Effective Date: July 28, 2025
These Wellness Program Participant Terms of Service (“Terms”) form a legally binding agreement between you (“you”, “Worker” or “Participant”) and us, Ontop IC Operations LLC, a Delaware limited liability company (“Ontop”), regarding your voluntary participation in the corporate wellness program (the “Program”) operated by ClassPass, LLC (“ClassPass”) and made available to you through your engagement with a corporate client of Ontop (the “Client”). The “Program” refers to the ClassPass Corporate Wellness Program as described in the ClassPass Corporate Wellness Program Terms and Conditions, available at:https://classpass.com/corporate-wellness/program-agreement/terms (the “ClassPass Terms”).
Please read carefully. By accessing or using the Program, you agree to be bound by these Terms. If you do not agree to these Terms, you may not participate in the Program.
1. Eligibility and Participation
Ontop, as a commercial partner of ClassPass LLC (the “ClassPass”), offers access to the Program to its Clients and designated participants. These Terms govern the Participant’s use of the Program as facilitated by Ontop.
2. Other Terms Applicable to You
2.1 ClassPass Corporate Wellness Program Terms and Conditions. By accepting these Terms you represent and warrant that you read, understand, and acknowledge, and accept that
2.2 Worker General Terms and Conditions. The Worker General Terms and Conditions, available at https://www.getontop.com/legal/ontop-platform-b2c-general-terms-and-conditions (“Worker T&Cs”) as amended from time to time, are incorporated by reference herein. Any capitalized terms that are not defined by these Terms will have the meanings ascribed to them in the Worker T&Cs. Any matter not governed and/or regulated under these Terms will be subject to the Worker T&Cs. In the event of any conflict or discrepancy between these Terms and the Worker T&Cs, the Worker T&Cs will prevail.
2.3 Privacy and Data Sharing. Client consents to the sharing of any personal or business information (including Client representative and Participant information) with ClassPass as required to enable access to the Program. All data is treated in accordance with Ontop’s Privacy Policy, available at https://www.getontop.com/legal/privacy-policy, as amended from time to time, and is incorporated by reference herein.
3. Program Participation, Eligibility, and Use
3.1 Participant Responsibilities.
Ontop and/or ClassPass may terminate your access to the Program at any time for violations of ClassPass Terms or these Terms.
3.2 Participant Access.
Access to the Program is granted in one of the following ways:
(i) Client-Sponsored Access: You may be granted access to the Program after the Client designates you as a Participant and pays Ontop a monthly subsidy that covers a pre-selected ClassPass membership tier. Once you are enrolled in the subsidized plan, you may, at your own discretion and cost, purchase additional credits or upgrades directly from ClassPass through the designated landing page. Ontop bears no responsibility for such additional purchases made by you.
(ii)Voluntary Enrollment: if available, you may voluntarily enroll in the Program without Client designation by submitting the participation form available at https://tally.so/r/mZrWDe (the “Participation Form”). By volunteering to enroll in the Program without Client’s designation, you acknowledge and agree that you are solely responsible for paying the fees specified in the Participation Form directly to Ontop. Such payment shall be non-cancelable and non-refundable.
3.2.1 Participant Eligibility and Designation. Each Participant must (i) either (a) be duly designated by the Client in accordance with the procedures established by Ontop and ClassPass, or (b) if available, voluntarily enroll in the Program by submitting the Participation Form; (ii) not to be a current or prospective customer of ClassPass or the Program; and (iii) be approved by ClassPass at its sole discretion. ClassPass retains the right to reject or remove any Participant from the Program at any time and for any reason, including but not limited to ineligibility or breach of applicable terms.
3.3 Obligations and Restrictions. You shall be bound by the ClassPass Terms, as amended from time to time. Ontop and ClassPass shall not be liable for any misconduct, misuse, or unauthorized access committed by you. You shall comply fully with the applicable Program rules, these Terms, and the ClassPass Terms. You shall further indemnify Ontop in the event of any breach, claim, or liability arising from or relating to any action or omission by any Participant.
4. Fees and Payment Terms
4.1 Fees. If designated by the Client, the initial Program access is paid for by the Client through a monthly subsidy for a specific ClassPass plan tier. If you choose to purchase additional ClassPass credits or services beyond the subsidized amount, such purchases are solely your responsibility and will be made directly with ClassPass. Ontop is not involved in and assumes no liability for such transactions. Alternatively, if available and you voluntarily choose to enroll in the Program by submitting the Participation Form, you agree to pay Ontop the monthly subsidy amount specified in the Participation Form. Such payment will entitle you to receive the corresponding credit amount as stated in the form. All amounts payable under this section are non-cancelable, non-refundable, and due in advance of enrollment.
4.2 Modifications. Ontop may, at its sole discretion, modify the applicable fees, the amount of credits included in the Program, or any other financial or service-related terms at any time, upon prior notice. Such modifications shall apply prospectively and will not affect any amounts already paid for the current billing period. If you are participating through the Participation Form, continued participation after notice of such modifications will constitute your acceptance of the updated terms.
4.3 Invoicing. If applicable, Ontop will issue invoices on a monthly basis. All fees are non-cancelable, non-refundable, and due within 30 calendar days of invoice issuance.
5. Beta Disclaimer
The Program is made available as part of a beta test and is provided "as is" for evaluation purposes only. Ontop makes no guarantees regarding its availability, reliability, or performance. Ontop may modify, suspend, or discontinue this feature at any time without prior notice. This clause is subject to Ontop’s Section 3.3 of the Worker T&Cs.
6. Nature of the Relationship
Nothing in these Terms shall be construed to create an employment, contractor, or agency relationship between you and Ontop. Your participation is voluntary and facilitated solely as a benefit offered by the Client through Ontop’s platform. You acknowledge that Ontop is not responsible for any acts or omissions of ClassPass, and your use of the Program is solely between you and ClassPass.
7. Liability
7.1. Scope of Liability. Ontop is not liable for any direct, indirect, incidental, consequential, or punitive damages arising from or related to your use or inability to use the Program, the ClassPass platform, or any related services. Ontop provides access to the Program “as is” and makes no warranties of any kind.
These Terms govern the Program made available by the Client to you through Ontop’s facilitation of access to the ClassPass Corporate Wellness Program. Ontop is not a party to, and disclaims any involvement in, any relationship or transaction between (i) the Client and any Participant, (ii) the Client and ClassPass, or (iii) any Participant and ClassPass. Ontop disclaims all responsibility or liability for the performance, availability, accuracy, quality, legality, compliance, or security of the Program or any underlying ClassPass services. Ontop does not control, manage, endorse, or provide support for the Program or any services offered by ClassPass. You acknowledge and agree that it shall assume full, sole, and unrestricted liability for all obligations arising from or related to the Program and from Client’s offer, including, without limitation, compliance with applicable laws, Participant support and communications, tax collection and remittance, resolution of disputes, and financial or operational matters. Accordingly, Ontop shall have no liability of any kind to you or the Client under these Terms, whether in contract, tort, statute, or otherwise.
7.2. Limitation of Liability. To the fullest extent permitted by law, Ontop shall not be liable to the you, any Client, or any third party for any damages, losses, costs, or liabilities arising out of or relating to this Agreement or the Program, whether based on contract, tort (including negligence), statute, or any other legal theory. Ontop’s total cumulative liability under or in connection with this Agreement shall not exceed zero U.S. Dollars ($0.00).
8. Indemnification
You shall defend, indemnify, and hold harmless Ontop, its affiliates, parent companies, officers, employees, agents, suppliers, and contractors (collectively, the “Released Parties”) from and against any claims, damages, losses, or expenses, including reasonable attorney fees, arising from or related to:(i) the your or any Client’s use of or access to the Program; (ii) any breach of the ClassPass Terms or Ontop Terms by the you or any Client; (iii) any claim by, or relating to, an alleging employment relationship exists between you and Ontop, regardless of the nature or basis of such claim; and (iv) any personal injury, property damage, loss, or other harm arising out of or in connection with the Program. Participation in the Program constitutes a release of Ontop and the Released Parties from any liability related to you or any Client use or misuse of the Program, including without limitation any alleged or actual damages, injuries, or other losses arising in connection with services provided by ClassPass.
9. Data Use and Consent
You consent to Ontop sharing your name, email, and other necessary personal data with ClassPass for the sole purpose of enabling your access to the Program. Ontop will process your data in accordance with its Privacy Policy, available at:
https://www.getontop.com/legal/privacy-policy.
10. Termination
Your access to the Program may be suspended or terminated at any time by Ontop, the Client, or ClassPass for any reason, including but not limited to breach of these Terms or the ClassPass Terms, ineligibility, or misuse of the Program.
11. Acceptance
By clicking “Accept” “Confirm” (or a similar confirmation button), or submitting your consent through the designated Participation Form (available at https://tally.so/r/mZrWDe) you acknowledge and confirm that: