement that SH1FT owns all Intellectual Property in the Formats:

You acknowledge and agree that SH1FT is and at all times will be the sole owner of (a) all trademarks, trade names, trade dress, logos, other indicia of origin, designs, inventions, patents, original works of authorship and other copyright-protected materials, trade secrets, methods and processes, concepts, ideas, know-how, and other intellectual property or proprietary information SH1FT owns and/or uses on or in connection with its products, services, and/or business, including the SH1FT Instructor Training Programme and any Advertising Materials (as defined below) that may be provided to or accessible by you (collectively with Advertising Materials, “SH1FT Intellectual Property”); and (b) all downloads, products, advertisements, promotional or marketing materials, still and moving images and other recorded material (including digital and other forms of material), text, prints, packaging, and any other materials SH1FT owns and/or uses on or in connection with its products, services, and/or business including the SH1FT Instructor Training Programme (collectively with SH1FT Intellectual Property, “SH1FT Materials”). You acknowledge and agree that SH1FT is and at all times has been and will be the sole and exclusive owner of all rights in and to the SH1FT Materials, including any goodwill arising from any use of the SH1FT Materials. You agree not to do anything inconsistent with SH1FT’s sole and exclusive ownership. Nothing in this Agreement shall be construed as a transfer or assignment of any rights to you. Any and all use by you of the SH1FT Materials shall inure to the sole benefit of SH1FT. You agree that you will not make any modification to any SH1FT Materials, or use, exploit, or exhibit any SH1FT Materials except as expressly authorised in this Agreement.

  1. Permitted advertising as a SQUAD member:

If you have an active SQUAD Subscription in one or more Formats (“SQUAD Member”) you may advertise yourself as a SH1FT Instructor in that Format using our Marks.  See below for further details.

Printed Materials and Email.

Promotional Materials. You may use the Marks on flyers, posters, electronic mail, and printed promotional materials whose sole purpose is to promote yourself as a SH1FT Instructor, your SH1FT classes or activities, and SH1FT products or services. Except as expressly authorised herein, no other promotional materials may be used. When using the Marks in electronic mail, you must adhere to all applicable laws governing email advertising and marketing.

No Newsletters or Publications. You may not use any of the Marks, in whole or in part, as the title of a newsletter or other printed or online publication.

Websites and Social Media.

Subject to the restrictions below, you may use the Marks on your personal websites (including social networking sites) which you use to promote yourself as a SH1FT Instructor or your SH1FT classes or activities under the following guidelines:

Trademark Notice. All use of the Marks on websites must include a registered trademark symbol and where applicable, trademark notice in the following form: “SH1FT is a trademark of SH1FT Ltd, used under licence.” You must not use the Marks in combination with any other trademarks, service marks, or other terms unless approved in writing by SH1FT.

Music. You must obtain all necessary third-party rights and licences to use any music on your website. Any music that you receive from SH1FT may only be played during your SH1FT classes provided that the premises at which you train has obtained the relevant licences in relation to music; any other use is strictly prohibited. See below for details.

Disparagement. You may not include any offensive or distasteful content on your applicable website or content that SH1FT determines in its sole and absolute discretion dilutes, disparages, or is otherwise detrimental to the Marks or the SH1FT or SH1FT brand. SH1FT reserves the right to require that you remove any such content from your website in our sole and absolute discretion.

Ownership. You must clearly state that the site is owned by you (i.e., Suzy Instructor or Fitness Gym, and not SH1FT, Ltd).

Radio and Television.

You may not use the Marks in radio or television advertising without obtaining SH1FT’s prior written consent (which SH1FT may withhold in its sole and absolute discretion).

Music.

You may receive music from SH1FT which SH1FT has licensed from applicable third parties. This licence only allows you to play the music during your SH1FT classes, provided that the premises at which you train has obtained the relevant licences in relation to music. For more information, please visit the appropriate music licensing authority in your home jurisdiction. Any other use is strictly prohibited. You acknowledge and agree that you, and not SH1FT, will be responsible for your improper use of any music, including any music you receive from SH1FT.

General Restrictions on Advertising and Other Prohibited Advertising Activity:

  • No Altering Marks or Stylised Writing. You may not alter the form or appearance of any of the Marks or Advertising Materials, regardless of where or how you use them, including without limitation, the size, colour, and font.
  • No Inappropriate Use of Advertising Materials. You agree not to copy, reproduce, duplicate, create derivative works of, distribute, sell, or otherwise disseminate any Advertising Materials, SH1FT Intellectual Property, or SH1FT Materials you obtain by enrolling in the Instructor Programme (such as the Workbook and any materials provided to you during your Instructor Training Programme), or becoming a SH1FT Instructor or SQUAD Member. In addition, you agree not to copy, reproduce, duplicate, or create derivative works of SH1FT’s workout DVDs (including their content), CDs, music, any product, nutrition or other guides, any SH1FT web content, or any other SH1FT Materials.
  • No Merchandise. Unless otherwise set forth herein, you may not manufacture, create, or distribute any merchandise (such as clothing, bags, hats, etc.) or other promotional items bearing any of the Marks or anything similar or related to the Marks.
  • No Using the Marks for Anything Other Than to Promote SH1FT Fitness Classes. Except as expressly permitted in this Agreement, you may not use any of the Marks for purposes of promoting any Course, training, instruction, choreography session, or other activity (i.e., exhibition at a convention or trade show). In addition, except as expressly permitted in this Agreement, you may not use any of the Marks to identify a gym, workout facility, or any other type of facility, programme, or product without the express prior written consent of SH1FT. The Marks may not be used to identify a business or company.
  • No Registrations, Domains, SEO, SEM, IDs, Social Media Names.
  • You agree not to:apply for, register or attempt to register in any manner SH1FT, SH1FT, any SH1FT Intellectual Property, any SH1FT Materials, or anything that includes or is similar to those for any purpose, including without limitation trademarks, trade names, service marks, brands, logos, copyrights, domain names, or other identifiers of source or forms of intellectual property or Internet designations; use any of these materials for search engine optimisation (SEO) or search engine marketing (SEM), as or in any account name, user ID or other handle within any blogs, social networking websites, or any “posting” sites including (for example only) Facebook, YouTube, MySpace, BlogSpot, Flickr, or Twitter; or use any of these materials as the numbers/designations within a phone number (for example, 1-800-BUY-SH1FT). Without the express written consent of SH1FT, you may not use any SH1FT Material, including any videos, text or other content owned or used by SH1FT on or in connection with its own websites, products, services, or marketing and advertising.
  • No Combination with Third Party Intellectual Property. In addition to the restrictions stated above, you must not offer any third party products or services to customers/clients in connection with your promotion or teaching of SH1FT classes or combine any SH1FT Materials in media that also contains third party intellectual property (e.g., trademarks, trade names, logos, etc.). Using your SH1FT Instructor status or any SH1FT Advertising Materials, SH1FT Intellectual Property, SH1FT Materials, or other SH1FT-owned trademarks or other intellectual property to advertise, promote or sell any nonSH1FT products or services is prohibited. This paragraph applies to, for example, consumer products, apparel, equipment, accessories, supplements or nutrition products, and other items.
  • No Unauthorised Claims/Statements. You may not make any claims or statements (which include testimonials) as to therapeutic, curative, or diagnostic properties of SH1FT or any products or services offered by SH1FT except those specific claims contained in official Instructor Programme guide or literature, or on the SH1FT website. Claims in the official Instructor Training Programme literature may only be repeated in exactly the same format as that published by SH1FT and must be republished completely. In particular, you may not make any claim or statement that SH1FT or any SH1FT products cure, treat, diagnose, mitigate, or prevent any conditions or diseases or achieve any guaranteed results.

 

TERM, TERMINATION, REVOCATION

  1. Term, Continuing Education and Renewal.

This Agreement is effective upon your purchase of the SH1FT Instructor Training Programme (except for the limited licence, which is effective as stated above). At the present time, SH1FT Graduate status does not expire after successful completion of the Instructor Training Course. SH1FT may, in its sole discretion:

  • Change the duration of the Term;
  • Define or modify the continuing education requirement;
  • Introduce a renewal fee; and/or
  • Modify whether participation in the SQUAD Subscription satisfies all or part of the continuing educational requirement or renewal fee.
  1. Termination/Revocation.

Your SH1FT Instructor status may be revoked or terminated immediately by us in the event that:

  • You breach any term, condition, or provision of this Agreement or fail to comply with SH1FT’s privacy policy and website terms of use
  • You have not timely met any continuing education requirement required by SH1FT; or
  • SH1FT discontinues offering the SH1FT Instructor Training Programme.

SH1FT may terminate or revoke your SH1FT Instructor status and/or prevent you from becoming a SH1FT Instructor for any or no reason in SH1FT’s sole discretion, provided that if that revocation, termination or prevention is not due to any of the reasons listed in this paragraph or any other valid and good faith reason, we may provide a refund (subject to this Agreement) in our sole discretion.

  1. Actions Upon Termination/Revocation.

Upon termination or revocation, you must immediately cease all SH1FT Instructor and promotional activities, including any and all use of Advertising Materials, SH1FT Intellectual Property, or SH1FT Materials (including referring to yourself in any manner as a SH1FT Instructor), and promptly return all SH1FT Materials to SH1FT. This specifically includes ceasing all use of the Instructor Training Workbook and all other provided course materials, and destroying or deleting (as applicable) all hard and electronic copies of the same.

 

GENERAL PROVISIONS

  1. Non-Disparagement.

While SH1FT welcomes constructive input and suggestions, you must not make negative comments and remarks in any forum (oral, online, written, or while providing instruction or training) about the SH1FT brand or programme, SH1FT Instructor Training or the Instructor Training Programme, SH1FT, SH1FT’s personnel (e.g., directors, owners, employees, consultants, partners), Master Trainers, SH1FT Materials, or SH1FT’s other products or services.

  1. Acknowledgement.

You understand, acknowledge, and agree that:

  • SH1FT reserves the right to suspend, revoke or terminate your SH1FTInstructor status and/or any other rights or licences you receive under this Agreement;
  • You are not receiving a “professional” licence or certification of any kind by completing SH1FT Instructor Training or becoming a SH1FT Instructor, and that these items are not recognised or endorsed by all National Accredited Certifying Training Organisations;
  • You have no right to and may not “certify” others in the SH1FT Instructor Training Programme or teach or instruct any person or entity to become a SH1FT Instructor, unless you are a SH1FT approved SH1FT Master Trainer;
  • SH1FT does not guarantee any level of success or income generated by or in connection with the SH1FT Instructor Training Programme or being a SH1FT Instructor;
  • You may be subject to testing or other similar review and renewal processes by SH1FT on a yearly or other basis in SH1FT’s sole discretion to ensure that you remain up to date with and knowledgeable about the latest in SH1FT and related products and services;
  • You may not sub-license, rent, transfer or otherwise allow any third party to use your rights under this Agreement, including your SH1FT Instructor status, Advertising Materials, SH1FT Intellectual Property, or SH1FT Materials; and
  • You may not use any material you received in connection with the Instructor Training Programme, including any material from the Instructor Training Course, in connection with any fitness instruction other than the instruction you provide as a SH1FT Instructor.
  1. Representations and Warranties.

You acknowledge, covenant, represent, and warrant that:

  • Any advertising or promotional materials you use (that are not provided by SH1FT) do not infringe any intellectual property, personal, or other proprietary rights of any third party;
  • You have the full authority to enter into this Agreement and entering into this Agreement does not violate or conflict with any other agreements or obligations to any third parties;
  • You, any services you provide, and your SH1FT Instructor and advertising activities comply with all applicable international and local laws, rules and regulations; and
  • You have not engaged in and will not engage in any activity, commitment, or agreement inconsistent with or in derogation of the rights granted in this Agreement.

SH1FT acknowledges, covenants, represents, and warrants that it has the full authority to enter into this Agreement.

  1. Indemnification.

You agree to indemnify and hold harmless SH1FT, its parents, affiliates, subsidiaries, representatives and assigns, employees, officers, owners, attorneys or any person(s) or companies acting with its permission or authority, from any third party claim, action, demand, loss, or damages (including legal fees) arising from or relating to your purchase of or participation in the SH1FT Instructor Training Programme, any instruction, classes, activities, promotional activities, or other services provided by you in connection with SH1FT or the SH1FT Instructor Training Programme, any violation by you of this Agreement, your SH1FT Instructor and Promotional materials or activities, or your violation of any rights of a third party. 

  1. Assumption of Risk/Waiver.

You understand and acknowledge that particular aspects of the SH1FT Instructor Training Programme, including the Instructor Training Course and your Instructor Activities, will include physical activity and use of equipment, and that there are certain risks associated with those activities and equipment, including risk of serious personal and/or bodily injury, death, or damage to or loss of property. You expressly and voluntarily assume all risk and, to the extent permitted by law, waive any and all actual or potential claims against SH1FT (including its parents, affiliates, subsidiaries, representatives and assigns, employees, officers, owners, attorneys or any person(s) or corporation(s) acting with its permission or authority) arising from or related to your participation, instruction, classes, or activities in the SH1FT Instructor Training Programme, including the associated physical activity and equipment.

  1. Limitation of Liability.

TO THE EXTENT PERMITTED BY LAW, EXCEPT IN RELATION TO BREACHES OF CLAUSE 9 (INTELLECTUAL PROPERTY) A PARTY’S INDEMNIFICATION OBLIGATIONS AND/OR A PARTY’S GROSS NEGLIGENCE OR WILFUL MISCONDUCT, A PARTY’S TOTAL CUMULATIVE LIABILITY TO THE OTHER PARTY, FROM ALL CAUSES OF ACTION AND ALL THEORIES OF LIABILITY, WILL BE LIMITED TO AND WILL NOT EXCEED THREE (3) TIMES THE AMOUNT PAID BY YOU TO PURCHASE AND ENROL IN THE SH1FT INSTRUCTOR TRAINING PROGRAMME. EXCEPT IN CONNECTION WITH YOUR VIOLATION OF SECTION 7 or 8 OF THIS AGREEMENT, A PARTY’S INDEMNIFICATION OBLIGATIONS AND/OR A PARTY’S GROSS NEGLIGENCE OR WILFUL MISCONDUCT, IN NO EVENT WILL A PARTY BE LIABLE TO THE OTHER PARTY FOR ANY SPECIAL, INDIRECT, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, WHETHER SUCH LIABILITY ARISES FROM CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHERWISE, AND WHETHER OR NOT SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGE. THIS CLAUSE DOES NOT EXCLUDE LIABILITY FOR DEATH OR PERSONAL INJURY CAUSED BY NEGLIGENCE.

  1. Your Relationship with SH1FT.

You acknowledge and agree that your participation in the SH1FT Instructor Training Programme or becoming a SH1FT Instructor does not establish an employer/employee, partnership, franchise, agency, joint venture or other similar relationship between you and SH1FT. Neither party shall have, or represent itself as having, the authority to bind or commit the other party in any way, or to incur any liability in the name of or on behalf of the other party. You agree not to make any statements or take any actions that may confuse or mislead any person regarding the nature of the relationship between you and SH1FT.

  1. Governing Law.

This Agreement shall be governed and interpreted in accordance with the law of England and Wales. In the event of a dispute arising out of or in any way relating to this Agreement or the SH1FT Instructor Training Programme, the parties consent to the exclusive jurisdiction and venue of a court of competent jurisdiction in London, England.

  1. Assignment.

SH1FT may assign, transfer, sublicense, or subcontract any of our rights or obligations under this Agreement at our sole discretion. You may not assign, transfer, licence, sublicense, or subcontract any of your rights or obligations under this Agreement.

  1. Severability.

If any provision of this Agreement shall be deemed unlawful, void, or for any reason invalid or unenforceable by a court of competent jurisdiction or other tribunal, then that provision shall be interpreted in a manner to give that provision as much effect as the law permits or severed from this Agreement, neither of which shall affect the validity and enforceability of any remaining provisions.

  1. No Waiver.

Any waiver of any provision of this Agreement or of a party’s rights or remedies under this Agreement must be in writing signed by the party against which the waiver is sought to be enforced. Failure, neglect, or delay by a party to enforce the provisions of this Agreement or its rights or remedies at any time is not a waiver of that party’s rights under this Agreement and will not in any way affect the validity of the whole or any part of this Agreement or prejudice that party’s right to take subsequent action. Waiver of any provision shall not be deemed to waive a subsequent violation of the same provision or violation of any other provision. Any delay by SH1FT in exercising any right or remedy under this Agreement shall not operate as a waiver of that right or remedy or affect its ability to subsequently exercise that right or remedy.

  1. Notices.

All notices, requests, demands, and other communications given or made under this Agreement shall be in writing and shall be deemed received (i) on the same day if delivered in person, by same-day courier or by electronic mail transmission to the signatory or another person known to the Parties to receive communications regarding the Agreement (provided transmission may be proved), (ii) on the next day if delivered by overnight mail or courier, or (iii) three (3) business days after the date of deposit if sent by normal post or seven (7) days if by international mail. Any of the Parties to this Agreement may from time to time change such Party’s address for receiving notice by giving written notice or according to SH1FT’s established policies.

  • Notice to SH1FT must be made in person or by mail or courier in a manner that permits the tracking and delivery of the notice to SH1FT Ltd 64 Southwark Bridge Road, London, England, SE1 0AS. Notice to SH1FT shall only be effective upon receipt and if receipt can be established.
  • Notice to you may be made to your physical or electronic address as most recently recorded in our system by you. You agree to keep your electronic mail current and that notice by us to that electronic mail address is deemed received the day it is sent. Notice to you shall be effective if dispatched according to contact information most recently provided by you and you waive any defence based on not receiving that notice if your contact information is not current.
  1. Entire Agreement.

This Agreement, together with Team SH1FT’s privacy policy and website terms of use constitute the entire agreement between the parties concerning the subject matter of this Agreement. The parties affirm that there are no side or collateral agreements, understandings, courses of dealing, or trade usages that modify, vary, explain, or supplement this Agreement and that no prior communications or documents constituted any agreement regarding the subject matter of this Agreement. You agree that SH1FT may add, delete, modify, revise, amend, or supplement this Agreement (“amendments”) without notice or by providing notice to you at the main Instructor Training website at any time and in our sole discretion. You further agree that continuing with the Instructor Training Programme after any such amendments are posted constitutes your acceptance of those amendments. You agree to regularly check for notices of amendment and waive any defence to noncompliance with those amendments based on not receiving notice. Where the provisions of this Agreement are contrary to or inconsistent with the provisions of any other agreement(s) between the parties, the provisions that control your conduct will be those of the operative contract governing the particular activities. For example, if you are engaging in activities as a Instructor (if applicable), the Instructor Policies and Procedures govern as to inconsistent provisions and if you are engaging in SH1FT Instructor Activities, this Agreement governs as to inconsistent provisions.

Copyright © 2022 SH1FT Ltd. ALL RIGHTS RESERVED. SH1FT, L1FT, R1ZE, M1ND & R1DE and SH1FT Fitness’s related logos are trademarks of SH1FT Ltd.