These Membership Terms and Conditions apply to all programs, courses, and services provided by Vitality Health Pty Ltd (ABN 95678143176) trading as Vitality360 (Vitality360, we, us).
Please read these terms and conditions carefully, as they can only be waived or varied in writing. By enrolling in one of our programs, you agree to these Membership Terms and Conditions as well as our Privacy Policy, which governs how we collect, use, and protect your personal information. Please review our Privacy Policy carefully before proceeding with your Membership.
WHAT’S INCLUDED
Membership Inclusions
Your Membership includes access to the following resources for the duration of the Membership
- All Course Materials
- The Vitality360 platform
- Personalised Health Assessments
- Live Coaching Sessions
- Functional Meal Plans
- Private Community Access
- Support Hub
- Other Content
Content May Change
You understand and agree the content we make available in the Membership may change from time to time in our absolute discretion. A reasonable change in content alone is not a valid reason for termination.
OTHER TERMS AND CONDITIONS
These terms and conditions do not apply to any offline, in-person or other Membership, packages or goods we sell or make available to you outside of the Membership please see alternative terms for these offerings. Any breach by you of any other agreement you have with us will amount to a breach of this agreement.
PRICING AND PAYMENTS
Commitment to Payment
By enrolling in one of our programs, you agree to pay the Membership fees associated with the selected plan If you choose a payment plan, you commit to completing all payments for the full term of the selected plan, regardless of whether you choose to cancel your Membership before the term ends.
Automatic Renewal and Transition to Monthly Plan
At the end of your initial membership term, your membership will automatically transition to a monthly plan. You will be billed at the prevailing monthly rate unless you cancel your membership before the next billing cycle. You may cancel the monthly plan at any time without further financial obligation beyond the current month.
Payment Method
You must provide a valid payment method at the time of enrolment. By providing your payment information, you authorize Vitality360 to charge the applicable membership fees to your payment method. It is your responsibility to ensure that your payment information is accurate and up to date. All payment details are processed securely, and your personal information is handled in accordance with our Privacy Policy. By completing your purchase, you consent to our processing of your information as outlined in the Privacy Policy.
Use of Third-Party Payment Processors
We use third-party payment processors, including Stripe and PayPal, to handle all payments. By enrolling in our program and providing your payment information, you authorize us to process payments through these third-party services.
Failed Payments
In the event that a payment is declined, Vitality360 will attempt to charge your payment method again. If payment remains unsuccessful, your access to the program may be suspended until the outstanding payments are resolved. You will be notified of any failed payments and provided with instructions to update your payment information.
Taxes, Fees, and Currency
All applicable taxes and fees will be clearly disclosed at the time of checkout. The total amount due, including any taxes or fees, will be presented before you complete your purchase. The currency for all transactions will be specified at checkout.
Money Back Guarantee
Vitality360 offers a 7-day money-back guarantee from the date of initial enrolment. If you cancel within this period, you will receive a full refund of any fees paid. To request a refund within this period, please contact our support team. Please note that this guarantee applies only to the membership fees for the Vitality360 program and does not cover any additional purchases such as testing services or supplements.
Refund Policy
After the 7-day period, no refunds will be provided, and you are required to fulfill your payment obligations as outlined in your payment plan
Cancellation
You may cancel your membership at any time through your member account of by contacting us. However, if you are on a payment plan, you are required to complete the full payment for the selected term, even if you choose to cancel before the end of that term. Upon cancellation, your access to the program and its resources will be terminated at the end of the current billing period.
Discounts
Any discounts applied to your membership will be reflected in the total amount due at checkout. Discounts are applied based on the terms specified at the time of the promotion and cannot be combined with other offers unless explicitly stated. If you are on a payment plan, the discount will be evenly distributed across your installment payments.
ACCESS AND CONDUCT
Access
Once we’ve received your payment and confirmed your order, you will gain access to the Vitality360 platform and all associated resources included in your membership.
You will have access in accordance with your Membership inclusions, unless or until your Membership is terminated, suspended or altered in accordance with these terms and conditions.
If you have any technical problems accessing your Membership inclusions, please contact us for assistance at [email protected]
Conduct
If your Membership includes access to any interactive platform, you must not post any comment or content that is defamatory, offensive or otherwise inappropriate, or which might bring us or our Membership into disrepute. You must not use our Membership to harass, threaten or menace any person or send unsolicited messages.
You must not do anything that is unlawful, commit any breach of another person’s privacy or any other legal rights or interfere with any user. You must not tamper with our website or any Membership content or inclusions (such as by transmitting viruses or other programs).
You warrant that all information that you submit to us is true and correct, to the best of your knowledge and information, and that you are the rightful owner of all intellectual property rights in such information.
In addition to other rights we have if you breach this clause, we may, in our absolute discretion, delete or modify content you post, or fully or partially, temporarily or partially restrict your ability to interact on or in platforms that form part of the Membership inclusions.
Confidentiality
You agree to keep all confidential information accessed by you as part of the Membership strictly confidential. For the purposes of this clause, confidential information means any information concerning our or another member’s business, finances, technology or affairs which is not in the public domain (other than by a breach of this clause).
INTELLECTUAL PROPERTY
Intellectual Property Ownership
All content in the Membership is subject to copyright and is protected by copyright under the laws of Australia and through international treaties. Unless we say otherwise, all rights (including copyright) in the Membership and our website (including text, graphics, logos, button icons, video images, audio clips, code, scripts, design elements and interactive features) are owned or controlled by us and are reserved by us.
Unless otherwise agreed in writing, you agree to transfer all intellectual property rights in any works you deliver to us through your participation in the Membership or engagement with Membership content (such as comments, posts, questions, videos and the like) to us. All such rights immediately become our property on delivery or transmission to us.
You acknowledge and agree that all intellectual property rights owned by us or to which we are entitled before and after this agreement with you is formed will remain our sole property and that nothing in this agreement transfers any ownership in any intellectual property rights in any Membership content to you.
Intellectual Property Licence
We take our intellectual property rights very seriously. We have invested significant time, energy and resources into our Membership content and require all Members to adhere to a strict intellectual property protection clause.
As part of our Membership, we grant you a worldwide, non-exclusive, royalty-free, revocable license to:
- access all Membership content and associated intellectual property in accordance with these terms, and
- copy and store the online content in your device’s cache memory for personal and non-commercial use.
We don’t grant you any other rights whatsoever in relation to any Membership content. Specifically, you are prohibited from:
- re-using the Membership content for commercial use; and
- sharing the content with any other person (including by sharing access details), whether or not for commercial purposes.
We can revoke the license given by this clause immediately and without notice if you use our content other than strictly in accordance with this license.
This license is revoked automatically on cancellation of your Membership or termination of this agreement becoming effective.
Use of Testimonials
By providing a testimonial or feedback about tone of our courses or programs, you grant us permission to use your testimonial, along with your image and first name and the initial of your last name, in our marketing materials, on our website, and in other promotional content. We may edit or adapt your testimonial for clarity and length but will not alter the meaning of your words. If you wish to revoke this permission at any time, please contact us at [email protected], and we will remove your testimonial from future use.
DISCLAIMERS, EXCLUSIONS AND LIMITATIONS OF LIABILITY
General Content Disclaimer
All Membership content (including any information, recommendations, resources, instruction or assistance we give you) is provided for educational and entertainment purposes only. Where we have developed the content, we have done so by applying our knowledge and experience, believing it to be accurate and up-to-date at the time, but we don’t give any warranty of accuracy, appropriateness or reliability. We make the Membership content available to you, however it is up to you to decide if, how and when to apply anything you learn to your own circumstances and/or clients.
Medical Advice Disclaimer
Any recommendations or instructions given are general in nature and are not intended to constitute or substitute for professional or medical advice. You should seek appropriate professional advice suitable for your personal circumstances if necessary.
Member Content Disclaimer
As our Membership involves member interaction and contributions, other members may contribute content (such as text, videos or links to external resources) from time to time. You understand and acknowledge that we do not endorse, approve or verify member-contributed content and you should not rely on the content in any way.
Indemnification
You agree to indemnify, defend, and hold harmless Vitality Health Pty Ltd, trading as Vitality360, and its directors, officers, employees, agents, and affiliates, from and against any and all claims, damages, liabilities, costs, and expenses (including reasonable legal fees) arising out of or related to: (a) your use of any of its programs, courses or content; (b) any breach of these Terms and Conditions by you; (c) your violation of any law or the rights of a third party; or (d) any content or materials you submit, post, or transmit through the program. This indemnification obligation will survive the termination of your membership and these Terms and Conditions.
No Reliance
We won’t accept any liability or responsibility (including liability for negligence) for any loss suffered because of your or any other person’s reliance on content accessed via our Membership, unless otherwise required by law.
Exclusion of Warranties and Guarantees
We make the Membership available to you, however you use the Membership (including all content and interactive features) at your own risk. Everything in the Membership is provided “as is” and “as available” we don’t make any representations or warranties of any kind. We make no guarantees as to results or success which may be achieved as a result of participating in the Membership or engaging with Membership content.
Nothing in these terms excludes any right, guarantee or warranty you’re entitled to by law, including any guarantee that cannot be excluded under the Australian Consumer Law, which forms Schedule 2 to the Competition and Consumer Act 2010 (Cth) (ACL), however we do exclude all other guarantees, conditions and warranties to the maximum extent permitted by law.
Limitation of Liability
Our liability to you arising out of these terms and conditions or the Membership will be limited to the maximum extent permitted by law and as set out in this clause.
To the maximum extent permitted by law, we exclude all liability to you, however arising (except for liability arising out of our failure to comply with a consumer guarantee set out in Part 3-2 of the ACL, where applicable), including by negligence.
If we are liable to you for a failure to comply with a consumer guarantee set out in Part 3-2 of the ACL and the Membership inclusions are not of a kind ordinarily acquired for personal, domestic or household use or consumption, our liability to you for that failure is limited under section 64A of the ACL to (at our option) providing the goods or services again or the cost of providing the goods or services again.
We won’t be liable for any consequential loss or damage or other indirect loss or damage including loss of business profits or reputational damage, except where we are unable to limit or exclude such loss under the ACL (for example, if we are unable to exclude or limit liability for consequential loss arising out of a breach of an applicable consumer guarantee).
If we are not otherwise able to exclude or limit our liability to you as set out above, then our liability to you (except for liability arising out of our failure to comply with a consumer guarantee set out in Part 3-2 of the ACL, if applicable) will be limited to the amounts paid by you to us for access to the Membership in the 12-months prior to the claim event occurring.
CHANGES
Variations
We may make variations to these terms and conditions at any time by updating this document and giving notice to you in writing. The variations will take effect 30 days after the date of posting, unless otherwise specified in the notice. Your continued access and use of the Membership will indicate your acceptance of the variations.
Term
This agreement will commence once your order is confirmed by us and will last for the Membership period as set out in your Membership inclusions.
Transfer Policy
This agreement is personal to you and we do not permit transfers to other persons. You are not permitted to assign your rights and obligations under this agreement to any other person.]
ENDING THIS AGREEMENT
Termination by us for your breach
We may terminate this Agreement on written notice if you commit a material breach of these terms and conditions and:
- it is not possible to rectify the breach; or
- you fail to remedy the breach within 30 days of us requiring you to remedy in writing.
For the purposes of this clause, a material breach includes (but is not limited to):
- you failing to make a payment as provided in these terms and conditions;
- you infringing our intellectual property rights; and
- you breaching (or threatening to breach) any of the Conduct, Confidentiality or Intellectual Property Licence clauses of this agreement.
We will not provide any refund, credit or other compensation if we terminate this agreement due to your breach.
Termination by us for convenience
We may terminate this Agreement at any time in our sole discretion, without liability, upon written notice to you.
Termination by you for convenience
You may terminate this Agreement by canceling your Membership in accordance with the Cancellation Procedure section of these terms and conditions.
Termination due to Event of Default
We may terminate this Agreement immediately, by giving notice in writing to you if there is an Event of Default.
For the purposes of this clause, Event of Default means the occurrence of any of the following events:
- your death;
- your being declared a bankrupt;
- an order being made for you to be wound up in insolvency.
Consequences of Termination
All disclaimers, exclusions and limitations of liability will survive termination. Any accrued rights or remedies to which either party is entitled will not be affected.
DEALING WITH ISSUES
Force Majeure
Vitality360 will not be liable for any loss caused by any failure to observe these terms and conditions, where such failure is occasioned by causes beyond its reasonable control including, but not limited to, by fire, flood, other extreme weather event or natural disaster, riot, strike, act of war, terrorist attack, nuclear event, pandemic, epidemic, widespread contagion, quarantine restriction, critical infrastructure failure, severe disruption to virtual infrastructure, restriction or prohibition or any other action by any government or semi government authority, or major injury or illness of key personnel.
Dispute Resolution
If a dispute arises between the parties, the party claiming the dispute must not commence any court or arbitration proceedings (except where they seek urgent interlocutory relief), unless they have first complied with this clause.
The party claiming the dispute must first inform the other party in writing of the following:
- the nature of the dispute;
- the outcome they desire to resolve the dispute, and
- the action they believe will settle the dispute.
On receipt of the notice by the other party, both parties will make every effort to resolve the dispute by mutual negotiation within 30 days.
If the parties are unable to resolve the dispute in that time, the parties must agree on selection of a mediator (if the parties are unable to agree, they agree to request that the President of the Law Society of NSW appoint a mediator). The parties agree to participate in virtual mediation unless virtual mediation is not available or it is impracticable or unreasonable for a party to attend virtually, in which case the mediation must be held in the capital city of NSW, unless otherwise agreed between the parties in writing. The parties will be equally liable for the fees and reasonable expenses of the mediator and the cost of the venue of the mediation (if applicable), to be paid in advance. The parties must each pay their own costs associated with attending the mediation.
All communications made by the parties arising out of this dispute resolution clause are confidential and to the maximum extent possible, must be treated as “without prejudice” negotiations for the purpose of applicable laws of evidence.
This clause survives termination of this Agreement.
MISCELLANEOUS
Sub-contracting and Assignment
We may license, sub-contract, transfer or assign all or any part of our rights and obligations under this agreement without your consent.
Waiver
A party’s failure or delay to exercise a power or right does not operate as a waiver of that power or right. The exercise of a power or right does not preclude its future exercise or the exercise of any other power or right.
Jurisdiction
As we’re based in NSW, these conditions will be governed by the laws of NSW. If we do end up in court, you agree that the non-exclusive venue for resolving any dispute will be in the courts of NSW.
Severance
If any part of these terms and conditions is found to be void or unenforceable by a court of competent jurisdiction, that part will be severed, and the rest of the agreement will remain in force.
Entire Agreement
The contents of this Agreement constitute the entire agreement between the parties and supersede any prior negotiations, representations, understandings or arrangements made between the parties regarding the subject matter of this Agreement, whether orally or in writing.
CONTACTING US
If you have any questions, concerns, or need assistance regarding your Membership, payments, or any other aspect of the Vitality360 program, please contact our support team. You can reach us via email at [email protected]. Our support team is available during normal business hours and will respond to your inquiries as promptly as possible.