This Site (as defined below) is owned and operated by Cocoon Family, Inc. (d/b/a Cocoon) (“Cocoon”, “we” or “us”).
These Terms limit Cocoon’s liability and obligations to you, grant Cocoon certain rights and allow Cocoon to change, suspend or terminate your use of the Site. Your use of the Site is expressly conditioned on your compliance with these Terms.
YOU UNDERSTAND THAT BY USING THE SITE YOU ARE AGREEING TO BE BOUND BY THESE TERMS. IF YOU DO NOT ACCEPT THESE TERMS IN THEIR ENTIRETY, YOU MAY NOT USE THE SITE.
1. DEFINED TERMS
For the purposes of the Terms, the following defined terms shall have these meanings:
a. “IPR” means any rights in or to, but not limited to, copyrights, patents, trademarks, brand names, trade names, business names, know-how or confidential information and any other rights in respect of any other industrial or intellectual property, whether registrable or not and wherever existing in the world and including without limitation all rights to apply for registrations of any of the foregoing rights.
b. “Site” means this site (joincocoon.com) and the Cocoon mobile App (“Cocoon App”) and any and all audio and/or visual elements thereof, created or owned by Cocoon or by Cocoon’s approved third party providers (“Third Party Provider”), including, without limitation, any text, graphics, images, illustrations, photographs, animations, applications, video, audio or audiovisual works, designs, logos, and other information and content made available through the Site, as well as all underlying technical elements of all of the foregoing, including without limitation, source code, script, object code, software, computer programs, and other sets of statements and instructions.
2. GRANT OF RIGHTS
Cocoon grants you a limited, non-exclusive, non-assignable, non-transferable right and license to use and display the Site, solely as described in these Terms, provided that you fully comply with these terms.
3. SITE CHANGES
4. INTELLECTUAL PROPERTY RIGHTS
a. The Site and all IPR therein are owned by Cocoon and/or its content providers and other licensors, and are subject to protection under the relevant intellectual property laws throughout the world. Except as expressly set forth in these Terms, or as otherwise permitted in writing by Cocoon, you agree not to: (1) capture, transfer, upload, distribute, sell, license, modify, manipulate, reproduce, perform, publicly display, create derivative works from or based upon, or otherwise exploit the Site, in whole or in part, on any other website or in any medium now known or hereafter developed; and (2) remove or modify any trade names, product names, logos, trademarks, copyrights or other proprietary notices, legends, symbols or labels on the Site (each of the foregoing, “Unauthorized Conduct”).
b. Any Unauthorized Conduct constitutes a violation of these Terms and an infringement of the IPR of Cocoon and/or its content providers or other licensors. Any such infringement or violation may subject you to civil and criminal liability and penalties under intellectual property laws throughout the world, including, without limitation, the payment of damages and attorneys’ fees.
5. USER SUBMISSIONS
During your use of the Site, you may submit text responses, chats, comments, suggestions and other information (collectively, the “Submissions”) to the Site, whether or not requested to do so by Cocoon. You shall be deemed to have granted Cocoon a worldwide, perpetual, royalty-free, non-exclusive, transferable, sub-licensable, license to cache, copy, distribute, transmit, publicly display, reproduce or otherwise use or exploit the Submissions on the Site and in other media, digital or analog, now known or hereafter developed throughout the universe including, without limitation, the internet, mobile devices, and in advertising or promotion, print or otherwise. For the avoidance of doubt, by submitting your Submission you understand and agree that any Submission may become publicly viewable on the Site or elsewhere. Cocoon shall have no obligation to pay you any compensation for your Submissions. Cocoon is under no obligation to post or use any Submission you may provide. Cocoon may, in its sole discretion, remove any Submission at any time, with or without notice to you, prior or otherwise. You may request the removal of your Submission for any reason on reasonable written notice to Cocoon, on receipt of which Cocoon will take commercially reasonable steps to comply.
Cocoon does not and cannot review all Submissions and is not responsible for the content or substance thereof. However, Cocoon reserves the right to delete, move or edit Submissions that it, in its sole discretion, deems to be abusive, defamatory, obscene, in violation of copyright or trademark laws, or in violation of any person’s rights to privacy or publicity, or otherwise unacceptable, provided that Cocoon shall not be deemed the publisher of any Submission by virtue of its right to control said Submission. Any views and opinions expressed in a Submission reflect the author’s point of view and are not necessarily those of Cocoon or its affiliated entities.
6. SITE RULES AND GUIDELINES
b. In order to access some features of the Site, including the Cocoon App and Membership Application, you may be required to submit personal information, or create or register for a user account or password. In consideration for your use of the Site, you agree to: (1) comply with the Rules; (2) provide accurate, complete and true information about yourself as may be required on any registration form for the Site (your, “Registration Information”); (3) maintain and update, as applicable, your Registration Information with current and complete information. Users who violate the Rules, or provide inaccurate, false, or non-current Registration Information may, at Cocoon’s sole discretion, have their accounts suspended, and you may be permanently banned from using any current or future features or services of the Site.
c. You agree that your Suggestions shall be legal and shall not violate any local, state, national or international law or regulation. Your Suggestions shall not violate third-party rights, or in any way be disrespectful, disruptive, threatening or abusive.
7. THIRD PARTY WEBSITES
8. DISPUTES WITH OTHER USERS
If you have a dispute with another user of the Site or Cocoon App, you release Cocoon and its affiliated entities from all claims, demands, and damages (actual and consequential) of every kind and nature, known and unknown including without limitation attorney’s fees, arising out of or in any way connected with such disputes. If you are a California resident, you waive California Civil Code §1542, which says: “A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor.”
You understand and agree that Cocoon may, in its sole discretion and at any time suspend, or terminate your use of the Site for any reason and discard and remove any and all of Submissions posted by you. Cocoon may also, in its sole discretion and at any time, discontinue the Site, in whole or in part, or limit or restrict any access thereto, for any reason. You understand and agree that Cocoon may take any one or more of these actions without any notice to you, prior or otherwise. You understand and agree that Cocoon shall not have any liability to you or any other person for any termination of your access to the Site and/or removal of information concerning your actions on the Site.
10. MEMBERSHIP POLICIES
11. DEVICE REQUIREMENTS
In order to enjoy the Site on your smartphone or other device, your device must satisfy certain system requirements. If you have trouble accessing the Site please consider updating your device to the latest operating system or check the applicable marketplace for system requirements (i.e. Apple, Google etc).
You agree to indemnify and hold Cocoon harmless for any and all disputes, claims, damages, losses, and causes of action (including without limitation attorney’s fees) arising from these Terms, your use of the Site, or your violation or claimed violation of any law or rights of a third party, or any other breach or claimed breach of the Terms.
YOU AGREE THAT USE OF THE SITE IS ENTIRELY AT YOUR OWN RISK. THE SITE IS PROVIDED “AS IS” “WITH ALL FAULTS” AND “AS AVAILABLE” AND WITHOUT WARRANTIES OF ANY KIND EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, COCOON DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, WORKMANLIKE EFFORT, TITLE, AND NON-INFRINGEMENT. COCOON DOES NOT WARRANT THAT THE AVAILABILITY OF OR THE FUNCTIONS CONTAINED IN THE SITE WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THIS SITE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT THE SITE DOES NOT VIOLATE ANY IPR OF ANY PERSON. COCOON DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE USE OF THE SITE IN TERMS OF ITS CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE. YOU (AND NOT COCOON) ASSUME THE ENTIRE RISK AS TO THE QUALITY AND PERFORMANCE OF THE SITE, AS WELL AS THE ENTIRE COST OF ALL NECESSARY SERVICING, REPAIR, OR CORRECTION IF THERE ARE ANY DEFECTS. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY COCOON AND ITS AFFILIATED ENTITIES SHALL CREATE A WARRANTY. APPLICABLE LAW MAY NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE FOREGOING EXCLUSION MAY NOT APPLY TO YOU.
To the extent that the Site or Cocoon App enables you to post information, Cocoon expressly disclaims any responsibility for such information and any duty to verify this information. Cocoon makes no warranties as to the accuracy of the information you and other users provide.
14. LIMITATION OF LIABILITY
UNDER NO CIRCUMSTANCES, INCLUDING WITHOUT LIMITATION, NEGLIGENCE, SHALL COCOON AND ITS AFFILIATED ENTITIES BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, EXEMPLARY, CONSEQUENTIAL DAMAGES, ATTORNEY’S FEES OR ANY DAMAGES WHATSOEVER INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF USE, DATA, BUSINESS OR PROFITS THAT RESULT FROM THE USE OF, OR THE INABILITY TO USE, THE SITE EVEN IF THE POSSIBILITY OF SUCH DAMAGES HAS BEEN ADVISED, AND EVEN IF A REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED ITS ESSENTIAL PURPOSE. WHILE COCOON TAKES PRECAUTIONS AGAINST SECURITY BREACHES, NO WEBSITE OR INTERNET TRANSMISSION IS COMPLETELY SECURE, AND AS SUCH, COCOON AND ITS AFFILIATED ENTITIES SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES THAT MAY RESULT FROM UNAUTHORIZED ACCESS, HACKING, DATA LOSS, OR OTHER BREACHES THAT MAY OCCUR ON THE SITE. APPLICABLE LAW MAY NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY OR EXEMPLARY, INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. IN NO EVENT SHALL THE TOTAL LIABILITY OF COCOON AND ITS AFFILIATED ENTITIES TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION, WHETHER IN CONTRACT, TORT (INCLUDING WITHOUT LIMITATION, NEGLIGENCE), OR OTHERWISE, EXCEED THE AMOUNT PAID BY YOU TO COCOON, IF ANY, FOR ACCESSING AND USING THIS SITE.
15. INTERNATIONAL ACCESS
Cocoon makes no representations that the Site content, and its copyrights, trademarks, patents, and licensing arrangements, are appropriate or available for use by certain individuals in certain countries. Those who choose to access the Site from locations outside the United States of America do so on their own initiative and at their own risk, and are responsible for compliance with local laws, if and to the extent local laws are applicable.
c. All Claims you bring against Cocoon must be resolved in accordance with this section. All Claims filed or brought contrary to this section shall be considered improperly filed. Should you file a Claim contrary to this section, Cocoon may recover reasonable attorney’s fees and costs, provided that Cocoon has notified you in writing of the improperly filed Claim, and you have failed to promptly withdraw the Claim within thirty (30) days of such notice.
d. Any Claim must be filed within one (1) year after such Claim arose regardless of any status or law to the contrary. In the event any such Claim is not filed within such one (1) year period, such Claim shall be barred.
e. Any failure to act by Cocoon with respect to a breach by you or others does not waive Cocoon’s right to act with respect to subsequent or similar breaches.
f. Notwithstanding anything to the contrary, Cocoon reserves the right to seek the remedy of specific performance of any term of these Terms, or a preliminary or permanent injunction against the violation of these Terms or in aid of the exercise of any power granted in these Terms, or any combination thereof.
g. Captions and Headings. All captions, indices, titles, subject headings, section titles and similar items contained in these Terms are provided for the purpose of reference and convenience only and are not intended to be inclusive, definitive or to affect the meaning or content of these Terms.
h. Relationship. The relationship between the Parties is as set out in these Terms and no employment, joint venture, partnership or agency relationship shall be deemed to subsist between the Parties and neither shall have the power to bind the other, except as otherwise set forth herein.
i. Severability. If any of the provisions of the Terms are held illegal, inapplicable or non-executable by a court of competent jurisdiction, such provisions shall be limited or eliminated to the minimum extent necessary so that the Terms shall otherwise remain in full force and effect and remain enforceable and said ruling will not affect any other provision set forth in this the Terms and will not render such other provisions invalid, inapplicable or non-executable.
j. Compliance with Laws. You agree to comply with all applicable laws, rules and regulations in connection with your activities hereunder.
k. Miscellaneous. You agree that no joint venture, partnership, employment, or agency relationship exists between you and Cocoon as a result of these Terms or your use of the Site. These Terms are subject to existing laws and legal process, and nothing contained in these Terms is in derogation of any obligation on our part to comply with governmental, court and law enforcement requests or requirements relating to your use of the Site or information provided to or gathered by us with respect to such use.
l. Entire Agreement. These Terms set forth the entire understanding and agreement between you and Cocoon with respect to the subject matter of these Terms.
You understand that this membership rider authorizes Cocoon to charge monthly payments on the account provided and post the payments to the account using your selected payment type. You understand this Membership Agreement cannot be cancelled for a minimum period of 6 months, except as specifically provided for in this Membership Agreement. After that time, you understand this Membership Agreement becomes a biannual contract, cancelable upon my written & signed request 30 days prior to my 6th month billing date. Verbal or telephone cancellations are not valid. In no case shall monthly payments be retroactively refunded. All cancellations should be emailed to email@example.com. Billing changes will become effective 30 days following notification.
MEMBERSHIP FREEZE POLICY
Members may temporarily suspend their membership in accordance with the following terms:
- You may freeze your membership once per contractual 6 month term for a minimum of one (1) month and a maximum of three (3) consecutive months in one-month increments. You will be charged Cocoon’s then current monthly freeze fee. If you freeze your membership during the first six (6) months of your membership, you will be charged regular monthly dues until you meet the six month obligation, after which you will be charged Cocoon’s then current monthly freeze fee for the period of the freeze. If you have been a member for six (6) months or longer on the day the freeze is effective, you will be charged the then current freeze fee up front and billing will be held for the approved duration of your freeze. Fees for the period of the freeze you elect are non-refundable, even if you later reduce the number of months of suspension of your membership.
- Your freeze request must be done in person at Cocoon or by emailing firstname.lastname@example.org at least five (5) days before the intended freeze start date.
- If you are medically unable to use Cocoon, you can request a medical freeze for up to six (6) months (nine (9) months for pregnancy freeze). You must provide a doctor’s letter at the time you request a medical freeze.
- You may not freeze your membership for any reason unless your account is in good standing.
All freeze requests must be made in advance. No retroactive freezes are permitted.
The Member shall be the sole owner of the Membership. The Membership is not transferable except as set forth below. The Membership shall entitle the Member, which includes a single household family, unlimited children in the Member’s immediate family, and up to 5 additional household caregivers, to the use of the facilities at Cocoon, at such times, and to such extent applicable to the kind of Membership purchased. Member must be 18 years of age or older, proof may be required.
RIGHT OF CANCELLATION
- CONSUMER’S RIGHT TO CANCELLATION. YOU MAY CANCEL THIS AGREEMENT WITHOUT ANY PENALTY OR FURTHER OBLIGATION WITHIN THREE (3) DAYS FROM THE MEMBERSHIP APPLICATION DATE: Notice of cancellation shall be emailed to email@example.com. All monies paid pursuant to such Membership Agreement shall be refunded within fifteen business days of receipt of such notice of cancellation.
- ADDITIONAL RIGHTS TO CANCELLATION: You may also cancel this Membership Agreement with 45 days written notice for by certified or registered mail or by emailing firstname.lastname@example.org for any of the following reasons: a) If upon a doctor’s order, you or your child are medically unable to visit Cocoon for more than three months. b) If you move your residence or place of business more than 25 miles from any Cocoon operated by us. B. If Member cancels this contract pursuant to above (a) - (b), Member will provide Cocoon with written substantiation of such grounds for cancellation. All cancellations are subject to a $125.00 cancellation fee.
Cocoon reserves the right to change the Membership rates. Such changes will not retroactively effect Member herein during the pre-existing term of the Membership Agreement. In addition to the cost of Membership, Member shall also pay additional fees for certain classes, programs, and services that are not specified in the description of the Membership purchase. All times, fees, rules, and regulations are subject to change by Cocoon management at its sole discretion.
Members agree that Cocoon facilities may be temporarily closed on legal holidays, special events, and for up to two weeks per year for maintenance purposes. Cocoon reserves the right to close early on other holidays. If the use of Cocoon facilities are limited due to malfunctioning of any or all of the center’s equipment or due to issues with the building, provided Cocoon takes steps reasonably required to restore full use of the facilities, Cocoon has no obligation to extend the term of the Membership Agreement or to otherwise compensate Members as a result thereof. Cocoon will post facility hours on its website.
COCOON’S RIGHT TO REVOKE MEMBERSHIP
Member has been informed and understands that Cocoon may revoke the Membership in the event of Member’s 1. Material breach of any of the provisions of this Membership Agreement or of Cocoon’s rules and regulations; or 2. Generally undesirable behavior, which shall be determined by Cocoon at its sole discretion.
RULES AND REGULATIONS
This Membership Agreement is subject to the rules and regulations established by Cocoon including those delivered to you with this Membership Agreement, receipt of which you hereby acknowledge. The Member understands that Cocoon reserves the right to make reasonable rules and regulations for the operation of its facilities and that the rules and regulations may be changed or amended by Cocoon in its sole discretion from time to time without notice. Member agrees to abide by all rules and regulations promulgated by Cocoon.
Member represents that Member is in good health and that Member has no health condition, illness, or communicable disease that may make Member’s use of Cocoon therein injurious to Member or other users of Cocoon. If Member should develop any such conditions, illness or disease during the term of contract period, Member promises to discontinue his or her membership until Member has received an appropriate medical release from Member’s doctor authorizing Member to continue using the facilities. Member further promises to indemnify and hold Cocoon harmless from all liability, damages, costs, and expenses including, without limitation, reasonable attorney’s fees which Cocoon may incur if Member or any third party should sustain injury or damage while using the facilities, which is caused in any way by Member’s condition, illness, or disease.
MEMBER’S ASSUMPTION OF RISK
Member is aware that the use of Cocoon’s facilities involves certain risks of injury and Member expressly assumes the risk and responsibility for any and all accidents or injuries of any kind which Member may sustain by reason of Member’s physical exercise and use of Cocoon facilities. Member hereby releases, discharges, and absolves Cocoon, their respective agents, officers, and employees, from any and all liability, loss, costs, or expenses (including attorneys fees and disbursements) incurred by Member as a result of any accident and/or injury except to the extent an accident or injury is caused by or results from the negligence or willful misconduct of Cocoon, their respective agents, officers, or employees. Cocoon is not responsible for any lost or stolen items.
MEMBER’S RIGHT TO ASSIGN
Member will not sell, assign, or transfer Member’s rights under this Membership Agreement, Member’s Membership, or any other right or privilege stated in this Membership Agreement, unless the following conditions are satisfied by Member: 1. It shall be Member’s sole obligation to find a substitute member; 2. Member shall pay Cocoon a $50 assignment fee at the time of transfer to the substitute member; 3. Member shall authorize the assignment of Membership by prior written notice to Cocoon; 4. The substitute member must satisfy Cocoon’s requirements for Membership; 5. No assignment occurs at least sixty (60) days before the expiration date of the Member’s Membership; 6. Member and the substitute member shall sign Cocoon’s assignment form; and 7. Member may only assign the entire portion of the Term remaining under Member’s Membership Agreement. The substitute member may not thereafter further assign his or her Membership.
This Membership Agreement is governed by and shall be construed by the laws of The State of New York applicable to agreements to be wholly performed in New York. Any Dispute herein shall be resolved in a Court located in The County of New York, State of New York, and both parties consent to the jurisdiction of such Court. A waiver by either Cocoon or Member of any term or condition of this Membership Agreement in a particular instance shall not be considered a waiver of such term or condition for the future. Member understands that this Membership Agreement represents the entire agreement between Member and Cocoon concerning the subject hereof; that this Membership Agreement may not be changed, amended, or any provision waived, except by a written document signed by Member and Cocoon and that Cocoon has made no representations to Member other than those expressly contained in this Membership Agreement. In this connection, it is understood and agreed that employees and agents of Cocoon are not authorized to make any change in this Membership Agreement or to make any independent agreement with Member unless such agreement is in writing, constitutes an amendment to this Contract, and is duly executed by Cocoon’s Management. If any provisions of this Membership Agreement shall be held void or unenforceable, the remaining provisions of this Membership Agreement shall continue in full force and effect.
PHOTOGRAPHY CONSENT FORM
For valuable consideration herein acknowledged as received, you hereby grant to Cocoon Family, Inc. and/or its legal representatives and assigns, the irrevocable, absolute and unrestricted right to use and publish the likeness, portraits, photographs films or videos of me, or in which I may be included, for editorial, trade, advertising and any other purpose and in any manner and medium, and to copyright same. I hereby release Cocoon Family, Inc. and its legal representatives and assigns from all claims, royalties and liability relating to the use of said likeness, portraits, photographs or films/videos.