These Supplemental Terms for the Marketing Services (“Marketing Services Terms”), together with the overhead agreement which refers to this supplement as being applicable between the Parties (the “Mindbody Terms of Service”), apply to your listings in the Mindbody App, the Partner Network and your use of the services available through Mindbody Promote. Capitalized terms used in these Marketing Services Terms but not otherwise defined herein will have the meaning given to them in the Mindbody Terms of Service.
By accepting these Marketing Services Terms, you grant us permission to display your business name, logo and any images or content you provide or which are publicly available for the purposes of listing and promoting your goods and services within the Marketing Services.
We may, in our sole discretion, modify these Marketing Services Terms from time to time. Any changes we make will become effective when we post a modified version of the Marketing Services Terms to our Website, and we agree the changes will not be retroactive. We reserve the right, in our sole discretion, to remove your business profile or any offers, services or goods, for any or no reason. Mindbody’s partner affiliations are subject to change at any time.
1. Fees and Opting Out
When your goods or services are purchased through the Marketing Services or the Mindbody App, Mindbody may collect a percentage fee of the purchase price as detailed at https://support.mindbodyonline.com/s/article/217038307-What-are-Marketing-Platform-fees?language=en_US (or such other URL as specified by Mindbody).
All such fees are non-refundable, including if the transaction that generated the fees is subsequently reversed or charged back to you for any reason or if a refund is subsequently issued for all or any portion of the purchase price.
You can choose to opt out of the program and fees above at any time within your software settings or by removing your listings from the Mindbody App as detailed at https://support.mindbodyonline.com/s/article/217038307-What-are-Marketing-Platform-fees?language=en_U (or such other URL as specified by Mindbody).
If you previously provided us with a credit card or other payment method for your software subscription, you authorize us to charge any fees due hereunder to the payment method on file on a recurring monthly basis. You will notify us immediately of any changes to payment information provided.
If you have a Stripe Connected Account (“Payout Account”), payment for goods and services sold through the Mindbody App and the Marketing Services will be collected by Mindbody on your behalf and transferred to your Payout Account. Your final payout amount will be net of applicable fees. Payout Accounts are subject to the Stripe Services Agreement and may be subject to certain fees and surcharges communicated to you during the enrollment process and as may be updated by Mindbody from time to time. By establishing a Payout Account, you agree to be bound by the Stripe Services Agreement, as the same may be modified by Stripe from time to time.
To enable your goods and services to be purchased through the Partner Network, we must enter into agreements with our partners to facilitate the processing of payments under your merchant account. By agreeing to these Marketing Services Terms, you expressly authorize us to share information about you and your merchant account as necessary for such purposes.
3. Your Responsibilities
With respect to each transaction processed under your merchant account, you represent, warrant and covenant to us that (1) the transaction represents a bona fide sale and accurately describes the services or goods provided to the customer, (2) you will fulfill all of your obligations to the customer and will resolve any dispute or complaint directly with the customer, (3) you and the transaction comply with all laws, regulations, rules and agreements applicable to you and your business, including the merchant agreement between you and the payment processor, PCI-DSS security standards and card network rules.
You, not Mindbody, are solely responsible for all customer service policies and issues relating to your services or goods, including pricing, fulfillment, cancellations or no shows.
4. No Mindbody Warranties
MINDBODY SPECIFICALLY DISCLAIMS ALL WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY OF MERCHANTABILITY OR FITNESS FOR PARTICULAR PURPOSE OR NON-INFRINGEMENT OF ANY INTELLECTUAL PROPERTY RIGHT WITH RESPECT TO THE SERVICES PROVIDED HEREUNDER. WITHOUT LIMITING THE FOREGOING, WE DO NOT WARRANT OR GUARANTEE THAT THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE.
IN NO EVENT WILL MINDBODY OR ITS AFFILIATES BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, OR EXEMPLARY DAMAGES (INCLUDING LOSS OF PROFITS OR REVENUE, OR INTERRUPTION OF BUSINESS) ARISING OUT OF OR RELATED TO THE SERVICES HEREUNDER, THE MINDBODY APP, WEBSITE, PARTNER NETWORK, OR THESE TERMS, REGARDLESS OF THE THEORY OF LIABILITY, EVEN IF MINDBODY OR ITS AFFILIATES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. TO THE MAXIMUM EXTENT PERMITTED BY LAW, MINDBODY’S MAXIMUM AGGREGATE LIABILITY FOR ALL LIABILITIES, DAMAGES, CLAIMS, OR CAUSES OF ACTION IN ANY MANNER ARISING FROM OR IN CONNECTION WITH ITS SERVICES HEREUNDER OR THESE TERMS WILL BE THE AGGREGATE FEES PAID TO MINDBODY HEREUNDER.
5. Dynamic Pricing Terms
Additional terms specific to the use of Dynamic Pricing (“Dynamic Pricing Terms”) described at https://co.mindbodyonline.com/legal/terms-of-service/dynamic-pricing (or such other URL as specified by Mindbody), as may be updated by Mindbody from time to time, apply and are hereby incorporated by reference into these Marketing Services Terms as if set forth fully herein.
6. Mindbody Flex
Upon enrollment in Mindbody Flex, you agree that Mindbody can, in our sole discretion, offer any, or all, of your virtual offerings (e.g. livestream, video on-demand, etc.) to users of the Mindbody App. You will be provided a credit, in the amount presented during the enrollment process, to the Subscription Fees for each consumer who properly enrolls in an offering and does not cancel or otherwise request a refund. Mindbody reserves the right to reverse a prior credit amount should a consumer refund take place after issuance of the credit. All unused credits will be surrendered upon termination of the Agreement. Additionally, you represent and warrant that you have all necessary licenses for any copyrighted material (e.g. music) utilized in your virtual offerings.
7. Incorporation of the Mindbody Terms of Service
You acknowledge that these Marketing Services Terms are hereby incorporated into the Mindbody Terms of Service and are therefore part of the Agreement. Any dispute or claim arising from or relating to these Marketing Services Terms is subject to the warranties and disclaimer, limitations and exclusions of liability, governing law and all other terms in the Mindbody Terms of Service. Any conflicts between the Mindbody Terms of Service and these Marketing Services Terms will be resolved in favor of these Marketing Services Terms.