RUN WALK TALK®
CERTIFICATION AND TRADEMARK LICENSE AGREEMENT AND TERMS OF USE
This Certification and Trademark License Agreement ("Agreement") is between Sepideh Saremi, Licensed Clinical Social Worker, Inc., doing business as Run Walk Talk ("Company," "we," "us," or "our"), and the individual enrolling in the Run Walk Talk® Certification Course ("Practitioner," "you," or "your").
By clicking "I Agree" (or a similar acceptance button) during enrollment in the Run Walk Talk® Certification Course on our learning platform, after having been given the opportunity to review this Agreement in full, you agree to be bound by this Agreement. If you do not agree, do not enroll in or complete the Course, and do not use the Mark described below.
1. The Certification Course
1.1 We offer the Run Walk Talk® Certification Course (the "Course") to mental health professionals, pre-licensed clinicians, clinicians in training (students), and credentialed personal/executive coaches who wish to integrate running and walking into their therapy or coaching practice. The Course may include recorded remote class sessions, assignments, a brief examination, practice forms, access to a group consultation listserv or community, peer consultation or discussion groups, directory listing, and the right to use the Mark if you successfully complete the Course and remain in Good Standing. The current curriculum, format, schedule, and any add-ons (such as practice forms or continuing education credits) are described on our website and/or learning platform (learn.runwalktalk.com and runwalktalk.com) and may be updated by us from time to time. Unless we notify you of a material change that applies to you, the version of the Course made available to you is the version described at the time of your enrollment.
1.2 Upon your successful completion of the Course, including payment in full and any exam, assignments, or attendance requirements we specify, you will receive a certificate of completion.
2. Fees
Fees for the Course are posted on our website and/or learning platform and are due as specified there at the time of enrollment. Except as required by law, all fees are non-refundable once paid. We may require an annual renewal, maintenance, or directory/listing fee as a condition of continued Good Standing and continued use of the Mark, if that fee is posted or otherwise disclosed to you before the applicable renewal period.
3. Trademark License
3.1 Grant. Conditioned on your (a) successful completion of the Course, (b) continued compliance with this Agreement, the Mark Usage Guidelines (Exhibit A), and applicable law, (c) continued Good Standing as defined in Section 3.2, and (d) payment of any applicable renewal, maintenance, or listing fee, we grant you a limited, non-exclusive, non-transferable, non-sublicensable, royalty-free, and revocable license to describe yourself as a “Run Walk Talk® Certified Practitioner” or “Run Walk Talk® Therapist,” as applicable (the “Mark”), in your own marketing materials and other locations we approve in writing. No other right, title, interest, or license is granted, and no other use of “Run Walk Talk,” or any name, mark, domain name, social-media handle, business name, logo, or other designation confusingly similar to it, is authorized.
3.2 Good Standing. You are in “Good Standing” so long as: (a) you comply with the Mark Usage Guidelines and this Agreement; (b) you pay any applicable renewal, maintenance, or listing fee when due; (c) any professional license you hold has not been suspended, revoked, or made subject to disciplinary action bearing on your fitness to practice; and (d) we have not notified you of an uncured breach of this Agreement. The license continues only while you remain in Good Standing and may be suspended or terminated as described in Section 8.
3.3 No Other Rights. This license does not extend to any other trademark, business name, logo, or Training Materials of ours, except as expressly stated in this Agreement or Section 3.4.
3.4 Practice Forms. For as long as you are enrolled in or have active access to the Course through our learning platform and remain in Good Standing, we grant you a limited, non-exclusive, non-transferable, non-sublicensable, and revocable license to duplicate and use our standard practice forms (including any sample liability waiver or informed consent form we provide) solely in your own practice. You may not sell, publish, re-post, sublicense, or otherwise make the practice forms available to any other person except your own clients in the ordinary course of your practice.
3.5 Review and Inspection. You shall use the Mark only to describe services offered in accordance with the standards of quality as set forth in the Course and this Agreement. Run Walk Talk shall have the right at any time to conduct during regular business hours an examination of services offered by you, your website, if any, and any marketing material to determine compliance of such services with the Course and this Agreement. If at any time such services fail to conform with the standards of quality in use, advertising, or promotion set forth in the Course and this Agreement, Run Walk Talk or its authorized representative shall so notify you. Upon such notification, you shall promptly cease to use the Mark to describe such services until the standards of quality contained in the control specifications have been met to the satisfaction of Run Walk Talk, or if such standards of quality are not met, your rights under this Agreement may be terminated by Run Walk Talk pursuant to Section 8 of this Agreement.
4. Ownership
4.1 We own all rights, title, and interest in the Mark, the Course, and all related training materials, forms, recordings, and other content (collectively, “Training Materials”), including all associated intellectual property rights. You receive no ownership interest under this Agreement.
4.2 You will not copy, record, modify, adapt, translate, create derivative works based on, distribute, transfer possession of, share, sell, teach from, or re-post the Training Materials, except that you may duplicate and use the practice forms as permitted in Section 3.4.
4.3 You acknowledge our exclusive ownership of the Mark and the Training Materials, and agree that all goodwill arising from your use of the Mark belongs solely to us. You will not challenge our ownership of the Mark or the Training Materials, take any action inconsistent with our rights, or register, apply to register, adopt, or use any name, mark, domain name, social-media handle, business name, logo, or other designation confusingly similar to or dilutive of the Mark. If you obtain any right in the Mark or any confusingly similar designation, you agree to assign it to us, together with associated goodwill, at no cost to us.
4.4 If you become aware of unauthorized use of the Mark or the Training Materials, or of any use by another practitioner that you reasonably believe does not comply with Run Walk Talk standards, you must promptly notify us in writing and reasonably cooperate, at our expense, in any enforcement of our rights. We control enforcement of our own rights in the Mark and Training Materials in our sole discretion, and you may not bring any claim or action to enforce those rights on our behalf.
5. Proper Use of the Mark
You will use the Mark only as described in the Mark Usage Guidelines attached as Exhibit A, which we may update from time to time with reasonable notice to you. You will use the Mark only in a positive manner, and will not use it in a way that disparages us, diminishes our goodwill, violates law, suggests that your practice is our franchise, division, affiliate, or related entity, or falsely suggests our endorsement of any specific product or service beyond your status as a certified practitioner. You may not alter or modify the Mark or allow others to do so. We may review your marketing materials, website, social-media profiles, signage, and other uses of the Mark, and you must cooperate with our reasonable requests for access or information. If we determine that a use does not comply with this Agreement or the Mark Usage Guidelines, you must promptly correct or stop that use within the time we specify.
6. Not Clinical Supervision; No Responsibility for Client Outcomes
6.1 The Course, the Training Materials, and any forms or guidance we provide are for informational and training purposes only. They do not constitute medical, clinical, or legal advice, and we are not providing medical, clinical, or legal advice of any kind.
6.2 We are not your clinical supervisor and do not provide clinical supervision, mental health diagnosis, or treatment through the Course. You are solely responsible for all clinical decisions you make, for the outcomes of your own clients, for maintaining all required professional licenses, credentials, consents, waivers, insurance, and client safeguards, and for your compliance with the requirements of your licensing board, malpractice insurer, and applicable law. Nothing in this Agreement or the Course changes or replaces those obligations.
7. Disclaimer
THE MARK, THE COURSE, AND THE TRAINING MATERIALS ARE PROVIDED “AS IS,” WITHOUT ANY WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY OF NONINFRINGEMENT, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, VALIDITY OF RIGHTS, OR NON-INFRINGEMENT IN ANY COUNTRY. WE DO NOT GUARANTEE ANY PARTICULAR RESULT FROM YOUR COMPLETION OF THE COURSE OR YOUR USE OF THE MARK, AND WE DISCLAIM ANY WARRANTY THAT MIGHT OTHERWISE BE IMPLIED BY APPLICABLE LAW.
8. Term and Termination
8.1 This Agreement begins when you accept it and continues until terminated as described in this Section.
8.2 You may terminate this Agreement at any time by giving us written notice and ceasing all use of the Mark and Training Materials.
8.3 We may suspend or terminate your license to use the Mark, on notice, if you breach this Agreement or the Mark Usage Guidelines and do not cure the breach within thirty (30) days after our notice — or immediately, if the breach involves nonpayment, unauthorized use of the Mark or Training Materials, unlawful use, a use that disparages us, a failure to cooperate with our review or inspection rights, or a use that poses a risk to the public or to our goodwill. We may also terminate your license if you are no longer in Good Standing, including if you lose your professional license, if any, that qualified you to use the Mark, or if you discontinue use of the Mark for more than one hundred eighty (180) days and do not resume compliant use thirty (30) calendar days after notice from us.
8.4 On termination or expiration, all rights and licenses granted to you immediately and automatically end. You must immediately stop using the Mark and the Training Materials, remove the Mark from your marketing materials, website, social-media profiles, directory listings, signage, and other public-facing materials, and stop holding yourself out as a Run Walk Talk® Certified Practitioner or Run Walk Talk® Therapist. Fees already paid remain non-refundable. Sections 4, 6, 7, 8.4, 9, 10, 11, and 12 survive termination.
9. Indemnification
You agree to defend, indemnify, and hold harmless the Company and its officers, directors, employees, contractors, affiliates, agents, representatives, successors, and assigns from and against any claim, demand, action, loss, liability, damage, judgment, settlement, cost, or expense (including reasonable attorneys’ fees) arising from or relating to: (a) your misuse, infringement, or misappropriation of the Mark or the Training Materials; (b) your breach of this Agreement; (c) your acts or omissions, willful misconduct, or the marketing, sale, or provision of services in your own practice; or (d) any claim by your client or a third party relating to your services — except to the extent caused by our gross negligence or intentional misconduct. We may participate in the defense with counsel of our choosing at your expense to the extent the claim involves the Mark, Training Materials, our goodwill, or our reputation. You may not settle, compromise, or consent to judgment in any such claim without our prior written consent, which will not be unreasonably withheld.
10. Insurance
We may ask you to provide evidence that you maintain professional liability insurance and any other insurance reasonably appropriate for your practice. If you do not provide evidence satisfactory to us within a reasonable time after our request, or if you fail to maintain required or customary insurance for your services, we may suspend or terminate this Agreement pursuant to Section 8 of this Agreement.
11. Confidentiality
Each party will keep confidential the other party’s non-public business information shared under this Agreement (including unpublished training content, business plans, methods, know-how, forms, systems, processes, marketing plans, technical information, and other confidential or trade-secret information), and will use it only as needed to perform this Agreement. A party may disclose confidential information only with the other party’s prior written consent or as required by law, and only after giving reasonable notice if legally permitted. Information is not confidential if it is already public through no fault of the receiving party or is lawfully received from a source not restricted from disclosing it. Upon request or termination, you must return or destroy our confidential information and Training Materials in your possession or control, except for copies you are legally required to keep. These confidentiality obligations survive termination.
12. General Provisions
12.1 Governing Law and Venue. This Agreement is governed by the laws of the State of California, without regard to conflict-of-law rules. Any dispute arising from this Agreement must be brought in the state or federal courts located in Los Angeles County, California, and each party waives any objection that such venue is inconvenient. The prevailing party in any action or proceeding to enforce this Agreement is entitled to recover its reasonable attorneys’ fees, costs, and expenses from the other party.
12.2 Dispute Resolution. Any dispute relating in any way to this Agreement (“Disputes”) shall be submitted to confidential arbitration in Los Angeles, California, USA and shall be governed exclusively by the laws of the State of California, excluding its conflict of law provisions. If a Dispute arises under these Terms, you agree to contact us at [email protected] (email). Before formally submitting a Dispute to arbitration, you and Company may choose to informally resolve the Dispute. If any Dispute cannot be resolved informally, you agree that any and all Disputes, other than those filed in small claims court, shall be submitted to final and binding arbitration before a single arbitrator of the American Arbitration Association (“AAA”) in a location convenient to you or telephonically. Either you or Company may commence the arbitration process by submitting a written demand for arbitration with the AAA, and providing a copy to the other party. The arbitration will be conducted in accordance with the provisions of the AAA’s Commercial Dispute Resolutions Procedures, Supplementary Procedures for Consumer-Related Disputes, in effect at the time of submission of the demand for arbitration. Except as may be required by law as determined by the arbitrator, no party or arbitrator may disclose the existence, content or results of any arbitration hereunder without the prior written consent of both parties. Notwithstanding the foregoing, the following shall not be subject to arbitration and may be adjudicated only in the state and federal courts of California: (i) any dispute, controversy, or claim relating to or contesting the validity of Company’s intellectual property rights and proprietary rights, including without limitation, patents, trademarks, service marks, copyrights, or trade secrets; (ii) an action by a party for temporary, preliminary, or permanent injunctive relief, whether prohibitive or mandatory, or other provisional relief; or (iii) interactions with governmental and regulatory authorities. You expressly agree to refrain from bringing or joining any claims in any representative or class-wide capacity, including but not limited to bringing or joining any claims in any class action or any class-wide arbitration.
12.3 Equitable Relief. Because a breach of your obligations regarding the Mark, the Training Materials, confidentiality, ownership, or post-termination obligations could cause us irreparable harm not fully compensable by money damages, and could cause loss or dilution of our goodwill, reputation, or intellectual-property rights, we may seek immediate injunctive or equitable relief in addition to any other remedy available to us, without needing to prove actual damages or post a bond to the fullest extent permitted by law.
12.4 Independent Parties. This Agreement does not create a partnership, joint venture, franchise, or employment relationship between us. The quality-control provisions in this Agreement are limited to protecting the integrity and goodwill of the Mark and do not constitute a prescribed marketing plan or operational control over your practice. You independently determine your own business methods, pricing, hours, client selection, and manner of practice. You may not represent, directly or indirectly, that we endorse your specific products or services beyond your status as a certified practitioner.
12.5 Entire Agreement; Amendment. This Agreement, together with Exhibit A, is the entire agreement between us regarding the Mark and the Course, and supersedes any prior agreement on that subject. We may update this Agreement or the Mark Usage Guidelines from time to time; we will give you at least thirty (30) days’ prior written notice of material changes, and your continued use of the Mark after the effective date of those changes means you accept them. If you do not agree to a change, you must stop using the Mark.
12.6 Severability; No Waiver. If any part of this Agreement is found unenforceable, the remainder stays in effect. Our failure to enforce any provision at any time is not a waiver of our right to enforce it later.
12.7 Notices. We will send notices to the email address you provided at enrollment. You may send notices to us by email at [email protected] or by mail or tracked package to Sepideh Saremi, DBA Run Walk Talk, 1820 W. Carson St., Suite 202-180, Torrance, CA 90501, or to any updated notice address we provide. Notices are effective upon receipt.
12.8 Representation of Authority. Each party represents that it has the full right and authority to enter into this Agreement.
* * *
Acceptance of this Agreement occurs electronically at enrollment, as described above. No separate signature page is required.
EXHIBIT A — MARK USAGE GUIDELINES
These Mark Usage Guidelines explain how you may feature the Run Walk Talk® mark in print, multimedia, and online communications, including business cards, letterhead, advertising, presentation materials, promotional literature, signage, social-media profiles, professional directories, and websites. These are the approved locations for use of the Mark unless we approve another location in writing. The Mark may be used only as described here.
The Run Walk Talk® mark is not the equivalent of an academic degree, professional license, or title. It indicates that you have met Run Walk Talk’s certification requirements, and you may use it alongside your name on that basis, subject to these rules.
Rules for Proper Use
1. The Mark has two required components used together as a single unit at all times: the “Run Walk Talk®” name and the practitioner designation (“Certified Practitioner” or “Therapist”). Use “Therapist” only if you are licensed as a psychotherapist in your jurisdiction. You may not use “Run Walk Talk” without the practitioner designation.
2. Do not use any “Run Walk Talk” derivative name or URL (for example, “Run Walk Talk Los Angeles” or a similar domain name), and do not imply that your practice is a franchise or division of Run Walk Talk.
3. Any use of “Run Walk Talk®” other than “Run Walk Talk® Certified Practitioner” or “Run Walk Talk® Therapist” requires our prior written consent. Email your request, including the exact wording you’d like to use, to [email protected].
4. Do not alter, modify, hand-draw, translate, combine with another mark, or reproduce the Mark in a way that distorts its appearance, and do not allow anyone else to do so.
5. You must use the Mark only in a truthful and lawful manner, with appropriate ownership attribution when requested by us, and must promptly correct or stop any use we determine does not comply with the Agreement or these Mark Usage Guidelines. We may update these Mark Usage Guidelines from time to time as described in Section 12.4 of the Agreement.
Terms and Conditions of Use
Last Updated: August 27, 2026
Introduction
Welcome to Run Walk Talk. You have reached a website and/or its subdomains, including Runwalktalk.com, together with their respective subdomains (the “Site” or “Sites”) that are owned and operated by Sepideh Saremi Licensed Clinical Social Worker, Inc. and its affiliates, related entities, divisions, subsidiaries, or parent companies (“RUN WALK TALK” “we,” “our,” or “us”). RUN WALK TALK provides online courses and training for mental health professionals, coaches, and members of the public, including (a) the Run Walk Talk® Certification Courses, and (b) other general courses that are not certifications and do not carry the Run Walk Talk® credential (together, “Course” or “Courses”). Current course descriptions, formats, and pricing are posted on the Site and may change from time to time.
Please read these terms carefully. By accessing or viewing the Site or participating in or using any service offered on this Site (collectively, the “Services”), you agree to these Terms and Conditions of Use (“Terms and Condition of Use”, “Terms”, or “Agreement”). These Terms form a contract between you and RUN WALK TALK, and if you are using the Site or Services on behalf of a company or organization, such company or organization will also be considered a party to these Terms.
Your use of our Site is subject to the additional disclaimers and notices that may appear throughout the Site. If you use any of our products or services, you are subject to any applicable agreements (including, but not limited to, our Privacy Policy learn.runwalktalk.com/pages/terms (“Supplemental Agreements”) and any posted guidelines or rules applicable to such products or services. All such guidelines, or rules, are hereby incorporated by reference into these Terms. Where a conflict exists between the Terms and any of the Supplemental Agreements, the provisions of the applicable Supplemental Agreement shall govern. RUN WALK TALK and its representatives assume no responsibility for any consequence based on the information, services, or other material on our Site. While we strive to keep the information on this Site accurate, complete, and up to date, RUN WALK TALK and its representatives cannot guarantee, and will not be responsible for any damage or loss related to, the accuracy, completeness, or timeliness of the information or services on the Site. If at any time you are not happy with the Site or object to any content within the Site, your sole remedy is to cease using the Site.
From time to time, RUN WALK TALK may decide to modify, add, or delete portions of these Terms and will post those changes here and update the “Last Updated” date at the top of these Terms. For material changes, RUN WALK TALK will use commercially reasonable efforts to notify you (such as by email or a prominent notice on the Site). If RUN WALK TALK does so, your continued use of the Site or the Services after any such changes have been made means you agree to such changes. The amended Terms will automatically be effective when posted on this Site. In addition, RUN WALK TALK reserves the right to change and improve the features and functionality of the Services at any time, which includes adding, modifying, or removing features and functionality of the Services, or updating how our Services are provided. RUN WALK TALK further reserves the right to suspend or terminate the Services for any reason or at any time.
If you are under the age of 18, the Site is not intended for you and you may not use the Site.
IF YOU DO NOT AGREE TO ALL OF THESE TERMS OF USE, DO NOT ACCESS THE WEBSITE OR ANY SERVICES OR INFORMATION PROVIDED ON OR THROUGH THE WEBSITE.
Privacy Policy
At RUN WALK TALK, we are committed to privacy and security, and to providing the best possible user experience for our users and online customers. Please view our Privacy Policy, which explains our practices relating to the collection and use of your information through or in connection with the Site or the Services. Our use of your information is always governed by our Privacy Policy, which is incorporated into these Terms. You understand that through your use of Site or the Services, you consent to the collection and use of this information. Our Privacy Policy may provide additional options to opt-out of the sharing of this information depending on the jurisdiction in which you reside.
Not Medical or Clinical Advice; Not Supervision
The Site and Courses provide general educational and training content. They are not a substitute for professional medical, mental health, or legal advice, diagnosis, or treatment.
We are not your clinical supervisor, and nothing on the Site or in any Course constitutes clinical supervision. If you are a mental health professional or trainee, you remain solely responsible for your own clinical judgment, the outcomes of your own clients, and your compliance with the requirements of your licensing board and applicable law.
Any forms or templates we provide (such as a sample liability waiver or informed consent form) are for informational purposes only, are not legal advice, and should be reviewed by your own attorney before you use them in your practice.
Use and License / Proprietary Rights
In order to use the Site, you must obtain access to the Internet and pay any service fees associated with such access. System availability and access to the services and information available on the Site may be limited or unavailable for reasons which may include, without limitation, system performance, telecommunications failure, hardware failure, or software failure. You are responsible for your use of your Internet browser, the Site, and the Services and information provided on the Site. We are not responsible for deletion of data, timeliness of services, or the failure to store any of your data or personalization settings.
In connection with the Services, we provide online courses and training for mental health professionals, coaches, and members of the public. We grant you access to the Site under the Terms solely to receive the Services and information. These Services and information may be available only in certain jurisdictions and are void where prohibited by law. Your eligibility for any of our particular products and services is subject to our final approval and acceptance.
You acknowledge that this Site contains content that is protected by copyrights, trademarks, service marks, trade dress, patents, moral right, or other proprietary rights (“Content”) and that these rights are valid and protected in all forms, media, and technologies existing now and hereinafter developed. You also acknowledge that unless otherwise provided in these Terms or otherwise indicated on the Site, RUN WALK TALK or its licensors own all Content on this Site including, without limitation, all videos, audio, text, graphics, user interfaces, visual interfaces, photographs, moving images, illustrations, files, trademarks, logos, service marks, artwork, computer code, design, structure, selection, coordination, “look and feel” and arrangement of such Content. Unless otherwise provided in these Terms or otherwise indicated on the Site, your use of this Site shall not grant you any claim of ownership over any Content, and you agree to comply with all applicable copyright and trademark laws. You may not modify, transmit, participate in the sale or transfer of, or create derivative works based on any Content, in whole or in part. You may print copies of the Content, provided that these copies are, absent RUN WALK TALK’s written consent, made only for personal, non-commercial use, and provided that you maintain any notices contained in the Content or maintained by RUN WALK TALK, such as all copyright notices, trademark legends, attributions, by-lines, or other proprietary rights notices. You may not store electronically any portion of any Content from this Site without RUN WALK TALK’s prior written approval. The use of Content from this Site on any other site, including by linking or framing, or in any networked computer environment, for any purpose, is prohibited without RUN WALK TALK’s prior written approval.
For permission to use Content from this Site or from marketing material authored and distributed by RUN WALK TALK, you must request written permission in advance and provide full attribution. Permission should be requested by contacting [email protected].
User Conduct
You agree not to: (a) use the Site or Courses for any unlawful purpose; (b) record, copy, or redistribute course content without our permission; (c) misrepresent your credentials or your affiliation with us; (d) interfere with the operation or security of the Site; (e) share your account credentials with any third party or allow any third party to access your account; (f) use any automated means, including bots, scrapers, or spiders, to access the Site or collect content; (g) reverse engineer, decompile, or disassemble any aspect of the Site or Services; or (h) use Course content to develop or offer any competing product or service.
Use of Run Walk Talk Materials
Notwithstanding anything to the contrary in Section 4 or elsewhere in these Terms, you may use only those written materials provided by RUN WALK TALK that are expressly identified by RUN WALK TALK as being provided for your use in your own practice. Any such permitted use is limited solely to your internal professional practice use and remains subject to any instructions, limitations, disclaimers, attribution requirements, or other conditions specified by RUN WALK TALK at the time such materials are made available or as provided by these Terms. Except for the foregoing limited permission, no other written materials, and no videos, audio, course content, templates, forms, graphics, or other Content may be copied, adapted, distributed, shared, published, displayed, transmitted, sublicensed, sold, or otherwise used in your practice or for any other purpose without RUN WALK TALK’s prior written consent.
Moreover, completing a Course — including a non-certificate personal development course — does not, by itself, give you any right to describe yourself as a “Run Walk Talk® Certified Practitioner,” “Run Walk Talk® Therapist,” or otherwise use the Run Walk Talk® mark. That right is available only to practitioners who (a) successfully complete the Run Walk Talk® Certification Course, and (b) separately accept and maintain compliance with our Certification and Trademark License Agreement, which contains additional terms specific to trademark use. Using the Run Walk Talk® mark without meeting both conditions is a violation of these Terms.
Account Creation
To access and use the Services, we will require you to first register for an account (“Account”). You agree to provide accurate, current, and complete information during the registration process, and to update such information to keep it accurate, current, and complete. If you create an Account, you are responsible for maintaining the confidentiality of your Account and password, and for restricting access to your computer or device, and you agree to accept responsibility for all activities that occur under your registration, username, password, and/or Account. We, therefore, urge you not to share your Account credentials with anyone. We may, in our sole discretion, terminate your password, Account (or any part thereof) or use of the Site at any time and for any or no reason. RUN WALK TALK will not be liable to you or any third party for any termination of your access to the Site. If your status as a user of this Site is terminated, you will (i) stop using the Site and any information obtained from the Site, and (ii) destroy all copies of your Account information, password and any information obtained from this Site.
Use of Account; Risk of Loss
RUN WALK TALK reserves the right to refuse service, terminate accounts, or remove or edit content, in its sole discretion. If you use a RUN WALK TALK Account, you agree, represent and warrant that you will provide us with true, current, complete, and accurate information in connection with your use of the Site and the Services. You also represent that you are using your Account for a lawful purpose – you may not use your Account or the Site or Services for the purpose of committing or furthering fraudulent acts or for committing any acts that would give rise to both or either civil and criminal liability. You also agree to notify us immediately of any unauthorized access to or use of your Account.
You agree not to access the Site by any means other than through a commercially available web browser. You are not permitted to upload material onto the Site that you should know or do know infringes on the intellectual property rights of others, and you may not upload material that places unnecessary load so as to affect the performance of the Site, or RUN WALK TALK’s systems and equipment. You may not use the Site or the Services in a manner that could block access to, impair, damage, or otherwise disable RUN WALK TALK or any of our servers. You may not attempt to gain unauthorized access to the Site or to any other user’s accounts, computer systems, or networks through password mining, keystroke logging, hacking, or any other means. You will not upload any files that contain viruses, Trojan horses, malware, spyware, worms, corrupted files, or any other material or software that may damage the operation of another computer or use of the Site by another user. You will comply with all applicable privacy laws. Any and all materials uploaded are subject to applicable federal, state, and international laws.
Security
Violating the security of the Site or the Services is prohibited and may result in criminal and civil liability. We may investigate incidents involving such violations and may involve and cooperate with law enforcement if a criminal violation is suspected. Examples of security violations include, without limitation, unauthorized access to or use of data or systems including any attempt to probe, scan, or test the vulnerability of the Site or the Services or to breach security or authentication measures, unauthorized monitoring of data or traffic, interference with service to any user, host, or network including, without limitation, mail bombing, news bombing, other flooding techniques, deliberate attempts to overload a system, forging any TCP-IP packet header, e-mail header, or any part of a message header, except for the authorized use of aliases or anonymous remailers, and using manual or electronic means to avoid any use limitations.
User Content / Q & A Section / Interactive Areas
We may offer you the opportunity to contribute your ideas, comments, questions, feedback and other communications to or from the Site (collectively, the “User Content”) that may be offered from time to time and may be operated by us or by a third party on our behalf. You shall not (nor cause any third party to) use the Site or information provided through the Site to perform any illegal activities (including without limitation defaming, abusing, harassing, stalking, threatening or otherwise violating the legal rights, such as rights of privacy, of others) or immoral activities, as deemed by RUN WALK TALK.
Further, you agree that all User Content you provide will be on-topic, relevant, and will not include profanity or any other disruptive or disrespectful behavior. You agree to evaluate and assume all risks associated with the use of User Content, including without limitation any risk relating to any reliance on the accuracy, completeness, or usefulness of User Content. We assume no responsibility for User Content.
You agree to abide by all applicable local, state, and federal laws and regulations and are solely responsible for all acts or omissions that occur under your Account or password, including without limitation any User Content you create or upload. You acknowledge that User Content is not endorsed by RUN WALK TALK and such User Content should not be considered to have been reviewed, screened, or approved by RUN WALK TALK. You should exercise discretion before relying on information contained in User Content. We may, in our sole discretion, remove any User Content at any time and for any or no reason. RUN WALK TALK will not be liable to you or any third party for any deletion of any User Content on the Site. You acknowledge that we may preserve and disclose User Content if required to do so by law or we believe in good faith that such preservation or disclosure is reasonably necessary to comply with legal process, enforce these Terms, respond to a claim that User Content violates any third party’s rights, or protect the right, property or personal safety of RUN WALK TALK, any users of the Site, or the public. You also acknowledge that the technical processing and transmission of the Site, including without limitation User Content, may involve transmissions over various networks and changes to conform and adapt to technical requirements of connecting networks or devices. We will not be liable for the collection, use, or disclosure of any personal information by, in, or through any area or feature offered by a third party. In such circumstances, you must refer to any terms of service and privacy statement of the third party offering that area or feature.
Submitted Materials
Please note that the transmission of confidential, sensitive, privileged and/or financial information via email is not secure. Any confidential or personal information requested by RUN WALK TALK should be submitted securely, via a file transfer protocol (FTP), SSH File Transfer Protocol (SFTP), or similar secure application. If you have any concerns about the transmission of such information, please contact our office by phone for further instructions.
Unless specifically requested, RUN WALK TALK does not wish to receive any confidential, proprietary, or trade secret information from you via the Site (including via contact email made available on the Site). Accordingly, if you send RUN WALK TALK any information or creative works including, without limitation, idea submissions, suggestions, business plans, concepts or demos in any media including photographs, graphics, audiovisual media or other material (“Submitted Material”), you grant RUN WALK TALK a royalty-free, unrestricted, worldwide, perpetual, irrevocable, non-exclusive, and fully transferrable, assignable, and sublicensable right and license to use, copy, reproduce, modify, adapt, print, publish, translate, create derivative works from, create collective works from, and distribute, perform, display, license and sublicense (through multiple levels) the Submitted Material in any media now known or hereinafter invented, including for commercial purposes. In addition to the rights applicable to any Submitted Material, when you post comments or reviews to the Site, you also grant us the right to use the name that you submit with any review, comment, or other content, in connection with such review, comment or other content. If you send RUN WALK TALK any Submitted Material, you also warrant that the Submitted Material is not confidential or secret and that the Submitted Material is owned entirely by you. If you send RUN WALK TALK any Submitted Material, you warrant that you have all rights necessary (including rights of privacy and rights of publicity) to authorize RUN WALK TALK to use Submitted Material as permitted by the license in this Section. You shall not use a false email address, pretend to be someone other than yourself, or otherwise mislead us or third-parties as to the origin of any Submitted Material, including reviews, comments, or other content. We may, but shall not be obligated to, remove, or edit any Submitted Material (including comments or reviews) for any reason.
Third-Party Websites
The Site may contain links to third-party websites that take you outside of the RUN WALK TALK websites and the Services (“Linked Sites”). Such links are provided for your reference only. We do not control, endorse, sponsor, recommend or otherwise accept responsibility for the content of such Linked Sites, nor do we make any warranties or representations, express or implied, regarding the content (or the accuracy, currency, or completeness of such content) on any Linked Sites. When you follow a link to another website, that website will be governed by different terms of use and different privacy policy. You should be sure that you read and agree to those policies.
Your correspondence or business dealings with, or participation in promotions of, advertisers or third parties found on or throughout the Site, including without limitation with respect to the payment and delivery of related products or services and any other terms, conditions, warranties, or representations associated with such dealings, are solely between you and such third parties and are not binding on us. You agree that we are not responsible or liable for any actions, losses, damages, liabilities, claims, judgments, costs, or expenses of any nature or kind incurred as the result of any such dealings or as the result of the presence of such third parties on the Site, and you agree to indemnify us from and against any claims incurred as the result of any such dealings.
Indemnification
You agree to defend, indemnify, and hold harmless RUN WALK TALK, its affiliates, related entities, divisions, subsidiaries, or parent companies, its officers, directors, employees, affiliates, and agents from and against any claims, losses, damages, fines, penalties, reasonable attorneys’ fees and costs, or other liabilities in any way associated with: (i) your use of and access to the Site or Services; (ii) your violation of any of these Terms; or (iii) your violation of any third party right including any copyright, trademark, trade secret, or privacy right related to your User Content (as applicable) or use of the Site. RUN WALK TALK reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us, and you agree to cooperate with our defense of such claims.
Disclaimers
RUN WALK TALK MAKES NO REPRESENTATION AS TO THE COMPLETENESS, ACCURACY OR CURRENCY OF ANY INFORMATION ON THIS SITE. THE CONTENT AND INFORMATION FOUND ON THIS SITE ARE PROVIDED “AS IS,” WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, ANY WARRANTY FOR THE PRODUCTS, INFORMATION, OR SERVICES PROVIDED THROUGH OR IN CONNECTION WITH THIS SITE AND ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, EXPECTATIONS OF PRIVACY OR NON-INFRINGEMENT. RUN WALK TALK DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THIS WEBSITE OR THE SERVER THAT MAKES IT AVAILABLE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. APPLICABLE LAW MAY NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU.
Limitation of Liabilities
TO THE FULLEST EXTENT PERMITTED BY LAW: IN NO EVENT WILL RUN WALK TALK (OR ITS OFFICERS, DIRECTORS, AFFILIATES, AGENTS, SUBSIDIARIES, RELATED ENTITIES, JOINT VENTURES, AND EMPLOYEES) BE LIABLE FOR CONSEQUENTIAL, INDIRECT, INCIDENTAL, PUNITIVE, EXEMPLARY, OR SPECIAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH THESE TERMS, THE USE OR INABILITY TO USE THE SITE, SERVICES, OR CONTENT INCLUDING ANY LOSS OF REVENUE, PROFITS, OR DATA OR BUSINESS INTERRUPTION, WHETHER BASED ON WARRANTY, CONTRACT, TORT OR ANY OTHER LEGAL THEORY, AND EVEN IF RUN WALK TALK HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT WILL RUN WALK TALK’S AGGREGATE LIABILITY (OR THE AGGREGATE LIABILITY OF ITS OFFICERS, DIRECTORS, AFFILIATES, AGENTS, SUBSIDIARIES, RELATED ENTITIES, JOINT VENTURES, AND EMPLOYEES) ARISING OUT OF OR IN CONNECTION WITH THESE TERMS, THE SITE, OR THE SERVICES (WHETHER IN CONTRACT, TORT NEGLIGENCE, WARRANTY OR OTHERWISE) EXCEED THE GREATER OF (A) THE FEES PAID BY YOU FOR THE SPECIFIC TRANSACTION GIVING RISE TO THE CLAIM OR (B) FIVE HUNDRED DOLLARS ($500). ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THE WEBSITE MUST BEGIN WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OF LIABILITY FOR PERSONAL INJURY, GROSS NEGLIGENCE, WILLFUL MISCONDUCT, FRAUD, OR OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THIS LIMITATION MAY NOT APPLY TO YOU.
Claims of Infringement
RUN WALK TALK respects the intellectual property of others and requires that you do the same. In accordance with the Digital Millennium Copyright Act (“DMCA”), the text of which may be found on the U.S. Copyright Office website at http://www.copyright.gov/legislation/dmca.pdf, RUN WALK TALK will respond expeditiously to notices of alleged copyright infringement that are duly reported to its Designated Copyright Agent identified in the notice below. RUN WALK TALK will disable and/or remove access to the Site for users who are repeat infringers. If you believe that your content has been copied in a way that constitutes copyright infringement, or your intellectual property rights have been otherwise violated, please provide RUN WALK TALK’s Copyright Agent the following information:
DMCA Notice of Alleged Infringement (“Notice”)
Identify the copyrighted work that you claim has been infringed, or if multiple works are covered by this Notice you may provide a representative list of the copyrighted works that you claim have been infringed.
Identify the material or link you claim is infringing and provide a description of where the infringing work is located on the Site.
Provide your mailing address, telephone number and, if available, email address.
Include both of the following statements in the body of the Notice:
“I hereby state that I have a good-faith belief that the disputed use of the copyrighted material is not authorized by the copyright owner, its agent, or the law (e.g., fair use).”
“I hereby state that the information in this Notice is accurate and, under penalty of perjury, that I am the owner or authorized to act on behalf of the owner, of the copyright or of an exclusive right under the copyright that is allegedly infringed.”
Provide your full legal name and your electronic or physical signature.
Deliver this Notice, with all items completed, to RUN WALK TALK’s Designated Copyright Agent:
Copyright Agent
Run Walk Talk
1820 W. Carson St.,
Suite 202-180
Torrance, CA 90501
While RUN WALK TALK considers all such notices seriously, you may be liable for damages (including costs and attorneys’ fees) if you materially misrepresent that content or activity is infringing. Accordingly, if you are uncertain whether material infringes your copyrights (including whether use of copyrighted material may constitute fair use), you may wish to seek the advice of an attorney.
Refund Policy
Prices for Courses are posted on the Site at the time of purchase and may change without notice for future purchases. Except as required by law, fees already paid are non-refundable.
Termination
RUN WALK TALK reserves the right, in its sole discretion, to restrict, suspend, or terminate these Terms of Use and your access to all or any part of the Site or the Content or Services, at any time and for any reason without prior notice or liability. You may terminate these Terms of Use by discontinuing your use of the Services and access to the Site or deleting your Account on the settings page of the Site. Upon any termination, you must immediately cease all use of the Site, Services, and any Content or Course materials, and destroy all copies thereof in your possession. RUN WALK TALK also reserves the right, in its sole discretion, to cease providing the Services and this Site at any time.
Severability
If any provision of these Terms is held in whole or in part to be invalid, void, or unenforceable in any jurisdiction for any reason, the remainder of that provision and of the entire Agreement will be severable and remain in full force and effect.
General
These Terms of Use will be governed by the laws of the State of California, without reference to its choice of laws rules. The exclusive jurisdiction and venue for any action under these Terms of Use will be in the state and federal courts of Los Angeles, California. You hereby accept the personal jurisdiction of such courts. You may not assign any rights granted to you or delegate any of your duties hereunder and any attempt to do so is void and of no effect. RUN WALK TALK may freely assign its rights and delegate its duties under this Agreement without restriction. Nothing in this Agreement constitutes a partnership or joint venture between you and RUN WALK TALK. RUN WALK TALK does not guarantee continuous, uninterrupted, or secure access to this Site or the Services, and operation of the Site may be interfered with by numerous factors outside of its control. RUN WALK TALK’s failure to act with respect to a breach by you or others does not waive our right to act with respect to subsequent or similar breaches. These Terms of Use set forth the entire understanding and agreement between you and RUN WALK TALK with respect to the subject matter hereof. Sections 3 (re: Not Medical or Clinical Advice; Not Supervision); 4 (re: Use and License/Proprietary Rights); 6 (Use of Run Walk Talk Materials); 10 (User Content / Q & A Section / Interactive Areas); 11 (Submitted Materials); 13 (Indemnification); 14 (Disclaimers); 15 (Limitation of Liabilities); 19 (Severability); and 20 (General) survive any termination or expiration of this Agreement. Additionally, any provision that was, by its nature, intended to survive termination of these Terms will so survive.
Contact Us
If you have questions about these Terms or the Services, you may contact RUN WALK TALK at [email protected] or through the Site.