MEMBERSHIP USER AGREEMENT
Hour League (“Hour League”) is owned and operated by Hour League, LLC. Throughout these terms and conditions (the “Terms and Conditions”), the terms “we”, “us”, and “our” refer to Hour League, LLC. We offer membership in Hour League, including all benefits listed below, conditioned upon your acceptance of all terms, conditions, policies, and notices stated here or on www.hourleague.com (the “Website”).
By paying the Fees listed below and accepting these Terms and Conditions, you will become a member of Hour League. We offer many exciting benefits to our members (each a “Member”, and collectively the “Members”), including but not limited to:
- Live Power Hour sessions hosted Monday through Thursday focused on taking action as an entrepreneur.
- Weekly networking events to get to know other Members.
- FREE weekly brainstorming session to share ideas, what you’re working on, and Q&As with a community of like-minded entrepreneurs to receive instant feedback, ideas and questions you have.
We reserve the right, without notice, to add, change, or eliminate any of the benefits listed in these Terms and Conditions. Neither becoming a Member of Hour League, nor agreeing to these Terms and Conditions, entitles you to any ownership or interest in Hour League, and confers no right to participate in the management or operation of the same.
- PAYMENTS.
Fee.
In order to become a Member of Hour League, you must pay a monthly fee of $44 per month (the “Fee(s)”). This Fee is subject to change at any time. Fee changes will take effect at the start of the next monthly period following the date of the price change. As permitted by local law, you accept the new price by continuing to maintain your membership after the price change takes effect. If you do not agree with the price changes, you have the right to reject the change by cancelling your membership before the price change goes into effect.
Payment Made By Credit or Debit Card.
Payments are made by credit or debit card by filling out the credit card authorization form we have provided to you. By filling out this form, you are authorizing us to automatically charge the card information you provide on a monthly basis [2]. Any and all Fees paid by you to us are nonrefundable. You will not be relieved of your obligations to make any such payments, and no deduction or refund of any Fees paid will be made due to your failure to attend or use any of the benefits for any reason.
Service Charges and Late Fees.
If any payment made to us is not honored, or if your account is past due, we shall have the right to the following remedies, in addition to any other legal or equitable remedies: (1) assess a service charge of [$30.00] for each dishonored transaction and require reimbursement for cost collection; (2) assess a late fee of [$20.00] for all past due accounts; and/or (3) suspend or terminate your membership. All payment disputes must be submitted to us in writing within thirty (30) days of the disputed charge, to the extent permitted by law. Failure to timely dispute any payment or lack thereof shall constitute a waiver of any claim by you for that disputed payment.
- TERMINATION OF MEMBERSHIP.
We may cancel your membership in Hour League at any time for (1) your failure to pay Fees and other charges when due; (2) any other breach of Terms and Conditions by you; or (3) any violation of the rules and regulations of Hour League, as provided to you from time to time. Hour League, LLC also has the right to cancel your membership at any time without cause. Upon any cancellation of membership, you will remain liable for payment of Fees and other charges for periods prior to the effective date of cancellation. No refunds shall be made for Fees and other charges except as specifically provided for in these Terms and Conditions. You may cancel your membership at any time through the portal found on our Website, or by contacting [email protected]. That is the only way to cancel your membership. Contacting any team members of Hour League is not accepted as a form of cancellation. Upon signing up for Hour League and entering your information, you are agreeing to these terms. We do not issue refunds at any point.
- RULES AND REGULATIONS.
You agree at all times to abide by any Hour League rules and regulations provided by us, as the same may be amended from time to time at our sole discretion (the “Rules and Regulations”). Any failure to follow any of the Rules and Regulations shall be a material breach of these Terms and Conditions and will constitute cause for immediate termination of your membership without prior notice to you. Hour League is closed on all US holidays and/or other dates announced at Hour League's discretion.
- CONFIDENTIALITY AND NON-SOLICITATION.
One of the most important benefits of joining Hour League is the ability to speak with and observe other entrepreneurs. In order to protect our Members and foster an open environment where professionals can share and learn new information, we require any and all information revealed between Members to be held in the strictest confidence. As such, the following confidentiality and non-solicitation conditions apply.
Confidentiality.
You and/or your assigns, delegees, owners, officers, employees, subcontractors, agents or others working for the you (collectively, “Member Parties”) might obtain or have access to trade secrets and/or confidential information belonging to us or other Members of Hour League, including, but not limited to, information related to the business and activities of Hour League, LLC, or other Members, our or a Member’s clients and potential clients, including information that is protected by applicable laws, rules, and regulations, our or a Member’s employees, suppliers, vendors, and all entities with whom we or such Member does business, our or a Member’s financial matters, profits, pricing, and strategies relating thereto, our or a Member’s marketing, research and development initiatives, endeavors, strategies, and plans, our or a Member’s intellectual property, Trade Secrets (as defined below) and proprietary systems, including without limitation, business plans, project requirements, and any personally identifiable information of ours, a Members, or employees of either (collectively and individually, “Confidential Information”). You acknowledge that our and the Members’ business depends to a significant degree upon the possession of information which is not generally known to others, and that the profitability of us and any Member’s business requires that this information remain proprietary to us or said Member, as applicable.
You shall not disclose or use, during or subsequent to the term of your membership in Hour League, any Confidential Information relating to us or any Member, unless prior written consent is given by us or said Member for such particular disclosure. Notwithstanding the preceding sentence, you may disclose only the Confidential Information that is required to be disclosed by subpoena or order of a court of competent jurisdiction, or by ruling or order of a government authority, but only if you give prompt notice to us or relevant Member of such subpoena, order, or ruling, within two (2) business days of receipt of same, and you cooperate with us or said Member’s reasonable demands as to the defense, if any, of such subpoena, order, or ruling and the disclosure required thereby.
You shall not directly or indirectly divulge or make use of any Trade Secrets (as defined under the Florida Trade Secrets Act) for so long as the information remains Trade Secret.
You agree to limit access to and disclosure of such Confidential Information to your representatives (legal, accounting, consulting, etc.) and employees, if any, on a “need to know” (“Member Parties”) basis only, and further agree that all other Member Parties will be told of this confidentiality provision and will be required to comply with this provision. You agree to use your best efforts and take reasonable, industry standard measures to maintain the security and confidentiality of the Confidential Information, and that you will be responsible and liable for any breach of confidentiality or release of Trade Secrets caused in whole or in part by any other Doctor Party. You shall notify us or any relevant Member immediately upon discovery of any unauthorized use or disclosure of Confidential Information or any breach of these Terms and Conditions by any Member Party and will cooperate with us or said Member, as applicable, in every reasonable way to help us or said Member regain possession of the Confidential Information and prevent its further unauthorized use.
Non-Solicitation.
Unless we or a Member provide prior informed and written consent to you, you shall not, directly or indirectly, or in association with or as a stockholder, director, officer, consultant, employee, partner, joint venture, member or otherwise of, or through any person, firm, corporation, partnership, association, or other entity (each an “Affiliated Entity”): (i) seek business from any prior or current customer of ours or a Member on behalf of any person or entity other than us or said Member; (ii) refer potential business from any prior or current customer of ours or a Member to any person or entity who provides products or services competing with or similar to those provided by us or said Member; or (iii) receive payment of any kind based on sales or otherwise relating to the solicitation or referral of business from any prior or current customer of ours or a Member, other than from us or said Member.
You shall not, directly or indirectly, including through any Affiliated Entity, (i) solicit, contact or have any interaction with any of our or Member’s employees (each an “Employee”) for the purpose or intent of, or have the effect of, hiring any Employee or causing an Employee to terminate their employment with us or a Member; or (ii) hire, employ or engage any such Employee. For purposes of this Section, “Employee” means any person that we or a Member employed (whether as an employee or independent contractor) from the date you became a Member or during the period of twenty-four (24) months after your membership in Hour League has ended for any reason.
You agree that in the event of a breach by you of any of the provisions in this Section V, we shall be entitled to institute and prosecute proceedings in any court of competent jurisdiction to enjoin such breaches. In such action, we shall not be required to plead or prove irreparable harm or lack of an adequate remedy at law or post a bond or any security. You recognize that Hour League, LLC and the Members have legitimate business interests to protect and as a consequence, you agree to the restrictions contained in these Terms and Conditions because they further said legitimate business interests. These legitimate business interests include, but are not limited to (i) trade secrets; (ii) valuable confidential business or professional information that otherwise does not qualify as trade secrets including all Confidential Information; (iii) substantial relationships with specific prospective or existing customers; (iv) customer goodwill associated with our and the Members' businesses; and (v) specialized training of Employees relating to services, technology, methods and procedures of ours and the Members. Accordingly, you acknowledge the reasonableness of such restrictions given the circumstances of your relationship with us and the other Members.
- MISCELLANEOUS.
Blue Pencil.
If any Section of these Terms and Conditions, as applied to the you, is adjudged by a court of competent jurisdiction to be invalid or unenforceable, in whole or in part, the same will in no way affect any other provision of that Section or any other part of these Terms and Conditions, the application of that provision in any other circumstances or the validity or enforceability of these Terms and Conditions. If any provision, or any part of any provision, is held to be unenforceable because of the duration of the provision or the area covered by the provision, the parties agree that the court making such determination will have the power to reduce the duration and/or area of the provision to the longest permissible duration and largest permissible area, and/or to delete specific words or phrases, and in its reduced form the applicable Section(s) will then be enforced.
Indemnity.
You shall indemnify and hold us (and our officers, directors, agents, subsidiaries, joint venturers, and employees) harmless from any claim or demand, including attorneys’ fees, made by any third party due to or arising out of (i) any breach of these Terms and Conditions by you; (ii) any failure by you to comply with any of the terms of these Terms and Conditions; and (iii) any act, omission or misrepresentation by you, including, but not limited to, those in relation to us and/or any other Member.
Headings.
The headings in these Terms and Conditions are not part of its provisions, are merely for reference and have no force or effect. If any heading is inconsistent with any provision of these Terms and Conditions, such provision shall govern.
Governing Law; Venue and Jurisdiction.
These Terms and Conditions, and your membership in Hour League, shall be deemed to have been entered into under the laws of the State of Florida and the rights and obligations of the parties hereunder shall be governed and determined according to the laws of said state without giving any effect to conflict of law principles. All suits, actions and proceedings arising out of or relating to these Terms and Conditions and/or your membership in Hour League shall be heard and determined in any state or federal court sitting in Dade County, Florida, and each of the parties hereto hereby irrevocably submits to the exclusive jurisdiction of such courts in any such suit, action or proceeding and irrevocably waives, to the fullest extent it may effectively do so, the defense of an inconvenient forum to the maintenance of any such suit, action or proceeding and any objection to any such suit action or proceeding whether on the grounds of venue, residence or domicile. A final judgment in any such suit, action, or proceeding shall be conclusive and may be enforced in other jurisdictions by suit on the judgment or any other manner provided by law.
Severability.
To the extent that the terms set forth in these Terms and Conditions or any word, phrase, clause or sentence is found to be illegal or unenforceable for any reason, such word, phrase, clause or sentence shall be modified or deleted in such manner so as to afford us the fullest protection commensurate with making these Terms and Conditions, as modified, legal and enforceable under applicable laws, and the balance of these Terms and Conditions shall not be affected thereby, the balance being construed as severable and independent.
Notice.
All notices given under these Terms and Conditions shall be in writing and shall be delivered by reputable overnight courier, certified mail return receipt requested, or electronic mail, delivery receipt requested (with a hard copy to file by regular mail). All notices shall be deemed given upon the date delivered or upon the date delivery is refused by the recipient, and shall be directed to the following addresses:
If intended for Hour League, LLC:
with a copy to:
Tobin & Reyes, P.A.
225 NE Mizner Blvd.
Suite 510
Boca Raton, FL 33432
Attention: Steven D. Avalon, Esq.
or, if to you, to your then current business address as shown on our records, or to such other address as you direct in a written notice to us.
Interpretation.
As used in these Terms and Conditions where appropriate, the masculine shall include the feminine; where appropriate, the singular shall include the plural and the plural shall include the singular. Use of the term “including” shall be interpreted to mean “including, without limitation”.
Merger.
This Agreement contains all obligations and understandings between the parties relating to the subject matter of these Terms and Conditions and supersedes all prior discussions, negotiations and agreements, whether in writing or otherwise, if any, between them, and none of the parties shall be bound by any conditions, definitions, understandings, warranties or representations other than as expressly provided or referred to in these Terms and Conditions. These Terms and Conditions are intended to cancel and supersede all existing agreements between the you and Hour League, LLC.
Amendment.
These Terms and Conditions may be modified only by a written instrument properly executed by the parties to these Terms and Conditions.
Assignment.
This Agreement may not be assigned by you, in whole or in part, without our express written consent, which consent may be withheld in our sole and absolute discretion. The benefits and obligations of these Terms and Conditions shall be binding upon and inure to the benefit of the you, us, and each party’s successors and permitted assigns. Nothing contained or implied herein is intended or shall be construed to convey upon any person or entity other than the parties hereto any rights or remedies under or by reason of these Terms and Conditions. There are no third-party beneficiaries of these Terms and Conditions.
Waiver.
No provision of these Terms and Conditions shall be deemed waived unless expressly set forth in writing. No waiver by any party to these Terms and Conditions of its rights under any provision of these Terms and Conditions shall constitute a waiver of the party’s rights under the provisions at any other time or a waiver of the party’s rights under any other provision of these Terms and Conditions.
Attorneys’ Fees.
You and Hour League, LLC agree that the prevailing party in any action to enforce any breach of any covenant or term in these Terms and Conditions shall be reimbursed by the other party for all expenses and reasonable attorneys’ fees incurred by that party to enforce these Terms and Conditions, at all levels of proceeding, including, without limitation, trial, appeal, post-judgment, dispute as to entitlement or amount of fees and costs, and/or in furtherance of collecting any fees or costs.
Entire Agreement.
These Terms and Conditions and schedules attached hereto contain the entire agreement of the parties and supersedes all prior understandings and agreements of the parties, whether written or oral, with respect to the subject matter hereof. Any reference in these Terms and Conditions to these Terms and Conditions shall be deemed to include the schedules hereto and such schedules are hereby incorporated by reference into these Terms and Conditions.
Counterparts.
These Terms and Conditions may be executed in one or more counterparts, each of which when executed shall be deemed to be an original, and such counterparts shall together constitute one and the same instrument.
