By signing this contract, with ROCKTheory LLC, a New York Limited Liability Company (“RT”), I (“Pathfinder”) acknowledge that I have read and understand all of the requirements and guidelines of the program and that I agree to all of the terms, conditions and regulations.
Pathfinder acknowledges that he/she has sufficient mental and physical health to participate in this strenuous program. The Pathfinder participates in the program at his/her own risk and agrees to release collectively all RT employees from any and all liability.
RT makes no representation or warranties concerning the user application of the movement lessons and/or procedures taught in this course other than the course accredited by RT.
Payments: Remaining Balance(s) when applicable will be automatically charged to the credit card on file on the due date(s) of the payment(s). If you would like to submit a different form of payment, it must be received one (1) week prior to the payment due date to avoid an automatic charge.
Cancellations: If you withdraw from any program(s) you will automatically lose $100.00 processing fee.Up to one (1) month prior to initial course date -75% refund from course fee (minus the $100 processing fee);
Less than one (1) month from initial course date – 50% refund from the course fee (minus the $100 processing fee);
Within one (1) week of initial course date and up to the day before the course – 25% refund from course fee (minus the $100 processing fee);
Absolutely no refunds will be issued the day before or the day the course begins, or at any time thereafter.
Transferring: If and/or every time you transfer to another program you will be charged a $100.00 processing fee. Transfers made after a program has begun will result in a $250.00 Transfer fee.
RT reserves the right to terminate any Pathfinder from the program for misconduct, chronic tardiness and any other unprofessional conduct. In the event that a Pathfinder is terminated from the program, RT will not refund any tuition paid. Misconduct is defined as: alcohol or drug use, violent behavior, sexual misconduct, verbal or physical abuse, property damage, theft.
RT reserves the right to cancel any program up to one week prior to program start date.
Pathfinder/teacher understands and agrees that ROCKTheory and ROCKTheory® + Design are trademarks of, and proprietary to, RT. The teacher promises not to use the trademarks of RT for any reason or purpose without the advance written permission and approval of RT.
Pathfinder/teacher understands that the teaching materials used in RT’s programs have been created by, and are the property of, RT. The Pathfinder/teacher promises that he or she will use these materials solely in connection with this teacher training program(s) and will not use or copy these materials for any other purpose, commercial or otherwise and shall not copy these materials.
The below RT Pathfinder Terms and Conditions is made a part of this Agreement and is fully incorporated by reference.
Pathfinder Terms & Conditions
General Provisions. RT shall process all applications by prospective Pathfinders and reserves the right, in its sole discretion to accept or deny acceptance of any such individuals into a RT instructional program. RT shall have sole discretion to determine if any individual meets the necessary requirements for the level of training sought, and if additional training, class work, workshops, apprentice hours are required in order for the individual to pass an interim exam or final examination to be granted a certification under that program. RT shall have sole discretion to determine if any individual meets the necessary requirements to be granted an assessment-based certificate under its various programs. All Pathfinders and trained RT instructors are expected to exhibit conduct and attitude consistent with the highest professional standards of the exercise industry. Should Pathfinder’s behavior, attitude or actions are considered by RT not to comport with such standards, you may be required to leave the enrolled training program, or disassociate yourself from being a trained RT Instructor. Dismissal from an enrolled training program will result in forfeiture of the program fees and evaluation scores. It is expressly understood that you shall complete the 600 apprenticeship hours for either the Joe program within: i) six (6) months for programs conducted by RT in New York; and ii) nine (9) months for programs not conducted by RT in New York, computed from the first day of your program instruction (the “Program Completion Period”). Should you exceed the foregoing time periods to complete your apprenticeship hours, you shall be billed an additional one-hundred-fifty ($150.00) dollars per month for each month beyond the Program Completion Period.
Ownership Of Materials. Pathfinder acknowledges that all printed and online manuals, materials, documents, and the like (“Materials”) provided by RT are confidential, proprietary and owned by RT and that all right, title and interest in and to such Materials shall at all times continue vested in RT. Pathfinder acknowledges that the Materials, including but not limited to design, content, order of instruction, sequence of exercise, photographs, diagrams, and methodology is all proprietary to RT and are protected by copyright, trade secret and unfair competition laws. Pathfinder further acknowledges that Pathfinder has no rights in the Materials. Pathfinder shall take all reasonable steps to protect the Materials from any use, copying, reproduction, publication, disclosure or distribution. Pathfinder shall not remove, alter, cover or distort any copyright notice, trademark or other proprietary rights notice placed by RT in or on the Materials. Upon request by RT, Materials shall be returned to RT. Failure to return all such Materials shall result in a claim for damages by RT for their return. As an agreed liquidated damage for the failure of Pathfinder to return such Materials, Pathfinder agrees to pay RT at the rate of $50.00 per day commencing with the date RT demands their return until Pathfinder returns all of the Materials. Pathfinder recognizes and acknowledges that no rights or licenses are granted by RT to Pathfinder except as expressly stated herein.
Fees And Taxes. Pathfinder agrees to pay all fees as provided herein. Taxes. In addition to any fees charged pursuant to this Agreement, Pathfinder shall pay all current and future state and federal taxes imposed upon this Agreement, excluding, however, all taxes on or measured by RT’s income. Payment. Pathfinder shall be required to promptly pay all fees and taxes billed by RT pursuant to this Agreement, all invoices being due upon receipt. Fee Changes. RT reserves the right to change its fees at anytime by providing thirty (30) days advance notice of any such changes. Late Payments. Any payment required hereunder that is made late (including unpaid portions of incomplete payments) will bear interest, compounded monthly, from the date due until the date paid, at the lesser of eighteen percent (18%) per annum or the highest interest rate permitted to be charged by applicable law. Any payment received more than ten (10) business days after becoming due will be deemed late for purposes of this Agreement. Any interest charged or paid in excess of the maximum rate permitted by applicable law will be deemed the result of a mistake and will be credited or refunded, together with interest as set forth above from the date charged until the date credited or refunded.
Prerequisite Requirements. Pathfinder agrees and acknowledges completion of all prerequisite requirements before commencement of an enrolled program. The list of prerequisites is published by RT for each program.
Training and Testing. The program for which Pathfinder has applied is outlined in the materials annexed hereto and in more detail in the RT Training Manual, which will be provided to Pathfinder upon acceptance into the program. Throughout the Clara and Joe programs, Pathfinder will be observed and tested on Pathfinder’s knowledge, proficiency and ability to teach classical Pilates pursuant to the RT Methodology. Such evaluations may consist of oral, written and practical examinations and observations, and are designed to make assessments of Pathfinder’s proficiency. At various different times throughout the program, Pathfinder will be tested, and if the results of such testing are inadequate for Pathfinder to proceed to the next level of instruction, Pathfinder shall be accordingly informed and weaknesses shall be identified. At no time will Pathfinder be permitted to go to the next level or course of training without having completely satisfied all requirements and testing of the then current level. Pathfinder is required to obtain at least a seventy-five (75%) percent score or better on all written examinations. Pathfinder shall be permitted to retake written exams once without further charge.
Retest Fee. The Pathfinder is entitled to one re-test per program. If Pathfinder does not pass the first re-test (fee included in program) he/she will be able to re-rest a second time for an additional (see amounts below). If Pathfinder does not pass the second re-test, the Pathfinder will be required to re-enroll and re-attend the program at a 40% discounted price. Clara I, II, II $50.00 2nd re-test fee, per program Joe $250.00 2nd re-test fee, final test-out ROCKUnite $250.00 2nd re-test fee, final test-out
Status of Certified RT Instructor/Teacher. Once Pathfinder completes all courses within the program, and to RT’s sole and exclusive satisfaction, passes all oral, written and practical examinations for each course comprising the RT Pilates Methodology training, then Pathfinder shall receive an assessment-based certificate evidencing the completion of such training program. Upon satisfactory completion and receipt by Pathfinder of the assessment-based certificate, Pathfinder shall thereafter be qualified and entitled to teach and train clients in the RT Pilates Methodology as set forth in the RT Training Manual. Pathfinder shall not be qualified to, nor can not, and is not authorized to train other Pathfinders or individuals to become instructors/teachers of the RT Pilates Methodology. Should Pathfinder teach or train other Pathfinders or individuals to become instructors/teachers, Pathfinder’s status shall be immediately and unconditionally revoked. Only upon receipt of an assessment-based certificate by RT evidencing that Pathfinder is also a RT “Collaborator” (someone who can teach RT programs) can Pathfinder teach other Pathfinders or individuals to become teachers of the RT Methodology.
Trademarks. Pathfinder recognizes and acknowledges that the trademarks, service marks and theory marks of RT, including but not limited to ROCKTHEORY, and ROCKTHEORY AND DESIGN, and all marks developed, adopted and used by RT during the term of this Agreement are owned by RT (the “Trademarks”). Pathfinder acknowledges that no license is hereby granted to use and Trademarks of RT, and that Pathfinder shall not use the Trademarks in any manner without specific prior written approval from RT. No license, under any trademark, patent, copyright, or any other intellectual property right, or personal property right, is either granted or implied by the conveying or use of Materials or confidential information to Pathfinder.
Confidentiality of Materials. Pathfinder acknowledges that the Materials contain trade secrets and information not generally known, which RT states, and Pathfinder acknowledges, have been developed or acquired by RT through the expenditure of a great deal of time and money. Pathfinder agrees to maintain and protect the confidentiality of the Materials agrees not to disclose them or use them for any purpose not contemplated by this Agreement. Pathfinder’s failure to maintain the confidentiality of the Materials shall be sufficient grounds for termination of this Agreement by RT. The provisions of this section shall survive termination of this Agreement, and shall be binding upon Pathfinder from unauthorized and unlawful disclosure of the Licensed Materials for five (5) years from the termination, expiration or cancellation of this Agreement.
DISCLAIMER OF WARRANTY. EXCEPT AS SPECIFICALLY PROVIDED HEREIN, RT MAKES NO EXPRESS OR IMPLIED WARRANTIES WHATSOEVER, AND EXPRESSLY DISCLAIMS THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR PARTICULAR PURPOSE.
WAIVER & RELEASE: In consideration of the acceptance of Pathfinder’s participation in a RT program (the “Program”), Pathfinder hereby waives any liability RT may have arising out of my participation in the Program. Furthermore, Pathfinder has been given the rules and regulations of the Program, and as a Pathfinder, Pathfinder hereby agrees to hold harmless RT and all other persons and entities, including but not limited to any facility owner/operator utilized during the Program and all sponsors, Pathfinders, third parties, other Pathfinders, clients, teachers, trainers, certified RT instructors, involved in or otherwise connected with the Program for any damages, physical, personal or property–which may arise from my participation in the Program. Because physical exercise can be strenuous and subject to risk of serious injury, RT urges you to obtain a physical examination from a doctor before participating in the Program or participating in any exercise activity. Pathfinder agrees that by participating in physical exercise or training activities, you do so entirely at your own risk. Pathfinder agrees that Pathfinder is voluntarily participating in the Program and these activities and use of facilities and premises and assumes all risks of injury, illness, or death. RT is also not responsible for any loss of your personal property. Pathfinder acknowledges that Pathfinder has carefully read this “Waiver and Release” and fully understands that it is a complete release of liability. Pathfinder expressly agrees to release and discharge all trainers, instructors, other Pathfinders, officers, directors, employees, affiliates, clients of RT from any and all claims or causes of action and Pathfinder agrees to voluntarily give up or waive any right that Pathfinder may otherwise have to bring a legal action against any of the foregoing for personal injury or property damage. To the extent that statute or case law does not prohibit releases for negligence, this release also covers and includes negligence and any legal theory based upon negligence. If any portion of this release from liability shall be deemed by a Court of competent jurisdiction to be invalid and/or unenforceable, then the remainder of this release from liability shall remain in full force and effect and the offending provision or provisions severed here from. By signing this Agreement, Pathfinder acknowledges that Pathfinder understands its content and that this release cannot be modified orally.
LIMITATION OF LIABILITY. RT’S LIABILITY TO PATHFINDER SHALL BE LIMITED TO DIRECT DAMAGES AND SHALL NOT EXCEED THE AMOUNT OF ANY FEES PAID BY PATHFINDER TO RT HEREUNDER. IN NO EVENT WILL RT BE LIABLE FOR INCIDENTAL, DIRECT, INDIRECT, EXEMPLARY, SPECIAL, OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, SUFFERED BY PATHFINDER, EVEN IF RT HAS PREVIOUSLY BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
INDEMNIFICATION. Pathfinder shall hold RT harmless, from any suit or proceeding brought against Pathfinder based on a claim related to this Agreement, or on any tort theory, including negligence.
APPRENTICESHIP. Pathfinder expressly understands and recognizes that as part of a Program, Pathfinder may be required to work, or otherwise apprentice (hereinafter “Apprenticeship”) with RT at a RT Studio, or a RT affiliated studio, namely ROCKTheory Educator and/or ROCKTheory Host Studio, all collectively referred to as a “Studio”. In connection with such Apprenticeship, Pathfinder will come into contact with information that is confidential and or proprietary to the Studio and/or RT, including but not limited to the names and addresses of clients and customers of a Studio. Given the nature of the relationship of Pathfinder and the Studio, Pathfinder agrees that for a period of twelve (12) months from the date Pathfinder ceases the Apprenticeship, for whatever reason, that Pathfinder shall not communicate with, solicit or otherwise attempt to obtain business from any client or customer of a Studio. Pathfinder shall be further prohibited from opening up a studio, or engaging in any business that involves the Pilates method of exercise within the following Geographic Radius of any Studio where Pathfinder conducts an Apprenticeship. The Geographic Radius shall be computed from the Studio as: (i) 1/2 mile in Metropolitan areas; (ii) 5 miles in Suburban areas; or, (iii) 10 miles in Rural areas. Pathfinder shall maintain the confidentiality of all information related to clients and customers of a Studio understanding that the Studio is under such strict obligations to maintain the confidentiality of such information. Pathfinder further recognizes and acknowledges that by enforcing a remedy for a breach under this provision that Pathfinder shall be able to engage in non-competing activities, and acknowledges that RT’s requirements hereunder is necessary to protect the legitimate interests of RT, the Studios, and the customers and clients of the Studios.
GENERAL PROVISIONS. Amendments in Writing. No supplement, modification, or amendment of this Agreement shall be binding, unless executed in writing by a duly authorized representative of each party to this Agreement. Assignment. This Agreement may not be assigned by Pathfinder or by operation of law to any other person, persons, firms, or corporation without the express written approval of RT This Agreement shall be binding upon such approved successors, assigns or designees. Attorney Fees. If either party employs attorneys to enforce any rights arising out of or relating to this Agreement or a breach thereof, the prevailing party shall be entitled to recover reasonable attorneys’ fees. Enforceability. If any provision of this Agreement shall be held by a court of competent jurisdiction to be illegal, invalid or unenforceable, the remaining provisions shall remain in full force and effect. Entire Agreement. The parties have read the Agreement and these Terms and Conditions and agree to be bound by its terms, and further agree that it constitutes the complete and entire agreement of the parties and supersedes all previous communications, oral or written, and all other communications between them relating to this Agreement and to the subject matter hereof. No representations or statements of any kind made by either party, which are not expressly stated herein, shall be binding on such party. Force Majeure. Neither party shall be responsible for delays or failure of performance resulting from acts beyond the reasonable control of such party. Such acts shall include, but not be limited to, acts of God, strikes, walkouts, riots, acts of war, epidemics, failure of RT to perform, governmental regulations, power failure(s), earthquakes, or other disasters. Form of Payment. Any payment made under the provisions of this Agreement shall be made by check drawn on a bank in the United States, in United States dollars. All amounts stated herein, and charged by RT are stated in United States dollars, unless otherwise specified. Governing Law. THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE SUBSTANTIVE LAWS OF THE STATE OF NEW YORK, WITHOUT REGARD TO PRINCIPALS OF CONFLICTS OF LAWS, AND THE PARTIES DO HEREBY CONSENT TO THE EXCLUSIVE JURISDICTION AND VENUE IN A COURT OF COMPETENT JURISDICTION WITHIN THE STATE OF NEW YORK, COUNTY OF NEW YORK. Headings. The titles and headings of the various sections and paragraphs in this Agreement are intended solely for convenience of reference and are not intended for any other purpose whatsoever, or to explain, modify or place any construction upon or on any of the provisions of this Agreement. Injunctive Relief. The parties acknowledge and agree that any breach or threatened breach of this Agreement, may give rise to irreparable injury to the other party. The parties agree, that in addition to all other rights and remedies that they may have, a party may seek injunctive relief. Notices. All notices and demands hereunder shall be in writing and shall be served by personal service, by certified return receipt mail, or internationally recognized express courier service at the address of the receiving party set forth in this Agreement (or at such different address as may be designated by such party by written notice to the other party) and shall be deemed complete upon receipt. Relationship of the Parties. Each party is acting as an independent contractor and not as an agent, partner, or joint venture with the other party for any purpose. Except as provided in this Agreement, neither party shall have any right, power, or authority to act or to create any obligation, express or implied, on behalf of the other. Severability. If any provision of this Agreement shall be held by a court of competent jurisdiction to be illegal, invalid or unenforceable, the remaining provisions shall remain in full force and effect. Survival. The obligation to pay all accrued Fees and the confidentiality obligations and ownership provisions set forth in this Agreement shall survive the termination of the Agreement by either party for any reason. Travel Expenses. Pathfinder shall be responsible for all Travel Expenses in connection with its performance of its obligations contained herein. Waiver. None of the provisions of this Agreement shall be deemed to have been waived by any act or acquiescence on the part of RT, its agents, or employees, but only by an instrument in writing signed by an authorized officer of RT. No waiver of any provision of this Agreement shall constitute a waiver of any other provision(s) or of the same provision on another occasion.
8285 Jericho Turnpike
Woodbury, New York 11797