MEMBERSHIP AGREEMENT

XCEL Sports & Fitness, INC.

25 W Greenbrook Rd Fairfield, NJ 07004

All sales are final. All purchases are non-transferable, non-assignable and non-refundable.

Membership begins on enrollment and shall continue to rollover into a month-to-month agreement subject to the terms of cancellation listed on the agreement.

It is agreed by and between XCEL Sports & Fitness, INC.. and you, the undersigned Buyer (individually, if you are the Member, and/or as agent or guardian of the Member or responsible party), that you are purchasing a membership from XCEL Sports & Fitness, INC.. according to the terms on the subsequent pages of this Membership Agreement and the current Membership Policies and Club Rules and Regulations.

Your EFT/CC Billing Date: Your monthly dues will be automatically billed and collected electronically once a month beginning on FIRST DAY OF EACH MONTH and continuing on that same day, or within 3 days of that date, each month thereafter until terminated in the manner provided below.

How to Cancel Your Monthly Dues Membership: You may cancel your membership (and thereby the continued billing of the monthly dues through EFT/CC) by completing our request for cancellation form at least thirty days prior to the billing date, which is the first of every month. The request for cancellation must be completed at XCEL Sports & Fitness, INC., 25 W Greenbrook Rd Fairfield, NJ 07004 between the business hours of 10:00 a.m. and 4:00 p.m. EST, Monday through Friday or by scheduled appointment, and signed in duplicate by the manager on duty. If the notice is completed at least 30 days prior to your next billing date, no further billing will occur. If the notice is completed less than 30 days prior to your next billing date one more billings will occur. The cancellation shall not be effective, nor shall dues cease to accrue, until the Member has also returned the Membership card and made full payment of all dues and indebtedness accrued up to the effective date of the cancellation.

Early cancellation of an annual contract is subject to $150.00 early termination fee.

Verbal Expression of your desire to cancel is not sufficient notice.

Membership agreements CANNOT be cancelled while the account is in a freeze period.

A freeze request CANNOT be made while the account is within the 30 days’ notice period prior to cancellations.

EFT/CC Request: Buyer (individually and as agent or guardian of Member) hereby authorizes XCEL Sports & Fitness, INC. to make periodic charges to or withdrawals from (a) the account used to pay the initial payment described above, or (b) a replacement account hereafter used for payment of any sums due to XCEL Sports & Fitness, INC. under this agreement, including but not limited to Buyer’s balance due if not paid by the due date, or for any other use by the Buyer of XCEL Sports & Fitness, INC. facilities or services (the “EFT”), as follows: Monthly membership dues will begin on the 1st of the month following your membership sign up date, as described above. In the event sufficient funds are not available in Buyer’s account or debits are otherwise not accepted, XCEL Sports & Fitness, INC. may resubmit the charge. If the resubmittal is returned uncollected, the rejected amount plus a $25.00 service charge may be added to Buyer’s next regularly scheduled debit. Buyer understands the Buyer is entitled to notice of all varying changes and withdrawals under the EFT, but Buyer waives the right to receive prior notice for changes or withdrawals with respect to any uncollected monthly dues payments or portions of the balance due described above and the corresponding service program charges, both of which Buyer agrees are not varying charges and withdrawals. Buyer understand that Buyer is in full control of Buyer’s payment and that this EFT/CC request will remain in effect until XCEL Sports & Fitness, INC. receives written notice of termination of this Agreement and has a reasonable opportunity to the act on that notice.

If you decide to change your billing information, a 30 day notice is required. Buyer may timely notify the financial institution in control of Buyer’s account to terminate this EFT/CC request, but such notification will not otherwise affect this Agreement and Buyer’s obligations herein.

Rules Regulations & Policies

For the purpose of these Rules, Regulations and Policies and related descriptive materials, the term “Management” means the ownership and management of the XCEL Sports & Fitness, INC: the term “Club” means the facilities owned and operated by the management at 25 W Greenbrook Rd Fairfield, NJ 07004; the term “Members means those individuals entitled to use the Club under the terms of a written agreement with Management; the term “Family Member” means legal spouse, child or legal dependent under the age of 21 living in the household of a Member; the term “Corporate” means a bona fide group of three or more individuals related by common employment.

Article I – General Provisions

Member certifies that the above information provided by the Member is truthful and accurate in all material respects and contains no misleading statement or any omissions of any material information. Membership is open to any individual without regard to race, sex, ethnic background or religion. If applicant is less than 18 years of age, parent or legal guardian must co-sign membership agreement. The member does not acquire an equity interest in the Club or Management, but rather a license entitling him or her to use the Club’s facilities. Unless otherwise stated in writing, all Memberships are nontransferable, non-assignable and nonrefundable.

The classification of Members, the amount of dues payable by the Members classification, the amount of members admitted, the termination of Members, and all other questions affecting or relating to the Members or Membership will not confer upon the Member or carry with it any interest in the property of the Club, financially or otherwise. Management shall provide to Members facilities and services described in these Regulations and related descriptive materials provided that Management may alter the facilities in any way it deems desirable; Management may restrict the use of facilities permit maintenance, repair or construction of new facilities; and Management may cease providing all facilities and services to all the Members upon Managements giving notice of such. Management reserves the right to revise and add to these Rules, Regulations and Policies from time to time as it deems necessary for the benefit, comfort and enjoyment of the Members, and the reasonable and proper management of the club.

Unavailability of Facility in the event that The XCEL Sports & Fitness, INC. is closed for a period longer than (30) days through no fault of the Member, and the Club fails to provide a comparable facility within ten miles designated in the health club contract, the Member is entitled to either extend the Contract for a period equal to that during which The XCEL Sports & Fitness, INC. is closed, or to receive a prorated refund of the amount paid by the Member under the Contract by dividing the full contract amount, including the initiation fee, by the number of weeks in the contract term and multiplying the result by the number of weeks elapsed in the contract term.

Article II – Memberships Classifications

Managements shall establish classifications of Memberships and may add, delete, modify or otherwise change such classifications and related privileges services of Membership as it deems necessary.

Change of Classifications

Members may change their Membership classification upon written request and payment of additional initiation fees and or dues, if required. No change of Membership Classification shall result in a refund of previously paid initiation fees and annual fees.

Membership Responsibilities

It is understood by the Member that this Agreement is conditional upon completion of the following forms: “Physician Permission Form,” “Informed Consent for Exercise Treatment” and the “Release From Future Liability.” Moreover, the Member hereby certifies that to the best of his knowledge the “Physician Permission Form” was completed by a bona fide, duly licensed, medical doctor, M.D.

Annual Maintenance Agreement

Every Member enrolled on a membership will be required to pay a Annual Maintenance Agreement (AMA) of $29.99, pursuant to their membership in addition to their monthly dues for programs, equipment, classes, facility upgrades and maintenance. (Does not include Fairfield Basic PIF & Fairfield 3 Months PIF).

Application

Each applicant for Membership shall complete and submit to Management and application on the form provided.

Review of Qualifications

Management shall review each applicant and reserves the right to disapprove any Membership application.

Membership Agreement and Payment of Charges

Applicants must sign the Membership Agreement and submit it along with the appropriate initial charges, if any, at the time the application for Membership is made. Amounts submitted by applicants not admitted to Membership will be promptly refunded in full.

Guest Privileges

Member shall be entitled to bring a guest or guests to the Club, but only pursuant to such rules, regulations, fees, schedules and/or charges for such guest or guests as may then be enforced by the Club. The Club reserves the right to the limit the number of guests or the number of times any one guest can use the Club facilities and reserves all rights to exclude any guest whose use of the facilities, in the sole opinions of the Club, would be determined to the Guest. Club or any of its Members. No guest may use the facilities without registering at the reception desk.

Membership Freeze

A membership freeze is a courtesy provided by the XCEL Sports & Fitness, INC. during which time a member will not be granted access nor be able to utilize the facilities of XCEL Sports & Fitness, INC. Members are entitled to freeze their membership. A freeze can be placed on an account for a minimum of 1 month and maximum of 3 calendar months per calendar year. Frozen memberships must be for entire month’s beginning on the first of the month. Members may be granted a longer freeze term provided they have a doctor’s note stating the reason for the extension. Freeze privileges must be used within one year and will not carry over into future Membership Agreements. There will be $15 (fifteen dollar) fee for each frozen month that will be deducted as an EFT payment. The freeze is not valid until all monies have been received and account is up to date. The payment terms of the membership agreement are unaltered by a membership freeze. Monthly payments required by the membership agreement must be current before a “freeze” will be granted. XCEL Sports & Fitness, INC. serves the right to unfreeze a membership at any time should the member’s account become past due. During the freeze period. Members will not be permitted to access club facilities, with the exception of membership administration. Annual Members still under their contractual period will continue to be billed through the freeze period and the frozen months’ billing will be adjusted at the beginning of the rollover period. Month – Month members’ billing will be suspended during the freeze period. Members are subject to any membership dues increase that occur during their leave of absence.

Membership Agreements CANNOT be cancelled while the account is in a freeze period. A request for a freeze CANNOT be made while the account is within the 30 days notice period prior to cancellation.

Article III – Cancellation of Memberships

How to Cancel Your Monthly Dues Membership: You may cancel your membership (and thereby the continued billing of the monthly dues through EFT/CC) by completing our request for cancellation form at least thirty days prior to the billing date, which is the first of every month. The request for cancellation must be completed at XCEL Sports & Fitness, INC, 25 W Greenbrook Rd Fairfield, NJ 07004 between the business hours of 10:00 a.m. and 4:00 p.m. EST, Monday through Friday or by scheduled appointment, and signed in duplicate by the manager on duty. If the notice is completed at least 30 days prior to your next billing date, no further billing will occur. If the notice is completed less than 30 days prior to your next billing date one more billings will occur. The cancellation shall not be effective, nor shall dues cease to accrue, until the Member has also returned the Membership card and made full payment of all dues and indebtedness accrued up to the effective date of the cancellation.

Verbal Expression of your desire to cancel is not sufficient notice.

Membership agreements CANNOT be cancelled while the account is in a freeze period.

A freeze request CANNOT be made while the account is within the 30 days’ notice period prior to cancellations.

EFT/CC Request: Buyer (individually and as agent or guardian of Member) hereby authorizes XCEL Sports & Fitness, INC. to make periodic charges to or withdrawals from (a) the account used to pay the initial payment described above, or (b) a replacement account hereafter used for payment of any sums due to XCEL Sports & Fitness, INC. under this agreement, including but not limited to Buyer’s balance due if not paid by the due date, or for any other use by the Buyer of XCEL Sports & Fitness, INC. facilities or services (the “EFT”), as follows: Monthly membership dues will begin on the 1st of the month following your membership sign up date, as described above. In the event sufficient funds are not available in Buyer’s account or debits are otherwise not accepted, XCEL Sports & Fitness, INC. may resubmit the charge. If the resubmittal is returned uncollected, the rejected amount plus a $25.00 service charge may be added to Buyer’s next regularly scheduled debit. Buyer understands the Buyer is entitled to notice of all varying changes and withdrawals under the EFT, but Buyer waives the right to receive prior notice for changes or withdrawals with respect to any uncollected monthly dues payments or portions of the balance due described above and the corresponding service program charges, both of which Buyer agrees are not varying charges and withdrawals. Buyer understand that Buyer is in full control of Buyer’s payment and that this EFT/CC request will remain in effect until XCEL Sports & Fitness, INC. receives written notice of termination of this Agreement and has a reasonable opportunity to the act on that notice. If you decide to change your billing information, a 30 day notice is required. Buyer may timely notify the financial institution in control of Buyer’s account to terminate this EFT/CC request, but such notification will not otherwise affect this Agreement and Buyer’s obligations herein.

Article IV – Miscellaneous Provisions
Dues Adjustments

Management retain the right to change at any time the amount of fee for any Class of Membership, and will make every effort to provide 60 days written notice in advance to the member.

Member’s Physical Condition

Physical examinations are recommended for all Members, but required for Member’s 45 years of age or older, and those with history of heart problems, high blood pressure and other risk factors or illnesses. These Members will be required to get a physician’s clearance before using the facilities. Management assumes no responsibility for injury or loss caused by a Member’s condition. Members shall not use the club facilities in such a way as to endanger their health or that of others.

Membership Card

Each Member will be issued a Membership card, bearing his or her name, good as long as the Membership Agreement under which it was issued is valid. The Membership Card must be presented to Management employees in order to utilize the Club. Lost cards must be replaced and a fee shall be charged. Membership cards must be returned upon cancellation.

Exercise Clothing

Proper attire is to be worn during use of the club facilities at all times. Proper attire includes gym shorts, t-shirts, sweat suits, tights, and leotards. Men must wear shirts that adequately cover the shoulder and chest areas.

Club Etiquette

Member agrees to be subject to the control of the Management, its agents, representatives and/or employees. Member agrees to conduct him or herself in a quiet, well-mannered fashion while using the facilities.

Article V – Liability

Member agrees and understands that the use of the Club and the equipment therein, and the exercise and activities to be done by the Member involve a degree of risk. Member expressly agrees that he/she assumes all risks related to the use of the Club. Accordingly, Member releases, indemnifies, discharges, absolves and holds harmless the Club, their agents, employees, instructors, assigns, officers, shareholders, partners and successors from any and all claims, suits, demands, causes of action, damages or liability arising out of or in any manner related to any activity engaged in by the technology, media, instructors, trainers, staff, assigns, officers, shareholders, partners, and successors.

Notice of Customer

You are entitled to a copy of this contract at the time you sign up.

You may cancel this contract at any time before midnight of the third operating day after receiving a copy of this contract. If you choose to cancel this contract, you must either:

Send a signed and dated written notice of cancellation by registered or certified mail, return receipt requested; or

Personally deliver a signed and dated written notice of cancellation to:

XCEL Sports & Fitness, INC

25 W Greenbrook Rd

Fairfield, NJ 07004

If you cancel this contract within the three-day period, you are entitled to a full refund of your money minus merchant fees collected by the banking industry. If the third operating day falls on a Sunday or Holiday, notice is timely given if it is mailed or delivered as specified in this notice on the next operating day. Refunds must be made within 30 days of receipt of the cancellation notice to the health club. “Operating Day” means any calendar day on which patrons may inspect and use the health club’s facilities and services during a period of at least eight hours, except holidays and Sundays. In the event that you suffer any loss by reason of breach of contract or bankruptcy by the seller, please contact: Department of Law and Public Safety, Division of Consumer Affairs, Office of Consumer Protection. Regulated Business Section P.O. Box 45028, Newark, NJ 07101, Telephone: (973) 504 – 6370.

I hereby acknowledge that I have read the above carefully and agree to the terms and conditions stated herein.