Effective as of March 12, 2021
About the Services
Registration & Permitted Users
We reserve the right to withdraw or amend the Services, and any materials we provide through the Services, in our sole discretion without notice. We will not be liable if for any reason all or any part of the Services are unavailable at any time or for any period. From time to time, we may restrict access to some parts of the Services, or all of the Services, to users, including registered users.
We are committed to protecting the privacy of children and have no intention of collecting personal information from individuals under the age of 18. If you are under the age of 18, do not submit personal information to the Services without the consent of your parent or guardian. Children under the age of 13 are not permitted to use the Services.
Online Content Disclaimer
Not Medical Advice
Though Users may seek and access medical advice through the Services, the Services themselves, and all related content, do not consist of, nor provide, medical advice and are not a substitute for medical advice. Results, such as those based on calorie counts or projected weight loss, may vary. Always seek the advice of a licensed medical provider before undertaking any weight loss plan. Reliance on any information provided by or found on the Services is purely at your own risk. To the extent Users access medical advice through the Services, the medical provider is solely responsible for all advice, diagnosis, treatment, prescriptions, or other exchanges that may occur between such medical provider and User. Spurwing is not liable for any action or inaction of such medical provider, regardless of whether a User accesses such medical provider through the Services.
Your permission to use the Services is conditioned upon the following. You agree that you will not, under any circumstances:
- post any information that is abusive, threatening, obscene, defamatory, libelous,
- use the Services for any unlawful purpose or in any way that violates any applicable federal, state, local, or international law or regulation (including, without limitation, any laws regarding the export of data or software to and from the US or other countries);
- attempt to, or harass, abuse, or harm another person or group;
- use another User’s Account without permission;
- provide false or inaccurate information when registering an Account;
- interfere or attempt to interfere with the proper functioning of the Services; or racially, sexually, religiously, or otherwise objectionable and offensive activities;
- make any automated use of the Services, or take any action that we deem to impose or to potentially impose an unreasonable or disproportionately large load on our servers or network infrastructure; bypass any robot exclusion headers or other measures we take to restrict access to publish or link to malicious content intended to damage or disrupt another User’s the Services or use any software, technology, or device to scrape, spider, or crawl the Services or harvest or manipulate data; or browser or computer;
- attempt to gain unauthorized access to, interfere with, damage, or disrupt any parts of the Services, the server on which the Services are stored or hosted, or any server, computer, or database connected to the Services; and
- otherwise attempt to interfere with the proper working of the Services.
Further, when transmitting and submitting any User Content (as defined below) while using the Services, you agree as follows:
- You are solely responsible for your account and the activity that occurs while signed in to or while using your account;
- You will not post information that is malicious, false or inaccurate;
- You will not submit content that is copyrighted or subject to third party proprietary rights, including privacy, publicity, trade secret, etc., unless you are the owner of such rights or have the appropriate permission from their rightful owner to specifically submit such content; and
Monitoring and Enforcement; Termination
We have the right to:
- Take appropriate legal action, including without limitation, referral to law enforcement, for any illegal or unauthorized use of the Services.
Without limiting the foregoing, we have the right to cooperate fully with any law enforcement authorities or court order requesting or directing us to disclose the identity or other information of anyone posting any materials on or through the Services. YOU WAIVE AND HOLD HARMLESS SPURWING AND ITS AFFILIATES, LICENSEES, AND SERVICE PROVIDERS FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY ANY OF THE FOREGOING PARTIES DURING, OR TAKEN AS A CONSEQUENCE OF, INVESTIGATIONS BY EITHER SUCH PARTIES OR LAW ENFORCEMENT AUTHORITIES.
We have no liability or responsibility to anyone for performance or nonperformance of the activities described in this section.
User Content & License
You understand and acknowledge that you are solely responsible for all information, data, text or other materials or content that you post, transmit privately or make public via the Services (“User Content”) and that Spurwing is not responsible or liable for this information. When you post, transmit or make information public through the Services, you grant Spurwing a royalty-free, sublicensable, transferable, perpetual, irrevocable, non-exclusive, worldwide license to use, reproduce, modify, publish, list information regarding, for the express purpose of providing the Services to you. You agree that we are only acting as a passive conduit for your online distribution and publication of your User Content. Spurwing, however, reserves the right to remove any User Content from the Services at its discretion.
Subscription Fees and Charges
User agrees to pay the fees for the Services in accordance with the applicable fee schedules listed at https://spurwing.io/pricing, and User authorizes Spurwing to charge the User's designated card on file, as specified by User through the Services, for all fees as they become payable. Unless otherwise explicitly stated in a mutually signed Organization Master Subscription or Service Agreement under Spurwing’s Organization and / or Enterprise plans, fees for the Services are typically based on month-to-month or annual basis starting from the date when the User commences Services (so, for example, if User is on a monthly plan and activates Spurwing subscription January 2nd, he/she is paying for the next month, and will be billed again February 2nd via credit card on file. If User is on an annual plan and activates subscription March 4th 2010, the next subscription payment will process March 4, 2011). User is required to pay fees in full independent of any log ins or utilization of the Service. When a User upgrades their account mid-payment cycle, "already-paid fees" will be applied on a pro-rated basis towards new subscription. When a User downgrades their subscription mid-cycle, changes will go into effect at the next payment period. All fees are non-refundable and non-transferrable, including annual contracts. In the case of canceling an annual contract, subscription will end at the 365th day from payment. Spurwing may charge additional fees not listed on www.spurwing.io/pricing for exceptions including processing, setup, and other special services (including optional add-on services), and these will be explicitly communicated during the set up process and/or within the Service.
Links to Other Sites
As part of the Services, Spurwing may provide you with convenient links to third party website(s) (“Third Party Sites”), as well as content or items belonging to or originating from third parties (the “Third Party Applications, Software or Content”). These links are provided as a courtesy to our Users. The Company has no control over Third Party Sites and Third Party Applications, Software or Content or the promotions, materials, information, goods or services available on these Third Party Sites or Third Party Applications, Software or Content. Such Third Party Sites and Third Party Applications, Software or Content are not investigated, monitored or checked for accuracy, appropriateness, or completeness by Spurwing, and Spurwing is not responsible for any Third Party Sites accessed through the Services or any Third Party Applications, Software or Content posted on, available through or installed from the Services, including the content, accuracy, offensiveness, opinions, reliability, privacy practices or other policies of or contained in the Third Party Sites or the Third Party Content. Inclusion of, linking to or permitting the use or installation of any Third Party Services or any Third Party Applications, Software or Content does not imply approval or endorsement thereof by Spurwing. If you decide to leave the Services and access the Third Party Sites or to use or install any Third Party Applications, Software or Content, you do so at your own risk and you should be aware that our terms and policies no longer govern. You should review the applicable terms and policies, including privacy and data gathering practices, of any site to which you navigate from our Services or relating to any applications you use or install from our Services.
(a) Termination of Repeat Infringer Accounts. Spurwing respects the intellectual property rights of others and requests that the Users do the same. Pursuant to 17 U.S.C. 512(i) of the United States Copyright Act, Spurwing has adopted and implemented a policy that provides for the termination in appropriate circumstances of Users of the Services who are repeat infringers. Spurwing may terminate access for participants or users who are found repeatedly to provide or post protected third party content without necessary rights and permissions.
(b) DMCA Take-Down Notices. If you are a copyright owner or an agent thereof and believe, in good faith, that any materials provided on the Services infringe upon your copyrights, you may submit a notification pursuant to the Digital Millennium Copyright Act (see 17 U.S.C. 512) (“DMCA”) by sending the following information via electronic mail to Spurwing’s designated copyright agent at: email@example.com
- The date of your notification;
- A physical or electronic signature of a person authorized to act on behalf of the copyright owner.
- A description of the copyrighted work claimed to have been infringed, or, if owner of an exclusive right that is allegedly infringed; multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site;
- A description of the material that is claimed to be infringing or to be the subject of
- Information reasonably sufficient to permit the service provider to contact you, infringing activity and information sufficient to enable us to locate such work; such as an address, telephone number, and/or email address;
- A statement that you have a good faith belief that use of the material in the
- A statement that the information in the notification is accurate, and under penalty manner complained of is not authorized by the copyright owner, its agent, or the law; and of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
(c) Counter-Notices. If you believe that your User Content that has been removed from the Services is not infringing, or that you have the authorization from the copyright owner, the copyright owner’s agent, or pursuant to the law, to post and use the content in your User Content, you may send a counter-notice containing the following information to our copyright agent using the contact information set forth above:
- Your physical or electronic signature;
- A description of the content that has been removed and the location at which the content appeared before it was removed;
- A statement that you have a good faith belief that the content was removed as a
- Your name, address, telephone number, and email address, a statement that you result of a mistake or a misidentification of the content; and consent to the jurisdiction of the federal court in Delaware and a statement that you will accept service of process from the person who provided notification of the alleged infringement. If a counter-notice is received by Spurwing copyright agent, Spurwing may send a copy of the counter-notice to the original complaining party informing such person that it may reinstate the removed content in 10 business days. Unless the copyright owner files an action seeking a court order against the content provider, member or User, the removed content may (in Spurwing’s discretion) be reinstated to the Services in ten (10) to fourteen (14) business days or more after receipt of the counter-notice
You understand that we cannot and do not guarantee or warrant that files available for downloading from the internet or the Services will be free of viruses or other destructive code. You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for anti-virus protection and accuracy of data input and output, and for maintaining a means external to our site for any reconstruction of any lost data. TO THE FULLEST EXTENT PROVIDED BY LAW, WE WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK, VIRUSES, OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA, OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF THE SERVICES OR PRODUCTS OBTAINED THROUGH THE SERVICES OR TO YOUR DOWNLOADING OF ANY MATERIAL THROUGH THE SERVICES, OR ON ANY SITE LINKED TO THE SERVICES.
YOUR USE OF THE SERVICES, ITS CONTENT, AND ANY SERVICES OR PRODUCTS OBTAINED THROUGH THE SERVICES IS AT YOUR OWN RISK. THE SERVICES, ITS CONTENT, AND ANY SERVICES OR PRODUCTS OBTAINED THROUGH THE SERVICES ARE PROVIDED “AS IS” AND ON AN “AS AVAILABLE” BASIS, WITHOUT WARRANTY OF ANY KIND, WHETHER EXPRESS OR IMPLIED. NEITHER SPURWING NOR ANY PERSON ASSOCIATED WITH SPURWING MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY, OR AVAILABILITY OF THE SITE. WITHOUT LIMITING THE FOREGOING, NEITHER SPURWING NOR ANYONE ASSOCIATED WITH SPURWING REPRESENTS OR WARRANTS THAT THE SITE, ITS CONTENT, OR ANY SERVICES OR PRODUCTS OBTAINED THROUGH THE SITE WILL BE ACCURATE, RELIABLE, ERROR-FREE, OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT OUR SITE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT THE SITE OR ANY SERVICES OR PRODUCTS OBTAINED THROUGH THE SITE WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS
WITHOUT LIMITING THE FOREGOING, SPURWING EXPRESSLY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED OR STATUTORY, REGARDING THE SERVICES INCLUDING WITHOUT LIMITATION ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, SECURITY, ACCURACY AND NON-INFRINGEMENT. YOU ASSUME FULL RESPONSIBILITY AND RISK OF LOSS RESULTING FROM YOUR DOWNLOADING AND/OR USE OF FILES, INFORMATION, CONTENT OR OTHER MATERIAL OBTAINED FROM THE SERVICES. SOME JURISDICTIONS LIMIT OR DO NOT PERMIT DISCLAIMERS OF WARRANTY, SO THIS PROVISION MAY NOT APPLY TO YOU.
Limitation of Damages
TO THE EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL SPURWING , ITS AFFILIATES, DIRECTORS, OR EMPLOYEES, OR ITS LICENSORS OR PARTNERS, BE LIABLE TO YOU FOR ANY DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, INCLUDING WITHOUT LIMITATION LOSS OF PROFITS, USE, OR DATA, OR FOR ANY INCIDENTAL, INDIRECT, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, HOWEVER ARISING, THAT RESULT FROM, OR IN CONNECTION WITH (A) THE USE, DISCLOSURE, OR DISPLAY OF YOUR USER CONTENT; (B) YOUR USE OR INABILITY TO USE THE SERVICES; (C) THE SERVICES GENERALLY OR THE SOFTWARE OR SYSTEMS THAT MAKE THE SERVICES AVAILABLE; OR (D) ANY OTHER INTERACTIONS WITH SPURWING OR ANY OTHER USER OF THE SERVICES, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE) OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT SPURWING HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, AND EVEN IF A REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE. SOME JURISDICTIONS LIMIT OR DO NOT PERMIT DISCLAIMERS OF LIABILITY, SO THIS PROVISION MAY NOT APPLY TO YOU. THE FOREGOING DOES NOT AFFECT ANY LIABILITY THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
If you have a dispute with one or more Users, a third-party provider of a product or service (including health and wellness providers, software tools, an organization that has purchased or utilizes the Services, and/or other health care providers), that you interact with using the Services, you release us (and our officers, directors, agents, subsidiaries, joint ventures and employees) from claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such disputes. If you are a California resident, you waive California Civil Code §1542, which says: “A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor.”
Modification of Terms