I acknowledge that I know, understand and appreciate the inherent risks of participating in aerobic and athletic activities and competitions, and that as such can require considerable running, starting stopping, physical exertion, and contact with other persons, equipment, or other items. I know that these risks range from minor injuries such as muscle strains and sprains to significant problems such as knee injuries or broken bones to the rare catastrophic events such as heart attacks, paralysis and death. I hereby assert that I am voluntarily participating in the activities and that I fully assume the inherent risks of such participation.
I certify that (1) I possess a sufficient degree of physical fitness to participate in aerobics and physical activity, (2) I understand that I am to discontinue activity at any time I feel undue discomfort or stress, and (3) I will notify Will Power Fitness of any health-related concerns that might affect my ability to participate in the activities and I will verbally inform the instructor immediately. I understand that in the event of a medical emergency, management will call EMS to render assistance and that I will be financially responsible for any expenses involved.
In consideration of being permitted to participate in the activities, I hereby release (on behalf of myself, my family, my heirs and my assigns) Will Power Fitness, their respective employees, agents, successors and assigns from liability for any and all claims involving injury, death or property loss suffered by me including (but not limited to) those which result from ordinary negligence of Will Power Fitness and their respective employees, agents or sponsors. This includes incidents that occur while participating in the activities, while using the facilities, or while engaging in any activities incidental thereto, wherever, whenever, or however the same may occur.
I further agree to hold harmless, defend and indemnify Will Power Fitness from any and all claims (including but not limited to ordinary negligence of Will Power Fitness or their employees or agents) arising directly or indirectly from my participation in the activities. I further agree to pay all costs and attorneys fees incurred by Will Power Fitness in investigating and defending a claim brought by me or on my behalf by my heirs, personal representatives or assigns, or by a third party.
I also agree that I will notify Will Power Fitness in writing, before starting the class, of any medical conditions that I have. I also agree that I will notify Will Power Fitness in writing if I develop a medical condition after starting the class. It is my responsibility to monitor my health and ensure that I am physically able to perform the activities involved in the class.
NON-DISCLOSURE/NON-COMPETE/CONFIDENTIALITY AGREEMENT Charles L. Williford jr. of Will Power/Will Training (the “Inventor”) Those who sign this agreement for themselves or on another persons behalf (the “Participant”)The Inventor has proprietary information and know-how relating to a certain invention (The “Invention").
BACKGROUND:In consideration of and as a condition of the Inventor providing confidential Information to the Participant in addition to other valuable consideration, the receipt and sufficiency of which consideration is hereby acknowledged, the parties to this Agreement agree as follows:
CONFIDENTIAL INFORMATION, All information and materials disclosed or provided by the Inventor to the Participant under this Agreement constitute Confidential Information regardless of whether such information was provided before or after the date of this Agreement or how it was provided to the Participant.
'Confidential Information' means all information, and combination of programs, designs, and product implementation relating to the invention as well as data and information relating to the Inventor, including but not limited to, the following:
'Intellectual Property' which includes information relating to the Inventor's proprietary rights of such information, the program structure, set up, and design components including but not limited to the nature of the proprietary rights, production data, technical and engineering data, concepts, the status and details of research and development of services and products, and information regarding acquiring, protecting, enforcing and licensing proprietary rights (including patents, copyrights and trade secrets);
'Customer Information' which includes names of customers of the Inventor, their representatives, all customer contact information, contracts and their contents and parties, customer services, data provided by customers and the type, quantity and specifications of products and services purchased, leased, licensed or received by customers of the Inventor;
'Marketing and Development Information' which includes marketing and development plans of the Inventor, price and cost data, price and fee amounts, pricing and billing policies, quoting procedures, marketing techniques and methods of obtaining business, forecasts and forecast assumptions and volumes, and future plans and potential strategies of the Inventor which have been or are being discussed;
'Business Operations' which includes internal personnel and financial information of the Inventor, vendor names and other vendor information (including vendor characteristics, services and agreements), purchasing and internal cost information, internal services and operational manuals, external business contacts including those stored on social media accounts or other similar platforms or databases operated by the Inventor, and the manner and methods of conducting the Inventor's business;
'Product Information' which includes all specifications for products of the Inventor as well as work product resulting from or related to work or projects of the Inventor, of any type or form in any stage of actual or anticipated research and development;
'Production Processes' which includes processes used in the creation, production and development of the work product of the Inventor, including but not limited to, formulas, models, methods, techniques, specifications, processes, procedures, equipment, devices, programs, and designs;
'Service Information' which includes all data and information relating to the services provided by the Inventor, including but not limited to, plans, schedules, manpower, inspection, and training information;
'Computer Technology' which includes all scientific and technical information or material of the Inventor, pertaining to any machine, appliance or process, including but not limited to, specifications, proposals, models, designs, formulas, test results and reports, analyses, simulation results, tables of operating conditions, materials, components, industrial skills, operating and testing procedures, shop practices, know-how and show-how;
'Accounting Information' which includes, without limitation, all financial statements, annual reports, balance sheets, company asset information, company liability information, revenue and expense reporting, profit and loss reporting, cash flow reporting, accounts receivable, accounts payable, inventory reporting, purchasing information and payroll information of the Inventor; and confidential Information will also include any information that has been disclosed by a third party to the Inventor and is protected by a non-disclosure agreement entered into between the third party and the Inventor.
CONFIDENTIAL OBLIGATIONS, Except as otherwise provided in this Agreement, the Participant must keep the Confidential Information confidential.
Except as otherwise provided in this Agreement, the Confidential Information will remain the exclusive property of the Inventor and will only be used by the Participant for the Permitted Purpose. The Participant will not use the Confidential Information for any purpose that might be directly or indirectly detrimental to the Inventor or any associated affiliates or subsidiaries.
The obligations to ensure and protect the confidentiality of the Confidential Information imposed on the Participant in this Agreement and any obligations to provide notice under this Agreement will survive the expiration or termination, as the case may be, of this Agreement and those obligations will last indefinitely.
The Participant may disclose any of the Confidential Information:To such employees, agents, representatives and advisors of the Participant that have a need to know for the Permitted Purpose provided that:the Participant has informed such personnel of the confidential nature of the Confidential Information; such personnel agree to be legally bound to the same burdens of confidentiality and non-use as the Evaluator; the Evaluator agrees to take all necessary steps to ensure that the terms of this Agreement are not violated by such personnel; andThe Participant agrees to be responsible for and indemnify the Inventor for any breach of this Agreement by their personnel.To a third party where the Inventor has consented in writing to such disclosure; and to the extent required by law or by the request or requirement of any judicial, legislative, administrative or other governmental body.
Non-Competition, Other than with the express written consent of the Inventor, which consent may not be unreasonably withheld, the Participant will not, from the date of this Agreement until October 29, 2045, be directly or indirectly involved with a business which is in direct competition with the business lines of the Inventor that are the subject of this Agreement.
Other than with the express written consent of the Inventor, which consent may not be unreasonably withheld, the Participant will not, from the date of this Agreement until October 29, 2045, be directly or indirectly involved with a business which is in direct competition with the Inventor in the market for the Invention.
Non-Solicitation, The Participant, their affiliates, subsidiaries and representatives will not, from the date of this Agreement until October 29, 2045, directly or indirectly solicit for employment or employ any person who is now employed or retained by the Inventor or any affiliate of the Inventor without the prior written consent of the Inventor.
OWNERSHIP AND TITLE, Nothing contained in this Agreement will grant to or create in the Participant, either expressly or impliedly, any right, title, interest or license in or to the intellectual property of the Inventor.
REMEDIES, The Participant agrees and acknowledges that the Confidential Information is of a proprietary and confidential nature and that any failure to maintain the confidentiality of the Confidential Information in breach of this Agreement cannot be reasonably or adequately compensated for in money damages and would cause irreparable injury to the Inventor. Accordingly, the Evaluator agrees that the Inventor is entitled to, in addition to all other rights and remedies available to them at law or in equity, an injunction restraining the Participant and any agents of the Participant, from directly or indirectly committing or engaging in any act restricted by this Agreement in relation to the Confidential Information.
NOTICES, In the event that the Participant is required in a civil, criminal or regulatory proceeding to disclose any part of the Confidential Information, the Participant will give to the Inventor prompt written notice of such request so the Inventor may seek an appropriate remedy or alternatively to waive the Participant's compliance with the provisions of this Agreement in regard to the request.
If the Participant loses or fails to maintain the confidentiality of any of the Confidential Information in breach of this Agreement, the Participant will immediately notify the Inventor and take all reasonable steps necessary to retrieve the lost or improperly disclosed Confidential Information.
REPRESENTATIONS, In providing the Confidential Information, the Inventor makes no representations, either expressly or impliedly as to its adequacy, sufficiency, completeness, correctness or its lack of defect of any kind, including any patent or trademark infringement that may result from the use of such information.
ASSIGNMENT, Except where a party has changed its corporate name or merged with another corporation, this Agreement may not be assigned or otherwise transferred by either party in whole or part without the prior written consent of the other party to this Agreement.
AMENDMENTS, This Agreement may only be amended or modified by a written instrument executed by both the Inventor and the Participant.
GOVERNING LAW, This Agreement will be construed in accordance with and governed by the laws of State of Georgia.
GENERAL PROVISIONS, Time is of the essence in this Agreement. This Agreement may be executed in counterpart. Headings are inserted for the convenience of the parties only and are not to be considered when interpreting this Agreement. Words in the singular mean and include the plural and vice versa. Words in the masculine mean and include the feminine and vice versa. The clauses, paragraphs, and subparagraphs contained in this Agreement are intended to be read and construed independently of each other. If any part of this Agreement is held to be invalid, this invalidity will not affect the operation of any other part of this Agreement. The Participant is liable for all costs, expenses and expenditures including, and without limitation, the complete legal costs incurred by the Inventor in enforcing this Agreement as a result of any default of this Agreement by the Participant. The Inventor and the Participant acknowledge that this Agreement is reasonable, valid and enforceable. However, if a court of competent jurisdiction finds any of the provisions of this Agreement to be too broad to be enforceable, it is the intention of the Inventor and the Participant that such provision be reduced in scope by the court only to the extent deemed necessary by that court to render the provision reasonable and enforceable, bearing in mind that it is the intention of the Participant to give the Inventor the broadest possible protection to maintain the confidentiality of the Confidential Information. No failure or delay by the Inventor in exercising any power, right or privilege provided in this Agreement will operate as a waiver, nor will any single or partial exercise of such rights, powers or privileges preclude any further exercise of them or the exercise of any other right, power or privilege provided in this Agreement. This Agreement will inure to the benefit of and be binding upon the respective heirs, executors, administrators, successors and assigns, as the case may be, of the Inventor and the Participant.
Photo Release Statement and Permission to Use Photographs: By singing this: I grant permission for Charles L. Williford jr. to use photos taken in connection with the above-identified activities. I authorize Charles L. WIlliford jr., his staff and contractors to copyright, use and publish the same in print and/or electronically.
My signature/confirmation/agreement to this document is for me and or as well as any person that I am a legal guardian of.
Intown Stars SPORTS TRAINING CENTER WAIVER OF LIABILITY
As legal the guardian of my designated student(s) (student(s)), I hereby consent to all student(s) participating in this facility's program(s). I recognize that potentially severe injuries can occur in any activity involving height or motion, including tumbling and related activities including tumbling, tumble tramp, trampoline, stunting, pyramids, dance, martial arts, aerial, circus arts, gymnastics, and physical activity in general. I understand that it is the express intent of all staff and personnel to provide for the safety and protection of my student(s) and, in consideration for allowing my student(s) to use these facilities, I hereby COVENANT NOT TO SUE and FOREVER RELEASE this facility, affiliated and partner companies and organizations, property owners and lessors, staff, contractors, subcontractors, teachers, coaches, owners, directors and other members involved in this facility's program(s), from all liability and for any and all damages and injuries suffered by my student(s) during instruction, supervision, and/or control during any and all classes or extra activities.
I, on my own behalf (whether I am the Participant or am a Spectator) and/or on behalf of any child(ren) upon which I am executing this agreement with full authority, understand, acknowledge, and expressly agree that I am attending or appearing on the premises of Intown Gymnastics, LLC on my own free will and accord. I understand that there are risks associated with appearing on these premises including, but not limited to, COVID-19. Intown Gymnastics, LLC is performing whatever steps it (and any local governing body) deems necessary to protect me/us from the transmission of any virus, cold, sickness, or other infectious disease (including, but not limited to, COVID-19) but cannot guarantee elimination of all risk associated with such transmission or infection. To that end, I hereby voluntarily release, forever discharge, and agree to hold harmless and indemnify Intown Gymnastics, LLC from any liability, claims, demands, actions, or rights of action, which are related to, arise out of, or are in any way connected with the transmission of any virus, cold, sickness, or other infectious disease (including, but not limited to, COVID-19). I hereby give my consent to Intown Stars to photograph, film, videotape and then use, reproduce, and publish images of me and/or my child/children, while engaged in any classes, camps, or other programming at Intown Stars. These images are used for marketing and promotion only and are not shared with any other party for their use or reproduction.
I hereby release Intown Stars Gymnastics and their legal representatives and assigns from any and all claims whatsoever in connection with the use, reproduction, publication of the images thereof.