ACCEPTANCE OF TERMS
IMPORTANT — READ CAREFULLY: BY CREATING AN ACCOUNT OR BY UTILIZING THE SPIVI SERVICE YOU AGREE TO BE BOUND BY THESE TERMS AND CONDITIONS.
DESCRIPTION OF SERVICE
The Service includes, and is limited to, a service, utilization of Spivi training system, web site, desktop application, mobile application and web-widgets that allows You access to and use of a single Spivi Account. The Service may contain personal information, workout data, comments, profile picture, and class profiles generated, provided, or otherwise made accessible on or through the Service (collectively, “Content”). Subject to these Terms of Service, Spivi grants to You and each user of the Service a worldwide, non-exclusive, non-sublicensable and non-transferable license to use (i.e., to download and display locally) Content solely for purposes of using the Service.
Unless explicitly stated otherwise, any new features that augment or enhance the current Service, including the release of new tools and resources, shall be subject to the Agreement. You also understand and agree that the service may include certain communications from Spivi, such as service announcements, administrative messages, etc., and that these communications are considered part of the Service and You will not be able to opt out of receiving them. You agree not to access the Service by any means other than through the interfaces that are provided by Spivi for use in accessing the Service such as the Spivi website, mobile application, web-widgets and Spivi API. Spivi will provide the Service in accordance with this Agreement. Spivi may at its sole discretion modify the features of the Service from time to time without prior notice.
In order to use the Service, You must have a valid Account. To acquire an Account for the Service, You must provide Spivi with an electronic mail address and other information ("Registration Data"). Alternatively, you can let Spivi partners create an account on Spivi on behalf of yourself. You are responsible for maintaining the confidentiality of the access data for Your Account, and are fully responsible for all activities that occur under Your Account. You agree to (a) immediately notify Spivi of any unauthorized use of Your Account or any other breach of security, and (b) ensure that You exit from Your Account at the end of each session. Spivi cannot and will not be liable for any loss or damage arising from Your failure to comply with this section. In consideration of use of the Service, You agree to: (a) provide true, accurate, current and complete information about Yourself as prompted by the Service's registration form, and (b) maintain and promptly update the Registration Data to keep it true, accurate, current and complete. Spivi assumes no duty to verify such information as further detailed in the CONTENT OF THE SERVICE section of these Terms of Service. If You provide any information that is untrue, inaccurate, not current or incomplete, or Spivi has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, Spivi has the right to suspend or terminate Your Account and refuse any and all current or future use of the Service (or any portion thereof). By using the Service (and registering an Account on the Service), You represent and warrant that You are at least 16 years of age, and no one under the age of 16 may use the Service. Spivi may, in its sole discretion, refuse to offer the Service to any person or entity and change its eligibility criteria at any time. You are solely responsible for ensuring that these Terms of Service are in compliance with all laws, rules and regulations applicable to you and the right to access the Service is revoked where these Terms of Service or use of the Service is prohibited or to the extent offering, sale or provision of the Service conflicts with any applicable law, rule or regulation.
Additional capabilities and features may be added to the Service and made available to You as a paid upgrade ("Paid Plan"). If You choose to subscribe to a Paid Plan, You shall pay fees (described below) to Spivi. Upon selection of a Paid Plan, You will provide Spivi with the necessary billing information ("Billing Data").
Paid Plans can be paid as either a monthly Subscription Fee or a yearly Subscription Fee.
If you select a Paid Plan, You must provide current, complete and accurate Billing Data. You must promptly update all Billing Data to keep Your Account current, complete and accurate (such as a change in billing address, credit card number or credit card expiration date) and You must promptly notify Spivi if Your Payment Method is changed (for example, for loss or theft) or if You become aware of a potential breach of security, such as the unauthorized disclosure or use of Your name or password. If You fail to provide any of the foregoing information, You agree that Spivi may continue charging You for any use of the Paid Plan under your Billing Data unless You have terminated Your Paid Plan as set forth herein.
If You select the Monthly Fee, the credit card that You provide as part of the Billing Data will be automatically and immediately billed on the same Business Day of each Month. You agree that Spivi may charge to Your credit card all amounts due and owing for Your Account on that monthly basis or upon cancellation (see "Termination, Breach, Suspension and Cancellation" and "Refund"). If You select the Yearly Fee, the credit card that You provide as part of the Billing Data will be automatically and immediately billed on the day You sign up. You agree that Spivi may charge to Your credit card all amounts due and owing for Your Account on that yearly basis unless you cancel the account (see the "Termination, Breach, Suspension and Cancellation" and "Refund" sections of these Terms of Service). Spivi may not contact You to alert You upon each charge, it is your responsibility to track your charge dates and related payments. Spivi may change prices at any time without prior notice, but will endeavor to provide reasonable advance notice via the Spivi website and/or electronic mail. You agree that in the event Spivi is unable to collect the fees owed to Spivi for Your Account through Your Subscription Fee, Spivi may take any other steps it deems necessary to collect such fees from You and that You will be responsible for all costs and expenses incurred by Spivi in connection with such collection activity, including collection fees, court costs and attorneys' fees.
As long as Your Account remains active and in good standing, You will be charged the Subscription Fee even if You never use the service. You may, however, cancel Your Paid Plan at any time.
TERMINATION, BREACH, SUSPENSION AND CANCELLATION
If Your Subscription Fee payment is overdue, Spivi will disable Your access to the features provided by the Paid Plan. Spivi may, at its sole discretion, at any time and for any reason, terminate the Service, terminate this Agreement, or suspend or terminate Your Account. In the event of suspension or termination, Your account will be disabled and You may not be granted access to Your Account, Your training systems, or any files or other Content (including Your User Content) contained in Your Account, and Spivi may delete Your User Content, although residual copies of information may remain in our system for some time for backup purposes. In the event of termination, Spivi may also withdraw and at its discretion reallocate the public web address of Your Account.
If You terminate Your Account, via means provided for cancellation on the Spivi website, or via telephone call or electronic mail to Spivi, and You request that Spivi delete Your User Content and files contained in Your Account, Spivi will make all reasonable efforts to do so.
PAID SERVICE CANCELLATION
Spivi provides means for Account and Paid Plan cancellation on the Spivi website. Canceling a monthly subscription will keep your paid services open to use until the next billing date. At the end of this period, your paid services will no longer be available to you.
PROPRIETARY/INTELLECTUAL PROPERTY RIGHTS
Spivi and/or its suppliers, as applicable, retain ownership of all proprietary rights in the Service and in all trade names, trademarks and service marks associated or displayed with the Service. You will not remove, deface or obscure any of Spivi's or its suppliers' copyright or trademark notices and/or legends or other proprietary notices on, incorporated therein, or associated with the Service. You may not reverse engineer, reverse compile or otherwise reduce to human readable form any software associated with the Service.
Spivi is a Trademark of SpiviTech, LTD and its subsidiaries.
MODIFICATIONS TO SERVICE
Spivi reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Service (or any part thereof) with or without notice at any time. You agree that Spivi shall not be liable to You or to any third party for any modification, suspension, termination or discontinuance of the Service.
No agency, partnership, joint venture, employee-employer or franchisor-franchisee relationship between You and Spivi is intended or created by these Terms of Service.
LIMITATION OF LIABILITY
In no event will Spivi or its affiliates, suppliers or Resellers be liable for any special, incidental, indirect, exemplary or consequential damages whatsoever (including, without limitation, damages for loss of business profits, business interruption, loss of business information, or any other pecuniary loss or damage) arising out of the use of or inability to use the Service, or the provision of or failure to provide technical or other support service, whether arising in tort (including negligence) contract or any other legal theory, even if Spivi, its affiliates, suppliers or Resellers have been advised of the possibility of such damages. In any case, Spivi's, its affiliates', suppliers' and Resellers' maximum cumulative liability and Your exclusive remedy for any claims arising out of or related to this Agreement will be limited to the amount actually paid by You for the Service (if any) in the previous twelve (12) months.
WAIVER AND SEVERABILITY
Failure by either party to exercise any of its rights under, or to enforce any provision of, this Agreement will not be deemed a waiver or forfeiture of such rights or ability to enforce such provision. If any provision of this Agreement is held by a court of competent jurisdiction to be illegal, invalid or unenforceable, that provision will be amended to achieve as nearly as possible the same economic effect of the original provision and the remainder of this Agreement will remain in full force and effect.
STATUTE OF LIMITATIONS
You agree that regardless of any statute or law to the contrary, any claim or cause of action arising of or related to use of Spivi services or the Terms of Service must be filed within one (1) year after such claim or cause of action arose or be forever barred.
CHOICE OF LAW AND FORUM
This Agreement shall be governed by and construed under the laws of Israel, as applied to agreements entered into and to be performed in Tel Aviv by Tel Aviv residents. The parties consent to the exclusive jurisdiction and venue of the courts located in and serving in the City of Tel Aviv, in the State of Israel.
ENTIRE AGREEMENT/GENERAL PROVISIONS
This Agreement embodies the entire understanding and agreement between the parties respecting the subject matter of this Agreement and supersedes any and all prior understandings and agreements between the parties respecting such subject matter. Spivi may change the terms of this Agreement at any time by posting modified terms on its website. This Agreement has been prepared in the English Language and such version shall be controlling in all respects and any non-English version of this Agreement is solely for accommodation purposes. Any and all rights and remedies of Spivi upon Your breach or other default under this Agreement will be deemed cumulative and not exclusive of any other right or remedy conferred by this Agreement or by law or equity on Spivi, and the exercise of any one remedy will not preclude the exercise of any other. The captions and headings appearing in this Agreement are for reference only and will not be considered in construing this Agreement. Notices to You may be made via either email or regular mail. The Service may also provide notices of changes to the Agreement or other matters by displaying notices or links to notices to You generally on the Service. All notices or other correspondence to Spivi under this Agreement must be sent to the following electronic mail address for such purpose: email@example.com
Or the following physical address:
- SpiviTech, LTD.
- 8 Nevatim Street
- Petah Tikva, Israel, 4956105