Last updated: November 5, 2015

Welcome to the terms and conditions (“Terms”) for ACTIVE Advantage. These Terms are between you and Active Network, LLC and any and all subsidiaries, affiliated entities, or entities that control or are controlled by Active Network, LLC (collectively, “ACTIVE,” “we,” “us” or “our”) and govern the parties’ respective rights and obligations concerning the ACTIVE Advantage program. “You,” or “your,” refers to you, a user or member of the ACTIVE Advantage program. These Terms, together with applicable terms and conditions related to any promotional offers provided to you in connection with your ACTIVE Advantage membership, constitute the entire agreement between you and ACTIVE related to the ACTIVE Advantage program. Please note that your use of any websites owned and/or operated by ACTIVE (the “ACTIVE Website(s)”) and ACTIVE Advantage membership are governed by our Terms of Use http://www.activenetwork.com/information/terms-of-use.htm and Privacy Policy located at http://www.activenetwork.com/information/privacy-policy.htm(as may be modified from time to time) each of which are hereby incorporated into these Terms. By agreeing to these Terms, you agree for ACTIVE to use your personal information on the terms of ACTIVE’s Privacy Policy.

By registering for an ACTIVE Advantage membership and clicking the ACCEPT, CONTINUE, I AGREE, or similar button during the registration process, you are indicating that you have read, understood and agree to be bound by these Terms as well as all applicable laws, rules, and regulations. Enrollment becomes effective and acceptance of these Terms begins when the member enrolls in the ACTIVE Advantage program. IF YOU OBJECT TO ANYTHING IN THESE TERMS, DO NOT SIGN UP FOR ACTIVE ADVANTAGE.

1. Eligibility. Authority to Purchase and/or to Act as Agent. ACTIVE Advantage membership is only open to individuals who are at least eighteen (18) years of age. Commercial customers and others purchasing items for resale are not eligible for membership. You represent and warrant that you are eighteen (18) years of age or older. You represent and warrant to ACTIVE that you have full legal authority to complete this membership purchase, including full authority to make use of the payment card used to pay your membership fee.
2. Membership Registration and Fees. By starting your ACTIVE Advantage membership, you are expressly agreeing that we are authorized to charge you an annual membership fee at the then-current rate to the payment card you provided during registration (or to a different payment card if you change your account information). Please note that prices, including membership fees and charges are subject to change at any time with notice. Only payment cards are eligible for payment of your ACTIVE Advantage membership. Your ACTIVE Advantage membership fee is charged annually. YOU UNDERSTAND THAT YOUR ACTIVE ADVANTAGE MEMBERSHIP WILL AUTOMATICALLY CONTINUE UNLESS YOU NOTIFY ACTIVE THAT YOU ARE TERMINATING YOUR MEMBERSHIP. YOU UNDERSTAND THAT THIS WILL SERVE AS YOUR ELECTRONIC SIGNATURE AND AUTHORIZATION FOR ACTIVE TO CHARGE YOUR PAYMENT CARD PROVIDED DURING REGISTRATION (OR TO A DIFFERENT PAYMENT CARD IF YOU CHANGE YOUR ACCOUNT INFORMATION) FOR THE ANNUAL MEMBERSHIP FEE, AND THE THEN-CURRENT MEMBERSHIP FEE EACH YEAR THEREAFTER FOR AS LONG AS YOU REMAIN A MEMBER. If you have signed up for a trial offer of membership, your payment card will be authorized for the then-current trial fee, if any, and if applicable, and unless you cancel prior to the end of any such trial period you understand and agree that ACTIVE will charge your payment card upon the expiration of any trial period for the applicable annual membership fee at the then-current rate. If all payment cards we have on file for you are declined for payment of your membership fee, you have 30 days to provide us a new payment card or your ACTIVE Advantage membership will be canceled. If you provide us with a new card and are successfully charged within 30 days, your new membership period will be based on the original renewal date and not the date of the successful charge. For certain payment cards, the issuer of your payment card may charge you a foreign transaction fee or related charges. Check with your bank and payment card issuers for details. You may cancel your ACTIVE Advantage membership at any time and you will be eligible for a prorated refund of any portion of the membership fee paid. However, we will not give any refund for termination related to conduct that we determine, in our discretion, violates these Terms or any applicable law, involves fraud or misuse of the ACTIVE Advantage membership, or is harmful to our interests or another user. By becoming a member of the ACTIVE Advantage program, members agree to receive advertising, marketing materials and other communications from ACTIVE except where expressly disallowed as a profile preference.
3. Code of Conduct; Restrictions on Use. You are not permitted to purchase items for the purpose of resale, rental, or to ship to your own customers or potential customers using ACTIVE Advantage member benefits. You agree not to utilize your ACTIVE Advantage membership status to demand benefits, services or privileges not expressly permitted in association with ACTIVE Advantage. Abuse of the ACTIVE Advantage program, including failure to follow program policies and procedures, the sale or barter of product or promotional offers, using multiple ACTIVE Advantage accounts in an effort to abuse the ACTIVE Advantage program, and any misrepresentation of fact relating thereto or other improper conduct as determined by ACTIVE in its sole judgment, may result in cancellation of the member’s account and future disqualification from program participation, and termination of the business relationship with ACTIVE. Should you abuse your membership privileges or violate these Terms in any way, you understand that your membership privileges are subject to revocation, either permanently or temporarily, in the sole discretion of ACTIVE.
4. Third Party Benefits. You understand that the benefits provided to you through ACTIVE Advantage are provided not only by ACTIVE, but in association with third parties. Third party benefits, services or privileges are extended to members of ACTIVE Advantage in good faith to provide value negotiated on your behalf. As such, the benefits provided are governed by agreements with expiration dates and may also be subject to terms and conditions set forth by third party providers and the terms of those agreements prevail over these Terms.
5. Limitation of Liability; Disclaimer of Warranties. IN ADDITION TO OTHER LIMITATIONS, DISCLAIMERS AND EXCLUSIONS IN ACTIVE’S TERMS OF USE, IN NO EVENT WILL ACTIVE, ITS SHAREHOLDERS, LICENSORS, SUPPLIERS, ADVERTISERS AND SPONSORS, AND THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, CONSULTANTS, AGENTS AND OTHER REPRESENTATIVES BE LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF ACTIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM IN ANY WAY YOUR PARTICIPATION IN ACTIVE ADVANTAGE. YOU AGREE THAT ACTIVE’S TOTAL AGGREGATE LIABILITY TO YOU, FOR ANY AND ALL REASONS OR CAUSES WHATSOEVER, SHALL NOT EXCEED THE AMOUNT OF THE LAST ANNUAL MEMBERSHIP FEE RECEIVED BY ACTIVE FROM YOU. ACTIVE ADVANTAGE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. THESE TERMS EXCLUDE ALL WARRANTIES AND GUARANTEES WITH REGARD TO PARTICIPATION IN AND USE OF ACTIVE ADVANTAGE, INCLUDING ALL IMPLIED WARRANTIES AND GUARANTEES, EXCEPT AS MAY BE EXPRESSLY SET OUT IN THESE TERMS AND THE WARRANTIES THAT CANNOT BE EXCLUDED AT LAW (INCLUDING THE AUSTRALIAN CONSUMER LAW). ACTIVE makes no warranty that the ACTIVE sites will be uninterrupted, secure or error free. ACTIVE does not guarantee the accuracy or completeness of any information in, or provided in connection with, the ACTIVE sites. ACTIVE is not responsible for any errors or omissions, or for the results obtained from the use of such information. You understand and agree that any material and/or data downloaded or otherwise obtained through the use of the ACTIVE sites is at your own discretion and risk and that you will be solely responsible for any damage to your own computer system or loss of data that results from the download of such material and/or data.
6. Indemnification. You agree to indemnify and hold each of ACTIVE, its shareholders, licensors, suppliers, advertisers and sponsors, and their respective directors, officers, employees, consultants, agents and other representatives from any and all claims or demands, including reasonable attorneys’ fees, due to or arising out of your use in any way of or participation in ACTIVE Advantage or the violation of any term of these Terms by you.
7. Applicable Law. By completing membership purchase, both you and ACTIVE irrevocably consent and agree that the law of New South Wales governs these Terms. The parties submit to the non-exclusive jurisdiction of the courts of New South Wales and of the Commonwealth of Australia.
8. Notice. All notices required to be given in connection with these Terms and the ACTIVE Advantage program shall be in writing and sent to the email address you provided during registration (or to a different email address if you change your account information) or in the case of ACTIVE, to Attn: ACTIVE Advantage, Active Network, LLC, 717 N. Harwood St., 25th Floor, Dallas, Texas, 75201, United States or ActiveAdvantage@active.com. Notices will be deemed received the next business day if sent via email, four (4) business days if sent via express mail or express courier or ten (10) business days if sent via regular international mail.
9. Dispute and Modification. You agree that any claim, controversy or legal dispute arising out of or relating to these Terms (hereinafter, a “Dispute”), including but not limited to issues regarding access to benefits, services or privileges, will be resolved, to the extent applicable, in accordance with rules of membership by ACTIVE Advantage representatives. All questions or concerns must first be taken up with ACTIVE Advantage directly, and ACTIVE will provide a written response, which may be made by email, to you within sixty (60) days of receipt of your questions or concerns. ACTIVE reserves the right to interpret and apply the policies and procedures communicated in these Terms. ACTIVE reserves the right, without any liability to you or to any third party, at any time and from time to time, upon notice, to modify or discontinue, temporarily or permanently, these Terms, ACTIVE’s Terms of Use and Privacy Policy, the ACTIVE Website, any ACTIVE services (or any part thereof), or ACTIVE Advantage, including but not limited to, program rules, regulations and benefits or conditions of participation, in whole or in part and without any further obligations to members. Upon notice, ACTIVE may change or terminate program partners, withdraw, limit, modify or cancel any promotional offers, or modify or regulate the transferability of benefits. YOUR CONTINUED MEMBERSHIP AFTER NOTIFICATION OF CHANGES TO THESE TERMS CONSTITUTES YOUR ACCEPTANCE OF THE CHANGES. IF YOU DO NOT AGREE TO ANY CHANGES, YOU MUST CANCEL YOUR MEMBERSHIP. These Terms supersede all previously published terms and conditions.
10. Miscellaneous. These Terms do not exclude or otherwise limit any rights or remedies that you may have at law which cannot be excluded or limited. If any provision of these Terms is held to be unenforceable by a court of competent jurisdiction for any reason whatsoever, (i) the validity, legality, and enforceability of the remaining provisions of these Terms (including without limitation, all portions of any provisions containing any such unenforceable provision that are not themselves unenforceable) shall not in any way be affected or impaired thereby, and (ii) to the fullest extent possible, the unenforceable provision shall be deemed modified and replaced by a provision that approximates the intent and economic effect of the unenforceable provision and these Terms shall be deemed amended accordingly. The failure of either party to insist upon or enforce strict performance by the other party of any provision of these Terms or to exercise any right under these Terms will not be construed as a waiver or relinquishment to any extent of such party’s right to assert or rely upon any such provision or right in that or any other instance, rather, the same will be and remain in full force and effect. ACTIVE may assign its rights and obligations under these Terms and upon such assignment ACTIVE may be relieved of any further obligation hereunder. You may not transfer your membership. The ACTIVE logo, ACTIVE Advantage logo and other logos and taglines are the intellectual property of ACTIVE. Membership rules are void to the extent prohibited by law. Taxes may apply where required by law.