This is the agreement every GAINS VIP 1:1 Coaching client signs in the GAINS app at the end of onboarding. It is shown here so you can read it before you sign and find it again afterwards. Your signed copy, with the exact text you agreed to, is kept on your GAINS account.
The Parties
This Program Agreement (the "Agreement") is between Ely Cohen Fitness Online Coaching LLC, a Florida limited liability company doing business as GAINS, of 4747 Collins Avenue, Suite 515, Miami Beach, Florida 33140 ("GAINS", "we", "us"), and the person who signs below (the "Client", "you"). Coach Ely Cohen delivers the coaching described here on behalf of GAINS. It takes effect on the date you sign it in the GAINS app.
Definitions
Program. GAINS VIP 1:1 Coaching: the coaching, programming and support described under What The Program Includes, delivered through the GAINS app, messaging and scheduled calls.
Start Date. The day your first training block is released to you in the GAINS app, or the day you sign this Agreement, whichever comes first.
Initial Term. Your minimum commitment. It is 14 weeks from the Start Date (the 13 week program plus its 7 day grace period), or the longer term of up to 24 weeks agreed with you on your consultation call and shown on your receipt or offer.
Target Period. The Initial Term. The money back guarantee is judged at its end.
Predefined Goals. The target weight and the 90 day goal you entered in the GAINS app when you enrolled, together with any goals you and the Coach agreed in writing at the start of the Program.
Program Fee. The amount for the Program agreed on your consultation call and paid at checkout, as shown on your receipt: $1,997 paid in full, or three monthly installments of $837, unless a custom plan was agreed with you in writing.
What The Program Includes
Personalized training. Training programs built on your current condition and goals, updated as needed throughout the term, usually weekly, based on what is optimal for your progression.
Personalized nutrition. A macronutrient plan, assessed weekly and adjusted as needed, with an example meal prepping list and meal ideas.
Communication. Ongoing access to the Coach by text, email and the GAINS app messenger, plus phone or video calls scheduled ahead of time. Replies arrive within 24 hours, Monday to Saturday.
Weekly check ins. A weekly review of your progress to keep you accountable and to work through any concern or problem you are having.
Term And Cancellation
The Initial Term is a minimum. You may not cancel during the Initial Term, and the full Program Fee for it is payable whether or not you use the Program.
Month to month after that. When the Initial Term ends, coaching continues month to month until you cancel, at the monthly rate agreed with you in writing.
Notice. To cancel, email support@gainsfitapp.com. Your notice period is 30 days, counted from the payment due date that follows our receipt of your notice, so the payment falling due on that date remains payable and coaching continues until the notice period ends. Notice given during the Initial Term takes effect at the end of the Initial Term.
Cancellation by GAINS. GAINS may end the Program if the Coach determines it is not advantageous to continue. If that happens you owe only the pro rata share of the services already delivered, and we refund any prepaid balance beyond that.
Payment
You agree to pay the Program Fee. Installments are charged automatically to the payment method you gave at checkout, on each due date. Fees may be prepaid.
No chargebacks. You agree not to dispute or reverse a charge for this Program with your bank or card issuer. Refunds are handled only under this Agreement. GAINS is not responsible for overdraft, over limit or insufficient funds fees charged by your bank or card issuer.
Missed payments. A missed payment may suspend or end the Program with no refund of payments already made. If 30 days pass after a missed payment without an arrangement with the Coach, the Program is cancelled and no fees are refunded.
Money Back Guarantee And Refunds
The guarantee. If you complete the entire Target Period, meet the compliance standard below, and do not reach your Predefined Goals by the end of the Target Period, GAINS refunds the Program Fee in full. This is the only refund the Program carries. Refunds are not otherwise available once coaching services have been provided; the Program is a personalized service and your Coach's time is spent as it is delivered.
The compliance standard. You have met it when, across the Target Period as a whole and as recorded in the GAINS app, you completed at least 90 percent of the workouts assigned to you, hit your daily step target on at least 90 percent of days, logged and hit your macro targets on at least 90 percent of days, and followed your meal plan on at least 90 percent of days. Days the Coach excused in writing are not counted against you. Anything not logged in the GAINS app counts as not done.
How to claim. Email support@gainsfitapp.com within 7 days after the Target Period ends, describing your results and confirming you want the guarantee applied. A request received after that window is not accepted. GAINS may ask for relevant proof of your compliance and you agree to provide it. Results depend on your commitment and consistency; outcomes vary from person to person, and this guarantee is the whole of GAINS's promise about results.
Unforeseen circumstances. If something prevents you from continuing, tell your Coach as soon as possible. Any exception to this section is at GAINS's sole discretion.
Your Responsibilities And Representations
You are 18 or older. You confirm that you are at least 18 years of age and have the legal capacity to enter into this Agreement.
Medical clearance. You confirm that you are physically able to take part in an exercise and nutrition program, that you have no medical condition, injury or limitation that makes it unsafe for you to do so, or that you have disclosed any such condition to the Coach in the GAINS app before starting, and that you have consulted a physician where appropriate. You will tell the Coach promptly if your health changes during the Program.
Accurate information. You will give the Coach accurate and complete information about your health, training, nutrition and progress, and you will keep your GAINS app records current, since the guarantee and your programming both rely on them.
Your account. The Program is personal to you. You will not share your GAINS app account or the Program materials with anyone else.
Health Disclaimer
Not medical care. The Coach is a fitness coach, not a physician, dietitian, therapist or other licensed health care provider. Nothing in the Program is medical advice, a diagnosis or a treatment, and it is not a substitute for care from a licensed professional.
The Coach's role. The Coach is a mentor and guide, trained in fitness coaching, who helps you devise and implement positive, effective and sustainable lifestyle changes based on the program provided.
Your care providers. If you are under the care of a health care professional or take prescription medication, discuss any dietary change or supplement with your doctor before making it, and never stop a prescribed medication without your doctor's guidance. Seek immediate care from a licensed professional for any issue that needs it.
Assumption Of Risk And Release
You assume the risks. Exercise and changes to your diet carry inherent risks, including injury, illness and, in rare cases, death. You take full responsibility for your life and well being, for every decision you make during and after the Program, and you expressly assume the risks of the Program, including the risks of new foods or supplements and the risks inherent in lifestyle changes.
Release. To the fullest extent permitted by law, you release GAINS, Ely Cohen and their members, employees and contractors from all liability, damages, causes of action, claims and demands of any kind, in law or in equity, which you have now or may have in the future, arising from your participation in or otherwise relating to the Program, except to the extent caused by our gross negligence or willful misconduct.
Indemnification
You will indemnify and hold harmless GAINS, Ely Cohen and their members, employees and contractors from any claim, loss, damage or expense, including reasonable attorneys' fees, arising from your breach of this Agreement, your violation of any law or third party right, or your use of the Program materials in a way this Agreement does not allow.
Intellectual Property
Ownership. Every training program, meal plan, macro target, exercise video, check in template and other material provided to you through the Program (the "Program Materials") belongs to GAINS and is protected by copyright and other intellectual property laws.
Your license. You receive a personal, non transferable, revocable license to use the Program Materials for your own training during the Program. You may not copy, share, publish, sell, sublicense or otherwise distribute the Program Materials, or use them to coach or train anyone else. This license ends when the Program ends.
Confidentiality
Your information. GAINS keeps your personal information, health details, progress data and messages private and does not share them with any third party except as needed to deliver the Program (for example the GAINS app and payment provider), as described in the GAINS Privacy Policy, or as required by law.
Our information. You will keep confidential the Program Materials and any non public information about GAINS's methods, business or other clients that you learn through the Program, and you will not publish or share the Coach's private communications with you.
Progress Photos
Consent. You consent to GAINS using the progress photos you upload to the GAINS app, together with your first name only, in GAINS marketing on its website, social media and advertising, to inspire and motivate other people to take action on their goals. GAINS will never publish your surname, email address, phone number or other contact details with them.
Duration and withdrawal. This consent lasts for the length of the Program and for up to three years after it ends. You may withdraw it at any time by emailing support@gainsfitapp.com. Within 14 days of your withdrawal GAINS will stop making new uses of your photos and will remove them from the channels it controls, although copies already published or shared by third parties cannot always be recalled.
Disputes, Arbitration And Governing Law
Talk to us first. If you have a dispute with GAINS, email support@gainsfitapp.com and we will try to resolve it with you informally within 30 days before either of us starts a formal proceeding.
Binding arbitration. Any dispute, controversy or claim arising out of or relating to this Agreement or the Program, including its existence, interpretation, validity, breach or termination and the business relationship it creates, that is not resolved informally shall be finally resolved by binding arbitration administered by the American Arbitration Association under its Consumer Arbitration Rules, before a single arbitrator, seated in Miami Dade County, Florida. The arbitration may be conducted by video where the rules allow. Judgment on the award may be entered in any court having jurisdiction.
Costs. The AAA Consumer Arbitration Rules govern the allocation of filing and arbitrator fees. Each party bears its own attorneys' fees and costs, unless the arbitrator awards them under an applicable law.
Small claims. Either party may instead bring an individual claim in small claims court in Miami Dade County, Florida, if the claim qualifies.
Class action waiver. You and GAINS agree that any dispute will be brought only on an individual basis and not as a plaintiff or class member in any purported class, collective or representative proceeding, and the arbitrator may not consolidate more than one person's claims or preside over any form of representative proceeding.
Limited remedies. The sole remedy that may be awarded to you in any proceeding is a refund of the Program Fee. Without limiting the foregoing, no award of consequential, incidental, special, punitive or other damages may be granted to you, to the fullest extent permitted by law.
Governing law. This Agreement is governed by the laws of the State of Florida, without regard to its conflict of law rules.
General Terms
Entire agreement. This Agreement, together with the GAINS Terms and Conditions (gainsfitapp.com/terms-conditions) and Privacy Policy (gainsfitapp.com/privacy-policy), which are incorporated by reference, is the entire agreement between you and GAINS about the Program and replaces every prior discussion or understanding. If this Agreement conflicts with the Terms and Conditions, this Agreement governs the Program.
Changes. Any change to this Agreement must be in writing and agreed by both parties. A change to the Terms and Conditions or Privacy Policy on the GAINS website does not change the commercial terms of this Agreement.
Assignment. You may not assign or transfer this Agreement or your place in the Program. GAINS may assign this Agreement to a successor to its business on notice to you.
Survival. The sections on Payment, the money back guarantee, assumption of risk and release, indemnification, intellectual property, confidentiality, progress photos, disputes and these general terms survive the end of the Program.
Severability. If any provision of this Agreement is held unenforceable, it is limited to the minimum extent necessary and the rest of the Agreement remains in full force.
Notices. Notices to GAINS go to support@gainsfitapp.com or to the address above. Notices to you go to the email address on your GAINS account.
Electronic signature. You agree that signing this Agreement electronically in the GAINS app, including by drawing your signature on a touchscreen, is binding and has the same effect as a handwritten signature, and that the electronic record of this Agreement kept by GAINS is the original.
Acceptance
By signing below you confirm that you have read this whole Agreement, that you had the opportunity to ask the Coach questions about it on your consultation call or by email before signing and to have it reviewed by an attorney of your choice, that you have received a copy of it in the GAINS app, and that you understand, accept and agree to be bound by its terms.
Agreed and signed by Coach Ely Cohen, Ely Cohen Fitness Online Coaching LLC.