These Terms govern and apply to your access and use of www.shaperace.com
and ShapeRace’s social networking services available via ShapeRace’s site and ShapeRace’s mobile apps (collectively, the “Service”). By accessing or using our Service, you agree to be bound all of the terms and conditions described in these Terms. If you (User) do not agree to all of these terms and conditions, do not use our Service.
USE OF THE SERVICE
Shaperace AB, (ShapeRace) owns and operates the website http://shaperace.com
(collectively, the Site). The Site, together with any software applications (including mobile applications) that are made available by ShapeRace (Apps), and together with all content, forums, information sharing functions (including the ability to post User-generated content, User Content), tools, transactions and other services available at the Site, are collectively referred to as the Service. Except certain aspects of the Service that may be available to Public Users, the Service is provided only to Clients (as such terms are defined below).
The following are the current terms and conditions for any and all use of the Service. The Service is offered subject to acceptance without modification of all of the terms and conditions contained herein (Terms of Service). The Terms of Service shall be deemed to include all other operating rules, policies and procedures that are referred to herein or in any App or that may otherwise be published by ShapeRace at the Site from time to time (collectively, Policies), including without limitation, the following Policies:
- Wagers Policy
- Rewards Policy
- Copyright Policy
IF YOU DO NOT AGREE TO ALL OF THE TERMS OF SERVICE, OR IF YOU ARE NOT ELIGIBLE OR AUTHORIZED TO ENTER INTO THIS AGREEMENT, THEN DO NOT DOWNLOAD ANY APP OR OTHERWISE ACCESS OR USE THE SERVICE IN ANY MANNER. COMPLETING THE REGISTRATION PROCESS, DOWNLOADING ANY APP OR OTHERWISE ACCESSING OR USING ALL OR ANY PART OF THE SITE OR SERVICE WILL CONSTITUTE ACCEPTANCE AND CREATE A LEGALLY ENFORCEABLE CONTRACT UNDER WHICH YOU AGREE TO BE BOUND BY ALL OF THE TERMS OF SERVICE, WITHOUT MODIFICATION.
ShapeRace reserves the right, at its sole discretion, to modify or replace the Terms of Service (including any Policy), in whole or in part, at any time. ShapeRace will use reasonable efforts to notify Users of any material change at least 30 days in advance of the effective date of any change. Change notices will be communicated by postings at the Site, via the Apps or, in the case of Clients, ShapeRace may also attempt to notify Clients by electronic mail. In any case, Users should periodically check the Terms of Service for changes.
Continued use of the Service following any such notice of any change to the Terms of Service shall constitute User's acceptance of those changes. The Terms of Service may not otherwise be amended, except by a written agreement executed by User and ShapeRace.
ShapeRace may modify or terminate the Site, any App or other aspect of the Service, in whole or in part, at any time.
CREATING A SHAPERACE ACCOUNT
In order to access and use ShapeRace, you will need to register and create an account (your “Account”). By creating an Account, you represent that you are of legal age to form a binding contract and are not a person barred from receiving services under the laws of the United States or other applicable jurisdiction. You agree to provide accurate, current and complete information about your Account. It is only possible to become a member through Facebook login.
When creating an Account, don’t:
- Login as another person than yourselves facebook account (or without that persons concent)
We reserve the right to suspend or terminate your Account if any information provided during the registration process or thereafter proves to be inaccurate, false or misleading. You are responsible for activities that occur under your Account. You agrees to notify ShapeRace immediately of any unauthorized use of the account or any other breach of security.
ShapeRace allows you and other users to post, link, store, share and otherwise make available certain information, images, videos, text and/or other content (“Content”). You are responsible for the Content that you post to the Service, including its legality, reliability, and appropriateness. By posting Content to the Service, you grant us the right and license to use, modify, publicly perform, publicly display, reproduce, and distribute such Content on and through the Service. You agree that this license includes the right for us to make your Content available to other users of the Service, who may also use your Content subject to these Terms. You retain any and all of your rights to any Content you submit, post or display on or through the Service and you are responsible for protecting those rights.
You can remove Content that you posted by specifically deleting it. In certain instances, however, some Content (such as posts or comments you make) may not be completely removed and copies of your Content may continue to exist on the Service and/or elsewhere. We are not responsible or liable for the removal or deletion of (or the failure to remove or delete) any Content on the Service.
You represent and warrant that: (i) the Content is yours (you own it) or you have the right to use it and grant us the rights and license as provided in these Terms, and (ii) the posting of your Content on or through the Service does not violate the privacy rights, publicity rights, copyrights, contract rights or any other rights of any person.
We ask that you respect our on-line community and other users when posting Content and using the Service. When submitting Content to or otherwise using the Service, you agree not to:
- submit material that violates a third party’s proprietary rights, including privacy and publicity rights, or that otherwise violates any applicable law;
- publish falsehoods or misrepresentations that could damage us, our users or any third party;
- publish any private information of someone, like their address, phone number, email address, and similar information without their permission;
- submit material that is unlawful, obscene, defamatory, libelous, threatening, pornographic, harassing, hateful, racially or ethnically offensive, or encourages conduct that would be considered a criminal offense, give rise to civil liability, violate any law, or is otherwise inappropriate;
- post advertisements;
- impersonate another person or represent yourself as affiliated with us, our staff or other industry professionals;
- harvest user names, addresses, or email addresses for any purpose.
This list is an example and is not intended to be complete or exclusive. We don’t have an obligation to monitor your access to or use of the Service or to review or edit any Content, but we have the right to do so for the purpose of operating the Service, to ensure your compliance with these Terms, or to comply with applicable law or the order or requirement of a court, administrative agency or other governmental body. We reserve the right, at any time and without prior notice, to remove or disable access to any Content, that we consider, in our sole discretion, to be in violation of these Terms or otherwise harmful to the Service.
The Service may include the ability for Users to incentivize their exercise programs and/or purchase other goods and services (collectively, Products) from ShapeRace, or from Site Affiliates or other third parties. Each User agrees to strictly comply with and be bound by all requirements (including without limitation, any payment requirement or restriction on copying, redistributing or reselling any Product) that may be specified in respect of the purchase or sale of any Product (Transactions). ShapeRace is only responsible for Products and corresponding Transactions where ShapeRace provides the Products (Direct Products) to the User (Direct Transactions), and has no liability for Products or corresponding Transactions where any Site Affiliate or other third party provides the Products (Indirect Products) to the User (Indirect Transactions).
As a result of its limited role as an intermediary in Indirect Transactions, ShapeRace has no control over the validity, quality, risk or legality of any Indirect Product or the terms and conditions of any Indirect Transaction. Therefore, each User agrees, in connection with any use of the Service related to any Indirect Transaction and any Indirect Product: (a) to release ShapeRace (and its licensors and suppliers) from any and all claims, demands, damages and liabilities, of any type and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with such use of the Service by such User (including any disputes arising therefrom); and (b) to attempt to settle any disputes directly with the counter-party in any Indirect Transaction.
Subject to the terms and conditions of its then current Wager Policy (which will be available at http://shaperace.com/legal/wagers),
ShapeRace offers Users the ability to incentivize their exercise programs by establishing separate contracts with ShapeRace (Wagers). Depending on whether or not the User complies with his or her commitments made through the Wager, and subject to the other terms and conditions of the Wager Policy, the User may be obligated to pay certain service fees to ShapeRace or, subject to the terms and conditions of its then current Rewards Policy (which will be available at http://shaperace.com/legal/wagers),
the User may be eligible to receive rewards from ShapeRace.
FEES AND PAYMENTS
Except as expressly provided otherwise in the Terms of Service, ShapeRace and each User is solely responsible for all of its costs and expenses related to the Service (including without limitation, the costs and expenses incurred by User in performing any Wager).
At this time, Users may access the Site, download Apps and use the Service without charge; except, however, Users that enter into Wagers are obligated by the payment terms required by the Wager. In the future, ShapeRace may decide to charge for downloading Apps or accessing certain other features of the Service (or to change the price charged for such features), in which case Users will be notified of that change in accordance with the section about Changes. In that event, should User elect to download such Apps or access or subscribe to such features, User hereby agrees to pay all applicable fees, in the amounts, at the times and subject to the other payment terms described on the Site. Such fees may be specified on a recurring basis (e.g., subscription fees), non-recurring basis (e.g., one-time fees) or episodic basis (e.g., fees due upon occurrence of certain events).
The fee to consummate any Transaction and receive the corresponding Product will be established by ShapeRace (in the case of Direct Transactions, including Wagers) or by the Site Affiliate or other third party (in the case of Indirect Transactions). User hereby agrees to pay ShapeRace (or the Site Affiliate or other third party, as applicable) all fees arising out of each Transaction he or she enters into, in the amounts, at the times and subject to the other payment terms specified for such Transaction.
Unless specified otherwise, all amounts payable hereunder shall be paid when due in specified currency, in immediately available funds by credit card, electronic funds transfer from a bank account or charge to a mobile telephone account, in full without set- off, counterclaim or deduction. Any amount not paid when due shall bear a late payment charge until paid at the rate of 1.5% per month or the maximum amount permitted by law, whichever is less. If any payment is past due, ShapeRace (or the Site Affiliate or other third party, as applicable) shall have the right to take whatever action it deems appropriate (including without limitation, suspending or terminating User's ability to access, use and/or benefit from the Service, Product or Transaction).
User agrees to reimburse ShapeRace for all reasonable costs (including attorneys' fees) incurred in collecting payments. All payments to ShapeRace (or the Site Affiliate or other third party, as applicable) are exclusive of federal, state, local and foreign taxes, duties, tariffs, levies, withholdings and similar assessments (including without limitation, sales taxes, use taxes and value added taxes), and User agrees to bear and be liable for the payment of all such charges (excluding taxes based upon the payee's net income).
CONTENT ON THE SERVICE
The Content available through the Service has not been reviewed, verified or authenticated by us, and may include inaccuracies or false information. We make no representations, warranties, or guarantees in connection with our Service or any Content on the Service, relating to the quality, suitability, truth, accuracy or completeness of any content contained in the Service. You acknowledge sole responsibility for and assume all risk arising from your use or reliance of any Content.
User acknowledges and agrees that the Site, Apps, Service and all content and other materials created by or for ShapeRace and made available on the Site or via the Service are protected by copyrights, trademarks, service marks, patents, trade secrets or other proprietary rights and laws, and ShapeRace (and its licensors) shall own and retain all rights, title and interests (including without limitation, all intellectual property and proprietary rights) therein and thereto.
Unless and only to the extent expressly authorized by ShapeRace, User agrees not to sell, license, rent, modify, distribute, copy, reproduce, transmit, publicly display, publicly perform, publish, adapt, edit or create derivative works of the Site, Apps, Service or such content and other materials. However, unless the Service otherwise restricts the Client from doing so, Client may download a copy of the Apps and print or download a reasonable number of copies of the content and other materials from the Site solely for the User's personal, non-commercial purposes; provided, that ShapeRace (or the applicable User, in the case of User Content) retains all copyright and other intellectual property and proprietary rights contained therein. Systematic retrieval of data or other content from the Site by any User to create or compile, directly or indirectly, a collection, database or directory is strictly prohibited without ShapeRace's express prior written permission.
IMPORTANT: If User desires to make any use of any App or Site content for any purpose other than personal, non-commercial purposes, then User shall first secure permission from the owner of that content.
User shall not directly or indirectly (a) use any App or any content and other materials from the Site in preparing any software, platform, website or service that is similar to (or that replicates any functionality of) the Site, any App or other aspect of the Service or (b) disassemble, decompile, reverse engineer or otherwise try to discover any source code or underlying organization, structures, ideas or algorithms of any App or Service platform (except and only to the extent these restrictions are expressly prohibited by applicable statutory law).
Reproducing, copying or distributing any App or content, materials or design elements from the Site for any other purpose is strictly prohibited without ShapeRace's express prior written permission. Attempting to access or use the Site, Apps, Service or content and other materials for any purpose not expressly permitted in the Terms of Service is prohibited.
If User provides ShapeRace with any description of errors or difficulties encountered in using the Service, or any assessment of the functions and performance of the Service, or suggested modifications, improvements and extensions to the Service (collectively, Feedback), then User agrees to assign and does hereby assign to ShapeRace all rights, title and interests (including patent rights, copyright rights and all other intellectual property and proprietary rights throughout the world) in and to all Feedback.
Our Service may be used and accessed for lawful purposes only. You agree that you will not do any of the following while using or accessing the Service: (i) attempt to access or search the Service or download Content from the Service through the use of any engine, software, tool, agent, device or mechanism (including spiders, robots, crawlers, data mining tools or the like) other than the software and/or search agents provided by us or other generally available third party web browsers; (ii) access, tamper with, or use non-public areas of the Service, our computer systems, or the technical delivery systems of our providers; (iii) gather and use information, such as other users’ names, real names, email addresses, available through the Service to transmit any unsolicited advertising, junk mail, spam or other form of solicitation; (iv) use the Service for any commercial purpose or for the benefit of any third party or in any manner not by these Terms; (v) violate any applicable law or regulation; or (vi) encourage or enable any other individual to do any of the foregoing. We reserve the right to investigate and prosecute violations of any of the above and/or involve and cooperate with law enforcement authorities in prosecuting users who violate these Terms.
You agree to indemnify and hold ShapeRace harmless from and against any and all costs, damages, liabilities, and expenses (including attorneys’ fees) we incur in relation to, arising from, or for the purpose of avoiding, any claim or demand from a third party that your use of the Service or the use of the Service by any person using your Account violates any applicable law or regulation, or the rights of any third party.
LINKS TO THIRD PARTY SITES
The Service may include links to other sites and services that are not operated by us. We are providing these links to you only as a convenience and are not responsible for the content or links displayed on such sites. You are responsible for and assume all risk arising from your use or reliance of any third party sites.
LICENSE TO SHAPERACE
By uploading, posting, submitting or otherwise distributing User Content of any kind to ShapeRace, the Site or via any App or other aspect of the Service, User hereby:
- agrees to grant and does hereby grant to ShapeRace and its affiliates and licensees a non-exclusive, transferable, perpetual, irrevocable, non-exclusive, royalty-free right and license (with right to sublicense), in all media (now known or hereafter developed), to use, reproduce, publicly display, publicly perform, adapt, collect, modify, delete from, distribute, transmit, promote and make derivative works of the User Content, in any form, solely for the purposes of offering, providing, operating, marketing and promoting the Site, any App and other aspects of the Service (including without limitation, being exported under content sharing arrangements with other websites); and
- represents and warrants that all User Content includes appropriate attribution to the copyright owner; and
- represents and warrants to ShapeRace that User owns or otherwise controls all rights to such User Content and that public disclosure and use of the User Content by ShapeRace (including without limitation, publishing content at the Site) will not infringe or violate the rights of any third party; and
- acknowledges and agrees that the User Content is intended to and will be made available to and used by ShapeRace and other Users.
IMPORTANT: User agrees not to contribute any User Content unless User has all of the rights (including rights from the copyright owner) necessary to grant ShapeRace the use license, and to satisfy all of the warranty requirements, described above.
ShapeRace may terminate User's access to or use of all or any part of the Service (including without limitation, any App) at any time, with or without cause, with or without notice, effective immediately.
Upon any termination, all rights and obligations of the parties shall cease and User shall immediately cease using the Service, except that (a) all obligations that accrued prior to the effective date of termination (including without limitation, all payment obligations) and all remedies for breach of the Terms of Service shall survive, (b) ShapeRace will reasonably cooperate with any terminated User in completing any Transaction entered into prior to termination and (c). After termination, ShapeRace has no obligation to maintain any content in Users's account, to make any payment to User pursuant to any Wager or to forward any unread or unsent messages to User or any other User or third party.
ShapeRace makes no representation that the Service is accessible, appropriate or legally available for use in locations outside Sweden, and accessing and using the Service is prohibited from territories where doing so would be illegal. Users that access the Service from other locations do so at their own initiative and are responsible for compliance with local laws.
You understand and agree that the App and the Service are provided to you “AS IS” and on an “AS AVAILABLE” basis. Without limiting the foregoing, WE EXPLICITLY DISCLAIM ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT OR NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE. We make no warranty that the App or the Service will meet your requirements or be available on an uninterrupted, secure, or error-free basis.
COPYRIGHT AND TRADEMARK NOTICES
The Terms of Service, Apps and other content and materials provided by ShapeRace are copyright © 2013-2014 Shaperace AB. and/ or its licensors or suppliers.
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