BEREDA TRAINING INC.
IN ORDER TO USE THE WEBSITE, PLATFORM AND SERVICES (DEFINED BELOW), YOU MUST REGISTER FOR THE SERVICES AND PROVIDE CERTAIN PERSONAL INFORMATION. FOR INFORMATION ON HOW WE USE YOUR PERSONAL INFORMATION, PLEASE SEE OUR PRIVACY STATEMENT, THE TERMS OF WHICH FORM AN INTEGRAL PART OF THIS AGREEMENT. IF YOU DO NOT AGREE WITH THE TERMS OF THE PRIVACY STATEMENT DO NOT USE THE BEREDA WEBSITE OR SERVICES
Bereda an online and mobile-based subscription service to track athletic training and build training plans for endurance sports (collectively, the “Services”). Users either directly upload or import their training data (collected from wearable technology) through integrations with third-party services. Bereda will calculate training plans based on User data to get the User started, but the user is in complete control to customize their plan. Training plans and workout files can be created and exported from Bereda and distributed to other training platforms.
2.1 Account. Users may be required to register for an account to use certain Services (Your “Account”). When You register for the Account, You will be required to provide certain information, which is subject to our Privacy Statement. After You have registered for an Account You can login using the email address you provided for registration. You will also be required to select a password. You are responsible for all activity occurring on Your Account, so please select a strong password. Please keep Your password secure, and do not share it with any other individual. We will not be liable for any damages caused by virtue of the compromise of Your Account or password, including any unauthorized access to Your Account or use of Your Account or any information contained therein. Please contact us immediately if You suspect or become aware of any unauthorized use of Your Account or any other breach of security.
2.2 Eligibility. By registering for an Account, You represent that You are the age of majority in Your jurisdiction of residence.
2.3 Communications. Bereda will use the email address provided by You when You register for an Account to send You emails and notifications about the Services. You may opt-out from receiving certain marketing emails; however, Bereda may still send you electronic communications to administer the Services and otherwise in compliance with applicable laws.
3. USER CONTENT
3.1 User Responsibility. All information, data, text, software, sound, images, graphics, messages or other materials, including personal information (“User Content”) transmitted to the Platform by Users, including data from third-party integrations, is the sole responsibility of Users. By using the Platform and Services, You represent, warrant and covenant that You have obtained all necessary consents to collect any personal information (including data from a third-party integration) and that You will comply with all applicable laws in using the Platform and Services. Bereda does not control User Content uploaded to the Platform and as such, does not guarantee the accuracy, integrity or quality of such content. Under no circumstances will Bereda be liable in any way for any User Content, including, but not limited to, any errors or omissions in any materials or for any loss or damage of any kind incurred as a result of the viewing or use of any User Content posted, uploaded, transmitted or otherwise made available on the Platform.
3.2 Ownership of User Content. Except for the material that We license to You pursuant to Section 6 of this Agreement, Bereda does not claim ownership of any of the materials or User Content created, transmitted, uploaded, stored or otherwise made available on the Platform by You through Your use of the Services. You hereby grant to Bereda a limited license to collect and store User Content for the purpose of providing the Services. You further grant Bereda a perpetual, irrevocable, and unlimited license to use, store, and manipulate User Content to create aggregated and anonymized statistical analytics in respect to Platform use and other Services and User parameters and characteristics (“Anonymous Service Data”) in accordance with the Bereda Privacy Statement. Bereda shall own all right, title and interest in and to the Anonymous Service Data, including all intellectual property rights in the Anonymous Service Data, and You hereby assign, transfer and convey to Bereda any ownership interest You may have in any Anonymous Service Data.
3.3 Feedback. If You provide Bereda with any suggestions, comments or other feedback (“Feedback”) relating to the website, Bereda may use such Feedback in the website or in any other Bereda products or services (collectively, “Bereda Offerings”). Accordingly, You agree that: (i) Bereda is not subject to any confidentiality obligations in respect to the Feedback, (ii) the Feedback is not confidential or proprietary information of You or any third party and You have all of the necessary rights to disclose the Feedback to Bereda, (iii) Bereda (including all of its successors and assigns and any successors and assigns of any of the Bereda Offerings) may freely use, reproduce, publicize, license, distribute, and otherwise commercialize Feedback in any Bereda Offerings, and (iv) You are not entitled to receive any compensation or re-imbursement of any kind from Bereda or any of the other users of the Website or Platform.
4.1 Fees. If you purchase a subscription for any Platform Services, You shall pay Bereda the Subscription Fees as specified to You in a Bereda order form (“Order Form”). All amounts are payable in the currency specified in the Order Form. Unless otherwise specified in an Order Form, all fees are due at the beginning of (i) each month in the case of a monthly subscription; or (ii) year in the case of an annual subscription.
4.2 Invoicing and Payment. Bereda will invoice You electronically and You agree to accept Bereda’s invoices in that manner. Unless otherwise stated an invoice sent to You by Bereda, all invoiced amounts for the Services are due upon receipt of Bereda’s invoices for such amounts. If You have enrolled in automatic billing, You shall: (i) keep your billing, credit card and payment information accurate and up to date, otherwise, Bereda may suspend provision of the Services; (ii) promptly advise Bereda if billing or credit card information changes due to loss, theft, cancellation or otherwise; (iii) be liable for failure to pay any fees caused by Your failure to provide Bereda with up to date billing information; and (iv) upon termination of the Services, provide Bereda with a forwarding address for all final invoices or correspondence if Your mailing address differs from that which You provided in your Account.
4.3 Taxes. Unless otherwise stated, Bereda’s prices for the Services do not include any direct or indirect local, state, provincial, federal or foreign taxes, levies, duties or similar governmental assessments of any nature, including value-added, goods and services, harmonized, use or withholding taxes (collectively, “Taxes”). You are responsible for paying all applicable Taxes associated with purchases pursuant to these Terms, excluding taxes based on Bereda’s net income or property. If Bereda has the legal obligation to pay or collect Taxes for which You are responsible under this Section, the appropriate amount shall be invoiced to and paid by You, unless You provide Bereda with a valid tax exemption certificate authorized by the appropriate taxing authority.
4.4 Pre-authorized Payment. By providing a credit card information to Bereda as part of Your Account registration, You authorize Bereda to charge Your credit card for all outstanding fees, taxes and charges and outstanding account balances incurred by You in respect to the Services, and this Section 4.4 constitutes Bereda’s good and sufficient authority for so doing. If You do not provide notice of non-renewal of the subscription for the Services (of at least 30 days for any monthly subscription and 60 days for any annual subscription), then the relevant fees for the renewal of Your subscription to the Services for a new subscription having the same subscription term will be automatically processed and charged to You in full at the then-current fees for the Services for such renewed term.
4.5 Fee Changes. Bereda may change the fees Bereda charges for the Services at any time in Bereda’s discretion. Changes to the fees will be communicated by being posted on the Bereda website and will become effective at the time of posting, provided, however, any fee changes will not change subscription fees applicable to Your current subscription term, however, such fee changes will be applicable to Your next subscription renewal. If You do not wish to pay the changed fees, then Your sole recourse is to not renew Your subscription for the Service.
4.6 Suspension of Service. In the event that the credit card You provided is rejected for any reason, Bereda shall have the right to immediately suspend the Services provided to You, without liability to You, until such amounts are paid in full.
5. USER RESPONSIBILITIES AND RESTRICTIONS
You are responsible for all activity occurring on Your Account and for compliance with this Agreement. Without limiting the generality of the foregoing, You agree that You will not:
• use the Platform other than as permitted by this Agreement;
• share Your login information with any individual;
• use the Platform to send, store, publish, post, upload or otherwise transmit any information in violation of any laws, rules or regulations including those relating to and privacy, or in violation of any of Your warranties, representations or obligations under this Agreement;
• license, sublicense, sell, resell, rent, lease, transfer, assign, distribute, time share or otherwise commercially exploit or make the Platform available to any third party;
• use the Platform to upload, collect, transmit, store, use or process any patient information or other data: (i) that You does not have the lawful right to copy, transmit, distribute, and display (ii) for which You does not have the consent or permission from the owner of any personal health information and/or any other personal information contained therein; (iii) that is tortious, defamatory, obscene, or offensive; or (iv) that violates, or encourages any conduct that would violate, any applicable law or regulation or would give rise to civil or criminal liability;
• use the Platform to send, store, publish, post, upload or otherwise transmit any viruses, Trojan horses, worms, time bombs, corrupted files or other computer programming routines that are intended to damage, detrimentally interfere with, surreptitiously intercept or expropriate any systems, data, personal information or property of another;
• continue to use the Platform in a manner that interferes with or disrupts the integrity or performance of the Platform following a notice from Bereda of such use;
• attempt to gain unauthorized access to the Platform or its related systems or networks;
• use or knowingly permit the use of any security testing tools in order to probe, scan or attempt to penetrate or ascertain the security of the Platform;
• use any data mining, robots or similar data gathering or extraction methods;
• access the Platform for the purpose of building a similar or competitive product or service or for the purpose of obtaining unauthorized access to the Platform; or
• copy, translate, create a derivative work of, reverse engineer, reverse assemble, disassemble, or decompile the Platform or any part thereof or otherwise attempt to discover any source code or modify the Platform, except as expressly provided for in this Agreement.
Bereda reserves the right to terminate, limit, or suspend User access to the Platform for any User breach of these restrictions or any other violation of any other term of this Agreement.
6. INTELLECTUAL PROPERTY; LICENSE TO PLATFORM
The Website, Platform, Services and the information and materials contained therein (except for User Content), are the property of Bereda and its licensors, and are protected from unauthorized copying and dissemination by copyright law, trademark law, and other intellectual property laws. Subject to these Terms and payment of any applicable fees, we grant You a non-transferable, non-exclusive, license to access and use the Website and Platform for Your internal business purposes use, and not for the use of any other person or individual. Nothing in the Terms gives you a right to use the brand names, trademarks, logos, domain names, and other distinctive brand features we provide the Services under without our prior written consent. You shall not attempt to override or circumvent any of the usage rules or restrictions on the Website or Platform. Any future release, update, or other addition to functionality of the Website, Platform and Services shall be subject to the terms of these Terms.
7. TERM; TERMINATION
7.1 Term. This Agreement will commence on the date it is entered into by You (“Effective Date”) and continue unless and until the Agreement is terminated in accordance herein, unless otherwise terminated through a partner agreement. If You purchase a subscription to the Services, Your subscription term and renewal option (monthly, annually etc.) will be indicated on Your Order Form.
7.3 Effect of Termination. In the event of Termination by either Party, Bereda reserves the right to delete any information in the User Account that it is not required by law to retain.
7.4 Outstanding Fees. Termination, suspension, or expiration of Your Subscription shall not relieve You of the obligation to pay any fees accrued or payable to Bereda. Upon Termination by Bereda under Section 7.2, all applicable fees for the remainder of the Term shall become due immediately. Bereda does not provide any refunds for prepaid Services.
8. IMPORTANT DISCLAIMERS
8.1 Information Disclaimer. Any information or materials provided by the Website, Platform and Services, including but not limited to training plans and workout recommendations, , as well as other analytics, are for information purposes only. There is no guarantee that any of the information provided by the Website or Platform will be applicable to You and Bereda does not make any representations or warranties about the effectiveness of any of the information and materials provided by the Website, Platform or Services. It is Your responsibility to ensure that any training recommendations made are safe and appropriate for you. You should consult a physician for any and all health advice and before starting any new exercise regimes. Bereda expressly disclaims any and all liability or responsibility for any loss, harm, injury to person or property, illness, damage or any other claim arising as a result of User reliance on the information and material provided by the Website, Platform and Services.
8.2 Internet Security Disclaimer. You understand that the transmission of User Content is necessary to use of the Services. Therefore, You expressly consent to Bereda’s storage of User Content, which will involve transmission over the Internet, and over various networks, only part of which may be owned and/or operated by Bereda. Bereda is committed to protecting Your privacy and we have safeguards in place that comply with Federal and Provincial laws, rules and regulations relative to storing personal information; however, You acknowledge and understand that User Content may be accessed by unauthorized persons when communicated across the Internet, network communications facilities, or other electronic means. Bereda is not responsible for any User Content which is delayed, lost, altered, intercepted or stored during the transmission of any data whatsoever across public networks not owned or operated by Bereda, including, the Internet and Your local network. You agree that Bereda is not in any way responsible for any interference with Your use of or access to the Services or security breaches arising from or attributable to the Internet and You waive any and all claims against Bereda in connection therewith.
8.3 DISCLAIMER OF ALL IMPLIED REPRESENTATIONS, WARRANTIES AND CONDITIONS. THE INFORMATION AND MATERIALS PROVIDED ON THE WEBSITE AND PLATFORM ARE PROVIDED “AS IS.” SPECIFICALLY, BUT WITHOUT LIMITATION, BEREDA DOES NOT REPRESENT, WARRANT OR OFFER ANY CONDITIONS THAT: (I) THE INFORMATION OR MATERIALS ON THIS WEBSITE ARE CORRECT, ACCURATE, RELIABLE OR COMPLETE; (II) TRAINING RECOMMENDATIONS WILL BE APPROPRIATE AND/OR SAFE FOR THE USER; (III) THE FUNCTIONS CONTAINED ON THIS WEBSITE WILL BE UNINTERRUPTED OR ERROR-FREE; (IV) DEFECTS WILL BE CORRECTED, OR (V) THIS WEBSITE OR THE SERVER(S) THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. BEREDA SPECIFICALLY DISCLAIMS ALL REPRESENTATIONS, WARRANTIES AND CONDITIONS, EITHER EXPRESS, IMPLIED, STATUTORY, BY USAGE OF TRADE, COURSE OF DEALING OR OTHERWISE INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF MERCHANTABILITY, OR MERCHANTABLE QUALITY, NON-INFRINGEMENT, TITLE, SATISFACTORY QUALITY OR FITNESS FOR A PARTICULAR PURPOSE. ANY INFORMATION OR MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE WEBSITE IS AT YOUR OWN DISCRETION AND RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM, LOSS OF DATA, OR ANY OTHER LOSS THAT RESULTS FROM DOWNLOADING OR USING ANY SUCH MATERIAL. BEREDA DOES NOT WARRANT, ENDORSE, GUARANTEE, PROVIDE ANY CONDITIONS OR REPRESENTATIONS, OR ASSUME ANY RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY ANY THIRD PARTY THROUGH THE WEBSITE OR IN RESPECT TO ANY WEBSITE THAT CAN BE REACHED FROM A LINK ON THE WEBSITE OR FEATURED IN ANY BANNER OR OTHER ADVERTISING ON THE WEBSITE, AND BEREDA SHALL NOT BE A PARTY TO ANY TRANSACTION THAT YOU MAY ENTER INTO WITH ANY SUCH THIRD PARTY.
9. LIMITATION OF LIABILITY
UNDER NO CIRCUMSTANCES SHALL BEREDA BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY OR OTHER DAMAGES WHATSOEVER, INCLUDING, WITHOUT LIMITATION, ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY OR OTHER DAMAGES THAT RESULT FROM (I) YOUR USE OF OR YOUR INABILITY TO USE, THIS WEBSITE OR ANY OF THE INFORMATION OR MATERIALS CONTAINED ON THIS WEBSITE, (II) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS, DATA, INFORMATION OR SERVICES, (III) ERRORS, MISTAKES, OR INACCURACIES IN THE MATERIALS ON THE WEBSITE, (IV) PERSONAL INJURY OR PROPERTY DAMAGE OF ANY KIND WHATSOEVER ARISING FROM OR RELATING TO YOUR USE OF THE WEBSITE, ANY BUGS, VIRUSES, TROJAN HORSES, OR ANY OTHER FILES OR DATA THAT MAY BE HARMFUL TO COMPUTER OR COMMUNICATION EQUIPMENT OR DATA THAT MAY HAVE BEEN TRANSMITTED TO OR THROUGH THE WEBSITE, OR (V) ANY ERRORS OR OMISSIONS IN ANY MATERIAL ON THE WEBSITE OR ANY OTHER LOSS OR DAMAGE OF ANY KIND ARISING FROM OR RELATING TO YOUR USE OF THE WEBSITE. THESE LIMITATIONS SHALL APPLY EVEN IF BEREDA HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, BEREDA’S LIABILITY TO YOU FOR ANY DAMAGES ARISING FROM OR RELATED TO THIS AGREEMENT SHALL NOT EXCEED THE TOTAL OF ANY AMOUNTS PAID BY YOU TO BEREDA IN THE TWO MONTHS PRECEDING THE DATE THAT THE CLAIM WAS FIRST MADE AGAINST BEREDA (IF ANY). THE FOREGOING LIMITATIONS SHALL APPLY TO THE FULLEST EXTENSION PERMITTED BY LAW IN THE APPLICABLE JURISDICTION.
11. THIRD PARTY CONTENT
This Website may contain advertisements and/or links to other websites that are not owned or controlled by Bereda. Bereda is not responsible for the content of any linked websites. Any third-party websites or services accessed from the Website are subject to the terms and conditions of those websites and or services and You are responsible for determining those terms and conditions and complying with them. The presence on the website of a link to any non-Bereda websites does not imply that Bereda endorses or accepts any responsibility for the content or use of such websites, and You hereby release Bereda from all liability and/damages that may arise from Your use of such websites or receipt of services from any such websites.
12.5 Export. You acknowledge and agree that the Platform and Services may be subject to export and import controls under the regulations of Canada, the United States and other countries, and you shall comply with all export and import control regulations of such countries. You shall not use the Platform or Services for any purposes prohibited by export laws, including, without limitation, nuclear, chemical or biological weapons proliferation. You shall be responsible for procuring all required permissions for any subsequent export, import or use of the Platform or Services.
12.6 Choice of Law. This Agreement and any action related thereto shall be governed by and construed in accordance with the laws of the Province of Nova Scotia and the federal laws of Canada applicable therein, without regard to conflicts of law principles. The Parties hereby irrevocably attorn to the exclusive personal jurisdiction and venue of the courts sitting in Halifax, Nova Scotia.
12.7 English Language. It is the express wish of the parties that this Agreement and all related documents be drawn up in English. C’est la volonté expresse des parties que la présente convention ainsi que les documents qui s’y rattachent soient rédigés en anglais
Last Updated: April 9th, 2018.