These Terms of Service (the "Terms") govern your access to and use of the website located at fitvisia.com (the "Site"), operated by NovaremCo LLC, a Delaware limited liability company ("Fitvisia", "we", "us" or "our"), and the digital marketing services we offer. By using the Site or engaging our services, you ("you", "Client") agree to these Terms. If you are entering into these Terms on behalf of a company, you represent that you have authority to bind that company.
1. Who we are
Fitvisia provides digital marketing services to fitness brands, including marketing strategy, the production of ad creatives (videos, visuals and copy), ads management and media buying on Meta, Google and other advertising platforms, and the design of landing pages and sales funnels. Our services are offered to businesses only, not to consumers acting for personal, family or household purposes. NovaremCo LLC may also develop and operate its own online fitness brands, which are governed by the terms published on their respective websites.
2. Proposals and order of precedence
Each engagement is described in a written proposal, statement of work or services agreement signed or accepted by both parties (a "Proposal"), which sets out the scope, deliverables, fees, duration and any specific conditions. These Terms apply to every Proposal. If a Proposal conflicts with these Terms, the Proposal prevails for that engagement only.
3. Our services
We perform the services described in the applicable Proposal with reasonable skill and care, in line with generally accepted industry practices. Unless the Proposal states otherwise, the services may include:
- marketing strategy, audits, positioning and channel planning;
- creative production: video ads, static visuals, carousels, hooks, headlines and ad copy;
- set-up, management and optimization of advertising campaigns on Meta, Google and other platforms;
- design and build of landing pages and sales funnels;
- weekly campaign optimization and a monthly performance report for each brand.
We may use qualified subcontractors and freelancers to deliver the services. We remain responsible for their work under these Terms.
4. Client responsibilities
You agree to:
- provide accurate information, timely feedback and approvals, and the materials, brand assets and access we reasonably need;
- review and approve each ad, claim, offer and landing page before it is published. Your approval confirms that the content is accurate and that you can substantiate it;
- own or hold all necessary rights to the materials you provide (logos, photos, videos, music, testimonials, likenesses), including written consent from any person appearing in them;
- comply with all laws that apply to your products, offers and marketing.
5. Advertising compliance
Fitness, nutrition and wellness advertising is regulated, and we take it seriously. As the advertiser, you remain responsible for your products, your offers and the claims made about them, and for making sure they comply with the laws that apply to your business. Depending on your activity, these may include the Federal Trade Commission Act and the FTC's guidance on health claims and on endorsements and testimonials, Food and Drug Administration rules on dietary supplement labeling, the Restore Online Shoppers' Confidence Act and state automatic-renewal laws for subscriptions, and the CAN-SPAM Act and the Telephone Consumer Protection Act for emails, calls and text messages. In practice, claims should be truthful and backed by evidence, and testimonials should reflect the results customers can generally expect, or come with a clear statement of what those results are.
We will point out anything that looks risky to us, and we may decline to publish content we reasonably believe is misleading, unlawful or contrary to platform policies. Our review is not legal advice and does not shift this responsibility to us.
6. Advertising platforms
Campaigns run on third-party platforms (such as Meta Platforms, Inc. and Google LLC) under their own terms, advertising policies and algorithms. We do not control these platforms. We are not responsible for ad disapprovals, policy changes, delivery or tracking issues, or outages. We will help you address such issues on a reasonable-efforts basis.
7. Fees and payment
- Service fees. Our fees are set out in the Proposal (for example a monthly retainer, a set-up fee, project fees and/or performance-based fees). Unless stated otherwise, recurring fees are invoiced monthly in advance and are payable within the term stated on the invoice.
- Late payment. If an invoice remains unpaid after its due date, we will send you a reminder first. If it is still unpaid 15 days later, we may pause the services until it is settled.
- Disputes. Any good-faith dispute about an invoice must be notified to us in writing within 30 days of the invoice date. Please contact us before initiating any chargeback.
Cancellations and refunds are governed by our Cancellation & Refund Policy.
8. No guarantee of results
Advertising performance depends on many factors outside our control, including your offer, pricing, product quality, market conditions, competition, seasonality and the platforms' algorithms. We do not guarantee any specific result, such as a level of sales, leads, cost per acquisition or return on ad spend. Any forecast, benchmark or target we share is an estimate, not a promise.
9. Intellectual property
9.1 Your materials
You keep all rights in the materials you provide. You grant us a non-exclusive, royalty-free license to use them during the engagement solely to perform the services.
9.2 Deliverables
Upon full payment of the fees relating to them, we assign to you all rights, title and interest in the final creatives, copy and pages produced specifically for you (the "Deliverables"), excluding the elements described in 9.3. Until full payment, you may use the Deliverables under a revocable license for the purpose of the engagement.
9.3 Our tools and third-party elements
We keep all rights in our pre-existing know-how, methods, templates, frameworks, internal tools and reporting formats, and you receive a non-exclusive license to use any of them embedded in a Deliverable. Stock footage, music, fonts, software and other third-party elements are licensed, not assigned, under their own license terms, which you agree to respect.
9.4 Portfolio
Unless you object in writing, we may mention your brand name and display published Deliverables in our portfolio and credentials. We never disclose your confidential information or performance data without your consent.
10. Confidentiality
Each party will keep confidential all non-public information received from the other party (including business plans, performance data, customer data and pricing), use it only for the engagement, and protect it with at least reasonable care. This obligation lasts during the engagement and for three (3) years after it ends, and indefinitely for trade secrets and personal data. It does not apply to information that is public, already known, independently developed or required to be disclosed by law.
11. Data protection
When we access personal data in the course of the services, for example through analytics, CRM or lead forms, we process it on your behalf and under your instructions, as a service provider or processor. You are responsible for having a lawful basis and the required notices and consents for the collection of that data, including for tracking pixels and cookies on your websites. We implement reasonable security measures and do not sell such data or use it for our own purposes. Our handling of personal data collected through the Site is described in our Privacy Policy.
12. Term and termination
Each engagement runs for the term set out in the Proposal. Unless the Proposal states otherwise, either party may terminate an ongoing engagement with thirty (30) days' written notice. Either party may terminate immediately by written notice if the other party materially breaches these Terms and fails to cure the breach within ten (10) days of notice, or becomes insolvent. Upon termination, you pay all fees for services performed through the effective termination date, and we hand over the Deliverables that have been paid for and remove any access you granted us, at your request. Sections 7 to 11 and 13 to 17 survive termination.
13. Disclaimers
Except as expressly stated in these Terms or in a Proposal, the Site and the services are provided "as is" and "as available", and we disclaim all other warranties, express or implied, including the implied warranties of merchantability, fitness for a particular purpose and non-infringement, to the fullest extent permitted by law.
14. Limitation of liability
To the fullest extent permitted by law, neither party will be liable for any indirect, incidental, special, consequential or punitive damages, or for any loss of profits, revenue, data or goodwill, arising out of or relating to these Terms or the services. Our total liability arising out of or relating to these Terms or the services will not exceed the fees you paid to us for the services giving rise to the claim during the three (3) months preceding the event giving rise to liability. These limitations do not apply to a party's fraud, gross negligence or willful misconduct, or to your payment obligations and indemnification obligations.
15. Indemnification
You will defend, indemnify and hold harmless NovaremCo LLC, its members, managers, team members and contractors from and against any third-party claims, losses, penalties and reasonable attorneys' fees arising out of (a) your products, services and offers; (b) the materials and information you provide; (c) claims or content you approved; or (d) your breach of these Terms or of applicable law. We will defend and indemnify you against third-party claims alleging that a Deliverable created by us (excluding your materials and third-party elements) infringes that third party's intellectual property rights.
16. Dispute resolution, arbitration and class action waiver
Informal resolution. Before starting any proceeding, the parties will try in good faith to resolve the dispute by written notice and negotiation for at least thirty (30) days.
Binding arbitration. Any dispute that is not resolved informally will be finally settled by binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules, before a single arbitrator. The seat of arbitration will be in the State of Delaware, and hearings may be held by video conference. Judgment on the award may be entered in any court of competent jurisdiction. Either party may seek injunctive relief in court to protect its intellectual property or confidential information, and either party may bring an individual claim in small claims court if it qualifies.
Class action waiver. Disputes will be resolved on an individual basis only. Neither party may bring or participate in a class, collective or representative action.
17. Governing law
These Terms and any dispute arising from them are governed by the laws of the State of Delaware and applicable United States federal law, including the Federal Arbitration Act, without regard to conflict-of-laws rules.
18. Use of the Site
You may use the Site for lawful purposes only. You may not copy, scrape or reproduce its content for commercial purposes without our written permission, attempt to gain unauthorized access to it, interfere with its operation, or use it to send spam or malicious code. All content of the Site, including text, graphics and the Fitvisia name and logo, is owned by NovaremCo LLC or its licensors and protected by intellectual property laws. Links to third-party websites are provided for convenience; we are not responsible for their content.
19. General
- Independent contractors. The parties are independent contractors. Nothing in these Terms creates a partnership, joint venture, agency or employment relationship.
- Force majeure. Neither party is liable for delays caused by events beyond its reasonable control, including platform outages, natural disasters, epidemics or government action. This does not excuse payment obligations.
- Electronic communications. You agree that Proposals, invoices and notices may be signed and delivered electronically, in accordance with the federal E-SIGN Act.
- Assignment. You may not assign these Terms without our written consent. We may assign them in connection with a merger, acquisition or sale of assets.
- Entire agreement; severability; waiver. These Terms and the Proposal are the entire agreement between the parties on their subject matter. If a provision is unenforceable, the rest remains in effect. A failure to enforce a right is not a waiver of that right.
- Changes. We may update these Terms by posting a new version on the Site with a new effective date. Changes do not apply retroactively to Proposals already signed, unless both parties agree.
20. Contact
NovaremCo LLC (Fitvisia)
8 The Green, Suite A
Dover, DE 19901
United States
Email: contact@fitvisia.com