Terms of Service

These Terms of Service ("Terms") govern your access to and use of the Panta gym management software and related websites, applications, APIs, and services (collectively, the "Service") operated by Panta ("Panta", "we", "us", or "our"). By accessing or using the Service, you agree to be bound by these Terms. If you are entering into these Terms on behalf of a company or other legal entity, you represent that you have the authority to bind that entity, in which case "you" refers to that entity.

If you do not agree to these Terms, do not access or use the Service.

1. Acceptance of terms

By creating an account, clicking "I agree" (or similar), or otherwise accessing or using the Service, you acknowledge that you have read, understood, and agree to be bound by these Terms and by our Privacy Policy, which is incorporated by reference. We may update these Terms from time to time as described in Section 8.

2. Accounts

To use most features of the Service you must register for an account. You agree to:

• Provide accurate, current, and complete information during registration;
• Keep your account information up to date;
• Maintain the security and confidentiality of your login credentials;
• Promptly notify us of any unauthorized access to or use of your account;
• Be responsible for all activity that occurs under your account.

You must be at least 18 years old to create an account. You may not share your account with anyone else or allow anyone else to access your account. We reserve the right to suspend or terminate accounts that violate these Terms.

3. Acceptable use

You agree not to, and not to permit anyone else to:

• Use the Service in violation of any applicable law, regulation, or third-party right;
• Upload or transmit any content that is unlawful, harmful, defamatory, obscene, or otherwise objectionable;
• Attempt to gain unauthorized access to the Service, other accounts, or systems or networks connected to the Service;
• Interfere with or disrupt the integrity or performance of the Service, including through the use of viruses, malware, or denial-of-service attacks;
• Reverse engineer, decompile, or disassemble any part of the Service, except to the extent such restriction is prohibited by law;
• Use the Service to build or operate a competing product or service, or to copy any features, functions, or graphics of the Service;
• Scrape, harvest, or collect information from the Service using automated means without our prior written consent;
• Remove, obscure, or alter any proprietary notices or labels on the Service.

4. Subscriptions and billing

Certain features of the Service are provided on a subscription basis. By subscribing you agree to the following terms.

• Plans and fees. Subscription plans, fees, and included usage are described on our pricing page or in your order form. Fees are charged in the currency specified at checkout and are exclusive of taxes unless stated otherwise.
• Billing cycle. Subscriptions are billed in advance on a recurring basis (monthly or annually, as selected). Your subscription will automatically renew at the end of each billing period unless you cancel before the renewal date.
• Payment. You authorize us and our payment processor to charge your designated payment method for all applicable fees. If a payment fails, we may suspend or terminate your access to the Service.
• Changes to fees. We may change our fees from time to time. We will provide at least 30 days' notice before any change takes effect. Changes apply to the next renewal term.
• Cancellation. You may cancel your subscription at any time from your account settings. Cancellation takes effect at the end of the current billing period, and you will retain access to the Service until then.
• Refunds. Except as required by law, fees are non-refundable and we do not provide refunds or credits for partial subscription periods or unused services.
• Taxes. You are responsible for all applicable sales, use, value-added, and other taxes associated with your subscription, excluding taxes based on our net income.

5. Customer content

The Service allows you to upload, store, and manage content including member records, schedules, communications, and related data ("Customer Content"). As between you and Panta, you retain all rights in and to your Customer Content.

You grant Panta a worldwide, non-exclusive, royalty-free license to host, store, reproduce, modify, and display Customer Content solely as necessary to provide the Service to you and to perform our obligations under these Terms. You represent and warrant that you have all rights, consents, and permissions necessary to upload Customer Content and to grant this license, and that your Customer Content does not violate any law or third-party right.

You are solely responsible for the accuracy, quality, and legality of Customer Content and for obtaining any consents required from the individuals whose information you upload (including members and staff).

6. Intellectual property

The Service, including all software, designs, text, graphics, logos, and other content (excluding Customer Content), is owned by Panta or its licensors and is protected by copyright, trademark, and other laws. We grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Service during your subscription term, solely for your internal business purposes and in accordance with these Terms.

"Panta" and the Panta logo are trademarks of Panta. You may not use them without our prior written consent.

If you provide feedback, suggestions, or ideas about the Service, you grant Panta a perpetual, irrevocable, royalty-free license to use them for any purpose without obligation to you.

7. Third-party services

The Service may integrate with or link to services provided by third parties (for example, payment processors, email delivery providers, and calendar integrations). Your use of those services is subject to the third party's own terms and privacy policies. Panta is not responsible for the availability, content, or practices of any third-party service.

8. Changes to the Service and Terms

We are constantly improving the Service and may add, modify, or remove features from time to time. We may also update these Terms to reflect changes to the Service or for legal, regulatory, or security reasons. When we make material changes to these Terms, we will notify you by email or by posting a notice on the Service before the changes take effect. Your continued use of the Service after the effective date of the updated Terms constitutes your acceptance of the changes.

9. Disclaimers

To the maximum extent permitted by law, the Service is provided "as is" and "as available", without warranties of any kind, whether express, implied, or statutory, including warranties of merchantability, fitness for a particular purpose, title, and non-infringement. Panta does not warrant that the Service will be uninterrupted, error-free, secure, or free of viruses or other harmful components, or that any defects will be corrected.

10. Limitation of liability

To the maximum extent permitted by law, in no event will Panta, its affiliates, or their respective officers, directors, employees, or agents be liable for any indirect, incidental, special, consequential, or punitive damages, or any loss of profits, revenues, data, or goodwill, arising out of or in connection with your use of or inability to use the Service, whether based on warranty, contract, tort, or any other legal theory, and whether or not Panta has been advised of the possibility of such damages.

Panta's total aggregate liability for all claims arising out of or relating to these Terms or the Service will not exceed the greater of (a) the amounts paid by you to Panta during the twelve (12) months immediately preceding the event giving rise to the claim or (b) one hundred US dollars (US$100).

11. Indemnification

You agree to defend, indemnify, and hold harmless Panta and its affiliates, officers, directors, employees, and agents from and against any claims, damages, obligations, losses, liabilities, costs, or expenses (including reasonable attorneys' fees) arising out of or related to: (a) your use of the Service; (b) your Customer Content; (c) your violation of these Terms; or (d) your violation of any law or third-party right.

12. Termination

You may terminate these Terms at any time by cancelling your subscription and discontinuing use of the Service. We may suspend or terminate your access to the Service at any time if you materially breach these Terms, if required by law, or if we discontinue the Service.

Upon termination, your right to access and use the Service will cease immediately. Sections that by their nature should survive termination will survive, including provisions relating to intellectual property, disclaimers, limitation of liability, indemnification, and governing law. You are responsible for exporting your Customer Content before termination; we will retain Customer Content for a reasonable period after termination as described in our Privacy Policy, after which it may be deleted.

13. Governing law and dispute resolution

These Terms are governed by and construed in accordance with the laws of the jurisdiction in which Panta is established, without regard to its conflict of law principles. You agree that any dispute arising out of or relating to these Terms or the Service will be subject to the exclusive jurisdiction of the competent courts in that jurisdiction, except where prohibited by applicable law.

14. Miscellaneous

These Terms, together with the Privacy Policy and any order form or subscription agreement between you and Panta, constitute the entire agreement between you and Panta regarding the Service and supersede all prior agreements. If any provision of these Terms is held to be invalid or unenforceable, the remaining provisions will continue in full force and effect. Our failure to enforce any right or provision will not be a waiver of that right. You may not assign or transfer these Terms without our prior written consent; we may assign these Terms freely.

15. Contact us

Questions about these Terms? Contact us at legal@panta.app.