TERMS AND CONDITIONS

NOTICE OF DUES RENEWAL AND MEMBERSHIP TERMS: Introduction; Definition of Terms The following terms and conditions apply to all members, guests, and others utilizing the fitness facilities of Gainz Gym, LLC (hereinafter “Gainz Gym.”) Failure to comply with these rules or with any other rules posted within the facilities or on the website of Gainz Gym may result in loss of privileges up to and including termination of any membership contract as set forth below. These terms and conditions may be modified by Gainz Gym at any time and without any notice. As used herein, the term “Member” refers to any person under contract to use the facilities on a term basis, that is, month to month, or for a specified term. The term “Add-On” refers to any person added as an additional user on a member’s contract. The term “Guest” refers to any person using the facilities on a day-to-day basis. The general term “User” refers to any and all persons using the facilities of Gainz Gym. In addition to these Terms and Conditions, all Users are required to follow all applicable laws and regulations while on the premises of Gainz Gym. Agreement: Services Covered; Parties Covered; all persons signing this contract have agreed to purchase the access and use of the general fitness facilities of Gainz Gym. Members and Add-Ons are permitted to utilize the general facilities at all times, while Guests are limited to use during regular business hours as posted within the facility. Additional services are offered by Gainz Gym which are not covered by membership or daily access fees. These include but are not limited to personal training, sales of refreshments or merchandise, etc. These are offered for additional fees. Add-On’s may be joined to a member’s contract at any time during the contract term. Once added, however, the Add-On shall remain on the contract for the remainder of the current contract term. An Add-On may be removed from the contract only by transfer, that is, if the Member pays a transfer fee equivalent to their monthly membership cost and if a new Member agrees to the contract and pays the appropriate start-up fee. The new Member will then be obligated for the remaining contract term and shall pay the same monthly fee as that being currently assessed to the current Member on the contract. General Terms of Use Users of Gainz Gym facilities must comply with the following rules, in addition to any other rules posted within the facility or on the Gainz Gym website: 1. All Users must be identified to Gainz Gym staff upon arrival at the facility. 2. No unauthorized or unregistered persons shall be brought into the facility at any time. 3. Guests shall not be present in the facility except during regular business hours. Violation of this rule may result in a $100.00 fee to the Member and may also result in termination of the Member’s contract. 4. All Members and Add-On’s must have in their possession their personal access key during each visit. 5. Users shall provide all of their own personal athletic equipment and clothing. 6. Users shall not engage in or conduct any type of commercial or personal business activity while on Gainz Gym premises. Users shall not act as trainers, coaches, or instructors for other persons without prior approval by the Gainz Gym manager. 7. Users shall comply with the Gainz Gym dress code for all activities. SHIRTS ARE REQUIRED AT ALL TIMES. 8. Users shall not use loud or profane language on Gainz Gym premises. 9. Users are prohibited from using illegal drugs, recreational drugs or steroids on Gainz Gym premises. 10. Users shall not molest, badger, assault or harass other persons in any way or they will face suspension of membership privileges and/or appropriate legal action. Use of Facility by Minors Gainz Gym facilities are not to be used by any person under thirteen (13) years of age. Minors who are thirteen (13) and fourteen (14) years of age are permitted to be Add-On’s to a parent or guardian’s contract. Minors who are thirteen (13) and fourteen (14) years of age must share a key with their parent or guardian and may use the facility only when accompanied by their parent or guardian. Minors aged fifteen (15) to seventeen (17) are permitted to be Members or Add-On’s only if a parent or guardian co-signs for the financial responsibilities of the minor’s account. Parent or guardian co-signers are responsible for all financial responsibilities under the contract. Minors aged fifteen (15) to seventeen (17) must have their own key upon joining and are permitted to use the facilities without being accompanied by a parent or guardian. Term of Contract; Automatic Renewal; Termination; Keys; A Member may freeze his or her account once per year, for a period of time not to exceed three (3) months. During the frozen period, the Member shall pay only $5.00 per month but shall not be permitted to use the Gainz Gym facilities. The period of time for which the account was frozen shall be added as an extension to the end of the current contract term. Except for month-to-month contracts, each term of a Member’s contract shall automatically renew unless the Member provides written notice of termination prior to the end of the contract term. The contract term shall be automatically renewed for an equal period of time not to exceed twelve (12) months. Members may terminate their contract by providing written notice (via email) prior to the end of the contract term. If such notice is provided less than thirty (30) days prior to the end of the contract term, the contract shall be extended for one month beyond the end of the current term. These terms do not apply if a member cancels according to statutory rights from the Health Spa Act which are stated later in this agreement. Termination of the contract by a Member prior to the end of the contract term shall not release the Member from the obligation to pay all remaining sums due or owing, plus all sums as shall become due or owing under the remainder of the contract term, unless the membership is transferred as set forth below. Gainz Gym may terminate the contract for good cause at any time. Good cause shall include but not be limited to failure of the Member, his or her Add-On’s, or his or her Guests, to follow any of these Terms and Conditions or any other rules or policies posted within the facility or on the website of Gainz Gym. In such event, no refund will be made and the Member shall continue to be responsible for payment of all monies due for the remainder of the contact (subject to the Transfer of Membership option set forth below). Upon termination of the contract, all Members and Add-On’s must return their keys to Gainz Gym. Failure to do so shall result in a fee of $10.00 assessed to the Member’s account for each unreturned key. Likewise, keys lost during the contract term shall be replaced for a fee of $10.00 assessed to the Member’s account. Transfer of Membership: A Member may transfer his or her membership to another person only as set forth herein. A Member desiring to transfer his or her membership to another person must pay a transfer fee equivalent to the monthly membership price prior to the transfer. The new Member must agree to the contract and pay the appropriate start-up fee. The former Member will then be released from the contract. The new Member will then be obligated for the remaining contract term and shall pay the monthly fee that had been previously assessed to the former Member. All monthly payments are due on the 1 st  or 15th day of each month, as noted in the contract. If any electronic payment or draft is returned or unpaid for any reason, a non-refundable charge of $25.00 will be assessed. Weekly thereafter, until all outstanding sums are paid, the drafting merchant will resubmit the request for payment and a non- refundable charge of $30.00 will be assessed for each resubmission. Member shall notify Gainz Gym of any and all changes in the Member’s electronic payment information or personal information at least ten (10) days prior to the next scheduled electronic payment date. Failure to do so may result in nonpayment of amounts owed and assessment of the associated fees stated above. Failure to do so may also result in termination of the contract and acceleration of all amounts owed thereunder. Member authorizes Gainz Gym, its successors and assigns, to report any delinquencies or defaults by Member to credit reporting bureaus and to take any collection effort deemed necessary. If the account is referred to collections, all remaining amounts under the contract shall be immediately due and payable, without the need for additional presentation or notice of acceleration. The Member shall be responsible for all costs of collection, including collections fees, court costs and attorney’s fees. General Terms Gainz Gym may assign or transfer its interest in this contract at any time and without restriction. Members may not assign or transfer their interest hereunder, except as set forth under Transfer of Membership above. Invalidity of any portion of this contract shall not invalidate any other term hereof. This contract shall be governed by the laws of the State of Texas, and venue for any action arising hereunder shall be in Gaines County, Texas. Except for termination notices (which should be sent by email), all notices shall be sent to Gainz Gym by certified mail, return receipt requested, to Gainz Gym, 610 SE 2 nd  Street, Seminole, Texas 79360. All notices to Members shall be sent to the address provided by the Member. NOTICE TO PURCHASER: DO NOT SIGN THIS CONTRACT UNTIL YOU HAVE READ IT OR IF IT CONTAINS BLANK SPACES. IF YOU DECIDE YOU DO NOT WISH TO REMAIN A MEMBER OF THIS HEALTH SPA, YOU MAY CANCEL THIS CONTRACT BY MAILING TO THE HEALTH SPA BY MIDNIGHT OF THE THIRD BUSINESS DAY AFTER THE DAY YOU SIGN THIS CONTRACT A NOTICE STATING YOUR DESIRE TO CANCEL THIS CONTRACT. THE WRITTEN NOTICE MUST BE MAILED BY CERTIFIED MAIL TO THE FOLLOWING ADDRESS: 610 SE 2 nd  STREET SEMINOLE, TEXAS 79360. IF YOU DIE OR BECOME TOTALLY AND PERMANENTLY DISABLED AFTER THE DATE THIS CONTRACT TAKES EFFECT, YOU OR YOUR ESTATE MAY CANCEL THIS CONTRACT AND RECEIVE A PARTIAL REFUND OF YOUR UNUSED MEMBERSHIP FEE BY MAILING A NOTICE TO THE HEALTH SPA STATING YOUR DESIRE TO CANCEL THIS CONTRACT. THE HEALTH SPA MAY REQUIRE PROOF OF DISABILITY OR DEATH. THE WRITTEN NOTICE MUST BE MAILED BY CERTIFIED MAIL TO THE FOLLOWING ADDRESS: 610 SE 2 ND  STREET SEMINOLE, TEXAS 79360. IF THE HEALTH SPA GOES OUT OF BUSINESS AND DOES NOT PROVIDE FACILITIES WITHIN 10 MILES OF THE FACILITY IN WHICH YOU ARE ENROLLED OR IF THE HEALTH SPA MOVES MORE THAN 10 MILES FROM THE FACILITY IN WHICH YOU ARE ENROLLED, YOU MAY: (A) CANCEL THIS CONTRACT BY MAILING BY CERTIFIED MAIL A WRITTEN NOTICE STATING YOUR DESIRE TO CANCEL THIS CONTRACT, ACCOMPANIED BY PROOF OF PAYMENT ON THE CONTRACT TO THE HEALTH SPA AT THE FOLLOWING ADDRESS: 610 SE 2 ND  STREET SEMINOLE, TEXAS 79360. AND (B) FILE A CLAIM FOR A REFUND OF YOUR UNUSED MEMBERSHIP FEES AGAINST THE BOND OR OTHER SECURITY POSTED BY THE HEALTH SPA WITH THE TEXAS SECRETARY OF STATE. TO MAKE A CLAIM AGAINST THE SECURITY PROVIDE A COPY OF YOUR CONTRACT TOGETHER WITH PROOF OF PAYMENTS MADE ON THE CONTRACT TO THE TEXAS SECRETARY OF STATE. THE REQUIRED CLAIM INFORMATION MUST BE RECEIVED BY THE SECRETARY OF STATE NOT LATER THAN THE 90TH DAY AFTER THE DATE NOTICE OF THE CLOSURE OR RELOCATION IS FIRST POSTED ON THE SECRETARY OF STATE`S INTERNET WEBSITE.

CHILDCARE SERVICES: Gainz Gym offers a supervised play area for children ages six (2-3) months to twelve (12) years. It is a safe and supervised environment. Please note the following rules, which may be amended or supplemented by posting within the facility or on the Gainz Gym website: 1. Childcare is for the exclusive use of Gainz Gym Users, and may be used only while the parent or guardian is working out in the facility. 2. The parent or guardian must remain at the facility at all times while his or her child is in the play area. 3. Gainz Gym attendants will closely supervise your children up to two (2) hours per day. 4. All children must be registered and signed in with every use. 5. All children using the play area must be listed on the Member’s contract. 6. Our attendants are not allowed to change diapers or assist with toileting. 7. Children will not be released to anyone other than the parent or guardian who signed them in, unless otherwise approved and noted at check-in. 8. If a child must leave the play area for any reason, the child must be accompanied by Gainz Gym staff or the child’s parent or guardian. 9. All children must be dressed appropriately. 10. Candy, sodas and gum are not allowed in play area. 11. Wrestling, tackle football and any form of rough play is not allowed. 12. Balls may not be kicked at any time. 13. If the electronic equipment is not operating properly, a staff member must be notified and they will be the only person to troubleshoot the problem. 14. Older children must be considerate of younger children. 15. Appropriate language and behavior must be used at all times. 16. Bad behavior may result in a child being prohibited from the play area. 17. We do not allow children who are ill to attend childcare. This policy is strictly enforced. If the policies and rules above are not followed, Gainz Gym reserves the right to revoke childcare privileges permanently. Parents may or may not receive written warnings prior to privileges being revoked. Parents and guardians hereby certify that they have inspected the facility and equipment to be used in the play area, and are willing to assume all risks associated with their children using the same. Parents and guardians understand that each child will be engaged in activities that involve risk of serious injury and even death. Parents and guardians assume any and all risks associated with their children’s use of Gainz Gym facilities and participation in Gainz Gym activities. This assumption of risk is intended to be interpreted in the broadest sense possible, including but not limited to hidden dangers, negligence and gross negligence. Parents and guardians hereby release, discharge and waive any claim whatsoever against Gainz Gym, its owners, officers, agents, employees, representatives and others acting on its behalf, for any and all damages, injuries or death resulting from their children’s use of Gainz Gym facilities or their participation in any Gainz Gym event, program, class or activity.

TERM OF CONTRACT: Automatic Renewal; Termination; Keys A Member may freeze his or her account once per year, for a period of time not to exceed three (3) months. During the frozen period, the Member shall pay only $5.00 per month but shall not be permitted to use the Gainz Gym facilities. The period of time for which the account was frozen shall be added as an extension to the end of the current contract term. Except for month-to-month contracts, each term of a Member’s contract shall automatically renew unless the Member provides written notice of termination prior to the end of the contract term. The contract term shall be automatically renewed for an equal period of time not to exceed twelve (12) months. Members may terminate their contract by providing written notice (via email) prior to the end of the contract term. If such notice is provided less than thirty (30) days prior to the end of the contract term, the contract shall be extended for one month beyond the end of the current term. These terms do not apply if a member cancels according to statutory rights from the Health Spa Act which are stated later in this agreement. Termination of the contract by a Member prior to the end of the contract term shall not release the Member from the obligation to pay all remaining sums due or owing, plus all sums as shall become due or owing under the remainder of the contract term, unless the membership is transferred as set forth below. Gainz Gym may terminate the contract for good cause at any time. Good cause shall include but not be limited to failure of the Member, his or her Add-On’s, or his or her Guests, to follow any of these Terms and Conditions or any other rules or policies posted within the facility or on the website of Gainz Gym. In such event, no refund will be made and the Member shall continue to be responsible for payment of all monies due for the remainder of the contact (subject to the Transfer of Membership option set forth below). Upon termination of the contract, all Members and Add-On’s must return their keys to Gainz Gym. Failure to do so will result in a $10.00 fee.

ASSUMPTION OF RISK: Waiver and Indemnity; Liability for Damages or Loss Users of the facility understand and acknowledge the risk associated with fitness activities. Gainz Gym hereby gives notice that there is an inherent risk associated with use of its facilities. Users acknowledge that they are aware that fitness and other physical activities involve the risk of injury and even death. Users hereby represent that they are in good health and do not suffer from any infirmity, illness, disease, impairment or physical condition that would prevent them from participating in any event, program, class or activity of Gainz Gym without unreasonable risk of harm or injury. Users represent that they have permission or approval of their physician to participate in Gainz Gym activities. Users assume any and all risks associated with the use of Gainz Gym facilities and participation in Gainz Gym activities. This assumption of risk is intended to be interpreted in the broadest sense possible, including but not limited to hidden dangers, negligence and gross negligence. Users hereby release, discharge and waive any claim whatsoever against Gainz Gym, its owners, officers, agents, employees, representatives and others acting on its behalf, for any and all damages, injuries or death resulting from the use of Gainz Gym facilities or the participation in any Gainz Gym event, program, class or activity. Users shall be liable for any and all damages to property or persons caused by User, and shall defend, indemnify and hold harmless Gainz Gym from any and all loss, liabilities, damages, claims or litigation arising out of any such damage or loss. Users acknowledge that the facility has limited supervision. Users are encouraged not to bring valuables to the facility. Gainz Gym is not responsible or liable for loss, theft or damage to the personal property of Users.