Terms And Conditions

TERMS AND CONDITIONS

Last updated Feb 27, 2024


These terms of service (hereinafter the “Terms”) govern your access to and use of the website and other online products and services provided to you by HIGH SOFTWARE DEVELOPMENT S.R.L., a Romanian limited liability company, with the headquarter in 1 Eugeniu de Savoya Street, 2 nd floor, Timisoara, Timis, postal code 300055, registered under the Trade Registry under no. J35/1917/2021, Sole Identification Number (CUI) RO44249764 (hereinafter “us”, “we”, or “our”), which include HIGH SOFTWARE DEVELOPMENT S.R.L. website - https://app.sportvibez.io (hereinafter the “Site”), our web application software – SPORTVIBEZ (hereinafter the “Web Application Software”) and/or our downloadable application software for smartphones and for mobile and wireless devices – SPORTVIBEZ (hereinafter the “Downloadable Application Software”) with all related tools and services (hereinafter collectively the “HIGH SOFTWARE DEVELOPMENT Service”). BY ACCEPTING THESE TERMS OR USING THE HIGH SOFTWARE DEVELOPMENT SERVICE YOU AGREE THAT YOU ARE ENTERING INTO AN AGREEMENT WITH US AND AGREE TO BE BOUND BY THESE TERMS. IF YOU DO NOT AGREE TO ALL OF THESE TERMS, DO NOT USE HIGH SOFTWARE DEVELOPMENT SERVICE. IF YOU ARE ENTERING INTO THIS AGREEMENT ON BEHALF OF A COMPANY OR OTHER ENTITY, YOU REPRESENT THAT YOU ARE AN EMPLOYEE OR AGENT OF SUCH COMPANY (OR OTHER ENTITY) AND YOU HAVE THE AUTHORITY TO ENTER INTO THIS AGREEMENT ON BEHALF OF SUCH COMPANY (OR OTHER ENTITY).


We may make changes to these Terms from time to time. The “Last Updated” date indicates when these Terms were last changed. If we make future changes, we will provide you with notice of such changes by providing a notice through the HIGH SOFTWARE DEVELOPMENT Service or updating the date at the top of these Terms. Unless we say otherwise in our notice, the amended Terms will be effective immediately, and your continued use of the HIGH SOFTWARE DEVELOPMENT Service after we provide such notice will confirm your acceptance of the changes. If you do not agree to the amended Terms, you must stop using the HIGH SOFTWARE DEVELOPMENT Service.


WEB APPLICATION SOFTWARE

The Web Application Software is a web application software for analytics, creation and managing content in various fields such as nutrition, food supplements, training and exercises, for managing customers and payments, for data analysis and tracking, for performance tracking, for monitoring and planning activities in fields such as nutrition, food supplements, training and exercises. The Web Application Software allows you as a trainer to invite clients (in a physical, hybrid and/or online mode and for which an automatic invitation shall be sent through the Site) and thus to create a list of clients and/or groups of clients for which you create workouts, nutrition, meals and exercise plans.


DOWNLOADABLE APPLICATION SOFTWARE

The Downloadable Application Software is a downloadable application software for smartphones, for smart TV, for mobile devices, for wireless devices and for use in implementing the Internet of Things [IoT] for collection, storage and display of content in various fields such as nutrition, food supplements, training and exercises, for data analysis and tracking, for 2 performance tracking and for monitoring activities in various fields such as nutrition, food supplements, training and exercises. The Downloadable Application Software allows you as an end user to access the workouts, nutrition, meals and exercise plans created by the trainer following your acceptance of the invitation received from the trainer.


HIGH SOFTWARE DEVELOPMENT SERVICE

The HIGH SOFTWARE DEVELOPMENT Service involves 2 (two) types of users: a) trainer user (hereinafter the “Trainer User”) and b) end user (hereinafter the “End User”) (hereinafter each a “User”). The HIGH SOFTWARE DEVELOPMENT Service, respectively the Web Application Software allows the Trainer User to add clients (the “End Users”), in a physical, hybrid and/or online mode and for which an automatic invitation shall be sent through the Site, by indicating their first and last name and their email address, and thus to create a list of clients and/or groups of clients for which the Trainer User create workouts, nutrition plans, exercises and meals within the Web Application Software. The HIGH SOFTWARE DEVELOPMENT Service, respectively the Downloadable Application Software allows the End User to access the workouts, nutrition plans exercises and meals created by the Trainer User within the Web Application Software following the End User’s acceptance of the invitation received from the Trainer User and the registration into the Downloadable Application Software.


ELIGIBILITY

You – the User - must be at least 16 years of age to access or use HIGH SOFTWARE DEVELOPMENT Service. If you are accessing or using HIGH SOFTWARE DEVELOPMENT Service on behalf of another person or entity, (a) all references to “you” throughout these Terms will include that person or entity, (b) you represent that you are authorized to accept these Terms on that person or entity’s behalf and (c) the person or entity agrees to be responsible to us if you or the other person or entity violates these Terms. If you are accessing or using HIGH SOFTWARE DEVELOPMENT Service on behalf of another person or entity, you represent that you are authorized to accept these Terms on that person or entity’s behalf and that the person or entity agrees to be responsible to us if you or the other person or entity violates these Terms. If you are using HIGH SOFTWARE DEVELOPMENT Service you confirm that you are at least 16 years old and you agree to be bound by these Terms.


If you are accessing or using HIGH SOFTWARE DEVELOPMENT Service on behalf of another person or entity, (a) all references to “you” throughout these Terms will include that person or entity, (b) you represent that you are authorized to accept these Terms on that person or entity’s behalf and (c) the person or entity agrees to be responsible to us if you or the other person or entity violates these Terms. If you are accessing or using HIGH SOFTWARE DEVELOPMENT Service on behalf of another person or entity, you represent that you are authorized to accept these Terms on that person or entity’s behalf and that the person or entity agrees to be responsible to us if you or the other person or entity violates these Terms.

You – the End User – must be medically fit, clinically healthy, without dietary restrictions and having no allergens to access and use HIGH SOFTWARE DEVELOPMENT Service, respectively the Downloadable Application Software. If you are using HIGH SOFTWARE DEVELOPMENT Service, respectively the Downloadable Application Software, you confirm that you are, up to your knowledge, medically fit, clinically healthy, without dietary restrictions and having no allergens.


REGISTRATION AND AUTHENTICATION

The User must create an account before using HIGH SOFTWARE DEVELOPMENT Service. You must provide complete and accurate information as requested in the registration process, and must maintain and update all information provided as required to keep it current, complete and accurate. Any failure to do so may, among other things, result in deletion of your account 3 and a refusal to allow you to resume any use of HIGH SOFTWARE DEVELOPMENT Service. Account credentials may not be shared or transferred. You agree to maintain the security and confidentiality of email address and password. You are responsible for any and all activities that occur under your account, and you agree to immediately notify us of any unauthorized use of your account or any other breach of security related to your account or HIGH SOFTWARE DEVELOPMENT Service. In order to register, you – the Trainer User - need to sign up and log in through the Site dashboard https://app.sportvibez.io and you – the End User - need to sign up and log in through the Downloadable Application Software.

PRIVACY POLICY. COOKIE POLICY

Please refer to our Privacy Policy for information about how we collect, use and disclose information about you. As for Cookie Policy, we use cookies, the Google Analytics service and/or other techniques for collecting personal data, thus please refer to our Cookie Policy.


OWNERSHIP; COPYRIGHT; TRADEMARKS

Ownership of the Web Application Software, the Downloadable Application Software, the Site and HIGH SOFTWARE DEVELOPMENT Service belongs to us or to our licensors and the Web Application Software and the Downloadable Application Software are protected by Romania and international copyright laws. No title to or ownership of the copyright on the Web Application Software, the Downloadable Application Software, the Site, the HIGH SOFTWARE DEVELOPMENT Service or any proprietary rights associated with them is transferred to you by these Terms, except for those expressively stipulated hereunder. “SPORTVIBEZ” represents the name of the Web Application Software, of the Downloadable Application Software, of the Site and our service name and “SPORTVIBEZ” logo is our registered trademark and may not be copied, imitated or used, in whole or in part, without our prior written permission.


LICENSE

  • License Grant. Subject to these Terms, we hereby grant to: a) the Trainer User a limited, non-exclusive, non-transferable, non-sub-licensable, revocable license to access and use the HIGH SOFTWARE DEVELOPMENT Service, respectively the Web Application Software in relation to the Authorized Permitted Uses defined below. b) the End User a limited, non-exclusive, non-transferable, non-sub-licensable, revocable license to access and use the HIGH SOFTWARE DEVELOPMENT Service, respectively the Downloadable Application Software in relation to the Permitted Uses defined below.
  • Restrictions and Limitations. Such licenses does not include the right to: (a) license, sublicense, transfer, assign, distribute or otherwise commercially exploit or make the HIGH SOFTWARE DEVELOPMENT Service, or any portion thereof, available to any third party, except as expressly permitted herein and subject to the terms set forth in these Terms; (b) reverse engineer, disassemble, or decompile the the Web Application Software and/or the Downloadable Application Software or otherwise attempt to discover the source code for, or any trade secrets related to, the the Web Application Software and/or the Downloadable Application Software or the HIGH SOFTWARE DEVELOPMENT Service; (c) remove any copyright, trademark or other proprietary notices from HIGH SOFTWARE DEVELOPMENT, or any component thereof; (d) modify, alter or create any derivative works of the HIGH SOFTWARE DEVELOPMENT Service or any component thereof; (e) reproduce the Web Application Software and/or the Downloadable Application Software or HIGH SOFTWARE DEVELOPMENT Service or copy any features, functions, or content thereof, except as expressly permitted under these Terms; or (f) use the HIGH SOFTWARE DEVELOPMENT 4 Service, or any component thereof, for any purposes other than as expressly permitted herein. All rights not expressly granted in these Terms are reserved by us.

    • FEEDBACK

    In the event that you – the User - provide us with any questions, comments, suggestions, opinions, observations, usage information, or feedback on the HIGH SOFTWARE DEVELOPMENT Service, including ideas for improvements, enhancements and other changes (hereinafter collectively the “Feedback”), you agree that such Feedback is the confidential information of ours and we are the sole owner of all Feedback, including all copyright, trademark, trade secret and other intellectual property rights therein, and may use and implement such Feedback in whole or in part without any notice or attribution, payment or other compensation, to you or any third party. You hereby assign to us all right, title and interest you may have in and to all Feedback. You further agree to execute such documents and take, at our expense, such actions as we may reasonably request to effect, perfect, confirm and enforce our ownership interests and other rights.


    USER CONTENT AND CONDUCT

  • Trainer User Content Rules You, the Trainer User, may create, store and share content resulted from the use of HIGH SOFTWARE DEVELOPMENT Service, respectively of the Web Application Software (hereinafter the “Trainer User Content”). You, the Trainer User, may use and share the Trainer User Content only in connection with uses authorized by us through the HIGH SOFTWARE DEVELOPMENT Service and the Site (hereinafter “Authorized Permitted Uses”). You, the End User, may not create, store and share content resulted from the use of HIGH SOFTWARE DEVELOPMENT Service, respectively of the Downloadable Application Software. You, the End User may only use the Trainer User Content only for your private use (hereinafter “Permitted Uses”).
    You, the Trainer User, are solely responsible for your Trainer User Content, and we are neither responsible nor liable for any Trainer User Content or for the use, availability, deletion, correction, destruction, damage, or loss thereof. You may post or otherwise share only the Trainer User Content that you have all necessary rights to post or share. You will not create, upload, transmit, publish or otherwise use, on or in connection with the HIGH SOFTWARE DEVELOPMENT Service, any Trainer User Content that: (a) infringes upon or violates the rights of any third party including any copyright, trademark, trade secret, or other intellectual property rights, rights of publicity, rights of privacy or contract rights; (b) infringes upon or violates the Authorized Permitted Uses (c) is illegal, defamatory, obscene, pornographic, vulgar, indecent, lewd, offensive, threatening, abusive, harmful, inflammatory, deceptive, false, misleading, or fraudulent; (d) promotes hatred, discrimination, bigotry, racism, harassment, violence or harm against any individual or group; (e) violates, or encourages any conduct that would violate, any applicable laws, rules or regulations or give rise to any civil liability; (f) contains any viruses, corrupted data or other harmful, disruptive or destructive files; (g) restricts, interferes with or inhibits any other person from using or enjoying the HIGH SOFTWARE DEVELOPMENT Service; (h) impersonates, or misrepresents your affiliation with, any person or entity; (i) contains any unsolicited promotions, campaigning, advertising or solicitations; (j) in our sole judgment, is objectionable, restricts or inhibits any other person from using or enjoying the HIGH SOFTWARE DEVELOPMENT Service; or (k) that would otherwise expose us or any third party to liability, special regulations or harm of any kind. We reserve the right to delete or block access to any Trainer User Content at any time and for any reason in our sole discretion, 5 including if we receives any notices or otherwise believes that such Trainer User Content may be in violation of these Terms or may otherwise violate the rights of, or cause any harm or liability of any kind to, us or any third party.
  • License to Trainer User Content. We claim no ownership rights in your Trainer User Content. We will not reproduce, distribute, process, publish, display, perform, adapt, modify, analyze and otherwise use the Trainer User Content and any name, username or likeness provided in connection with your Trainer User Content in any media formats and channels now known or later developed; Our use of the Trainer User Content is subject to the usage limitations and confidentiality obligations set forth in Section 11 below. At our sole discretion, in case we, at any time, select you – the Trainer User – to become our or one of our brand ambassadors, you agree to allow us to use the Trainer User Content, in whole or in part, and any name, username or likeness provided in connection with your Trainer User Content in any media formats and channels now known or later developed. In case we will consider it appropriate, a separate agreement will be concluded in this regard.
  • User Conduct Rules. In using the HIGH SOFTWARE DEVELOPMENT Service, you – the User - must at all times comply with all applicable laws, rules and regulations. All rights not expressly granted in these Terms are reserved by us. You are solely responsible for your conduct while using the HIGH SOFTWARE DEVELOPMENT Service. User is solely responsible for User’s conduct and agrees not to do any of the following in connection with the HIGH SOFTWARE DEVELOPMENT Service: (a) use the HIGH SOFTWARE DEVELOPMENT Service other than for its intended purpose, respectively other than for the Authorized Permitted Uses or for the Permitted Uses and in any manner that could interfere with, disrupt, negatively affect or inhibit other users from fully enjoying and using the HIGH SOFTWARE DEVELOPMENT Service or that could damage, disable, disrupt, overburden or impair the functioning of the HIGH SOFTWARE DEVELOPMENT Service in any manner; (b) use or attempt to use another User’s account without authorization from that user and us; impersonate or post on behalf of any person or entity or otherwise misrepresent your affiliation with a person or entity; (c) stalk, intimidate, threaten, or otherwise harass or cause discomfort to other users; (d) send distribute or post spam, unsolicited or bulk commercial electronic communications; (e) harvest or otherwise collect or disclose information about other users without their consent; (f) use  the HIGH SOFTWARE DEVELOPMENT Service for any illegal or unauthorized purpose or engage in, encourage, or promote any illegal activity, or any activity that violates these Terms;  (g) circumvent or attempt to circumvent any filtering, security measures or other features we may from time to time adopt to protect us, the HIGH SOFTWARE DEVELOPMENT Service, our users or third parties; (h) use any data mining, robots or similar data gathering or extraction methods designed to scrape or extract data from the HIGH SOFTWARE DEVELOPMENT Service; (i) develop or use any applications that interact with the HIGH SOFTWARE DEVELOPMENT Service without our prior written consent; and (j) reverse engineer, disassemble, or decompile any aspect of HIGH SOFTWARE DEVELOPMENT Service or otherwise attempt to discover the source code for, or any trade secrets related to, the HIGH SOFTWARE DEVELOPMENT Service. You acknowledge and agree that we are not liable in any manner for the conduct of other users of the HIGH SOFTWARE DEVELOPMENT Service.

    • CONFIDENTIALITY

    We treat your Trainer User Content as your "Confidential Information" in accordance with the terms of this Section 11. We will not, without your consent, use the Confidential Information or disclose the Confidential Information to any third party other than to our officers, directors, 6 employees, agents, assigns, service providers who need to access such Confidential Information in connection with the HIGH SOFTWARE DEVELOPMENT Services and who are bound by confidentiality obligations to protect the confidentiality of such information or as required by law. We will use at least reasonable care to protect the confidentiality of the Confidential Information. In the event that we are required by law to disclose any of your Confidential Information, by judicial or administrative order or otherwise, we will (to the extent legally permissible) use commercially reasonable efforts to give you notice of such requirement and permit you to intervene in any relevant proceedings to protect your interests in your Confidential Information. Confidential Information will not include, and the obligations herein will not apply to, any information or content: (a) that is known to us, prior to receipt from you, or is obtained from a source other than one having an obligation of confidentiality to you; (b) that has become known (independent of disclosure by you) to us directly or indirectly from a source other than one having an obligation of confidentiality to you; or (c) that has become publicly known or otherwise ceases to be secret or confidential, except through a breach of this section by us, including if you designate it as “public” or post such information or content in a public area.


    REPRESENTATIONS AND WARRANTIES

    You – the Trainer User - represent and warrant that (a) you have all necessary rights to use the Trainer User Content; (b) the Trainer User Content and the use thereof as contemplated under these Terms does not and will not infringe upon or violate the intellectual property, privacy or other rights of any third party or these Terms, and (c) you will comply with all applicable laws, rules or regulations in connection with your use of the HIGH SOFTWARE DEVELOPMENT Service. You – the End User - represent and warrant that you will comply with all applicable laws, rules or regulations in connection with your use of the HIGH SOFTWARE DEVELOPMENT Service.


    INDEMNIFICATION

    To the fullest extent permitted by applicable law, you – the User - will indemnify, defend and hold harmless us and our subsidiaries and affiliates, and each of our respective officers, directors, agents, partners and employees (individually and collectively, the “Company Parties”) from and against any losses, liabilities, claims, demands, damages, expenses or costs (“Claims”) arising out of or related to (a) your access to or use of the HIGH SOFTWARE DEVELOPMENT Service; (b) (for Trainer User) your Trainer User Content; (c) your Feedback; (d) your violation of these Terms; (e) your violation, misappropriation or infringement of any rights of another (including intellectual property rights or privacy rights); (f) your conduct in connection with the HIGH SOFTWARE DEVELOPMENT Service; or (g) any breach or alleged breach of any of the representations or warranties set forth in these Terms. You – the User - agree to promptly notify Company Parties of any third-party Claims, cooperate with Company Parties in defending such Claims and pay all fees, costs and expenses associated with defending such Claims (including attorneys' fees). You also agree that the Company Parties will have control of the defense or settlement, at our sole option, of any third-party Claims. This indemnity is in addition to, and not in lieu of, any other indemnities set forth in a written agreement between you and us or the other Company Parties.


    DISCLAIMER

    Except as otherwise expressly provided herein, you acknowledge that HIGH SOFTWARE DEVELOPMENT Service provided or made available in connection therewith are being provided on an “as is,” “as available” basis, with no warranties of any kind, express, implied or arising by law, including without limitation regarding the reliability, availability, timeliness, 7 quality, suitability, performance, security, accuracy or completeness of the HIGH SOFTWARE DEVELOPMENT Service. HIGH SOFTWARE DEVELOPMENT does not represent or warrant that (a) the HIGH SOFTWARE DEVELOPMENT Service will meet your requirements or expectations or achieve any particular results; (b) minor errors or defects will be corrected; (d) that the HIGH SOFTWARE DEVELOPMENT Service will be uninterrupted or free from bugs, errors, omissions or interruptions; or (e) the HIGH SOFTWARE DEVELOPMENT Service or the servers that make the HIGH SOFTWARE DEVELOPMENT Service available are free of viruses or other harmful components. You assume the entire risk as to the quality and performance of the HIGH SOFTWARE DEVELOPMENT Service.


    TERMINATION

    Notwithstanding any of these Terms, we reserve the right, without notice and in our sole discretion, to terminate or suspend your account and your license to use the HIGH SOFTWARE DEVELOPMENT Service, respectively the Web Application Software and/or the Downloadable Application Software, and to block or prevent in future your access to and use of the HIGH SOFTWARE DEVELOPMENT Service, respectively of the Web Application Software and/or of the Downloadable Application Software, at any time with or without cause. Upon any termination of your right to access or use the HIGH SOFTWARE DEVELOPMENT Service, you will cease all use of the HIGH SOFTWARE DEVELOPMENT Service, and, as concerns the Trainer User, we will delete all of the Trainer User Content that may be stored in connection with the HIGH SOFTWARE DEVELOPMENT Service. You – the Trainer User - are solely responsible for making backup copies of any Trainer User Content.


    ELECTRONIC COMMUNICATIONS

    You agree that communications and transactions between us are conducted electronically. By creating a HIGH SOFTWARE DEVELOPMENT Service account, you also consent to receive electronic communications from us (e.g., via email or by posting notices on our Site). These communications may include notices about your account (e.g., payment authorizations, password changes and other transactional information) and are part of your relationship with us. You – the User - agree that you can at any time change your option regarding the consent given for receiving electronic communications by accessing the unsubscribe link displayed in the electronic communications received or by contacting us.


    GOVERNING LAW. DISPUTE RESOLUTION

    These Terms will be governed by and construed in accordance with the laws of the Romania. The parties expressly consent to the venue and jurisdiction of the Romanian courts located in Bucharest, Romania, with respect to any actions that may arise out of, or relate to, these Terms or the HIGH SOFTWARE DEVELOPMENT Service.


    GENERAL PROVISIONS

    These Terms set forth the entire agreement and understanding of the parties relating to the subject matter hereof, are binding and supersede all prior or contemporaneous agreements, conversations, discussions, and understandings, written or oral, with respect to such subject matter.