Last updated July 10, 2015
TwoGrand Mobile App End User License Agreement
By downloading, installing or using the app you acknowledge and agree that:
- THE HEALTH, FITNESS AND NUTRITIONAL INFORMATION PROVIDED ON THE APP AND THROUGH THE SERVICES IS FOR EDUCATIONAL PURPOSES ONLY, and the use of any such information is solely at your own risk;
- YOU HEREBY WAIVE ANY AND ALL CLAIMS AGAINST TWOGRAND, INC. ARISING OUT OF YOUR USE OF THE APP and any of the information contained thereon;
- the App is licensed, not sold to you and you may use the App only as set forth in this EULA;
- you acknowledge that third party terms and fees may apply to the use and operation of your mobile device in connection with your use of the App, such as your carrier's terms of services, and fees for phone service, data access, or messaging capabilities, and that you are solely responsible for payment of any and all such fees;
- as set forth in this EULA, the App is provided "as is";
- you may request a copy of this EULA by emailing us at email@example.com; and
- if you are using the App on an iOS product, you agree to and acknowledge the "Notice Regarding Apple," below.
IF YOU DO NOT AGREE TO BE BOUND BY ABOVE TERMS (AS DESCRIBED IN FURTHER DETAIL BELOW) YOU MAY NOT DOWNLOAD, INSTALL OR USE THE APP.
MODIFICATION OF THE EULA. TwoGrand reserves the right to modify and/or change any of the terms and conditions of this EULA at any time and without prior notice. If TwoGrand materially modifies this EULA it will post the updated EULA in the "Settings Menu" of the App via a hyperlink or by other reasonable means now known or hereafter developed. By continuing to use the App after TwoGrand has posted a modification of this EULA, you agree to be bound by the modified EULA. If the modified EULA is not acceptable to you, your only recourse is to discontinue the use of and uninstall the App. This Agreement will also govern any software upgrades and/or updates provided by TwoGrand that upgrade and/or supplement the App, unless such upgrades and/or updates are accompanied by a separate license, in which case the terms of that separate license will apply.
LIMITED LICENSE. Conditioned upon your compliance with the terms and conditions of this EULA, TwoGrand hereby grants to you a limited, revocable, non-exclusive, personal, non-sublicensable, non-transferable, non-assignable license to install and use the executable form of the App solely for your personal use on a device (whether mobile device or other) owned or controlled by you. TwoGrand reserves all rights in the App not expressly granted to you in this EULA.
PHONE SETTINGS AND UNINSTALL PROCEDURES. As part of the installation process of the App, you may be changing your mobile device settings and/or your social network account settings. By installing the App, you agree you have approved such changes and you understand you can reconfigure such settings at any time from the "Settings Menu" available in the App, in the configuration options available in your mobile device, from within your social network account or from your mobile device Setting Menu. Such changes may include, without limitation, the following:
- Allowing software updates of the App once a new version is released and the ability to send notifications.
- Allowing TwoGrand access to location-based information.
- Allowing TwoGrand access to information contained on your Social Network account (which you must explicitly and separately opt in to).
To uninstall the App, you may use the standard uninstall procedures offered by your device's Operating System.
USE RESTRICTIONS. You may not use the App in any manner that could: (i) damage, disable, overburden, or impair the App (or any server or networks connected to any the App), or (ii) interfere with any third party's use and/or enjoyment of the App (or any server or networks connected to the App). Except as expressly specified in this EULA, you may not: (a) copy or modify the App; (b) transfer, sublicense, lease, lend, rent or otherwise distribute the App to any third party; or (c) use the App in any unlawful manner, for any unlawful purpose, or in any manner inconsistent with this EULA. You acknowledge and agree that portions of the App, including, without limitation, the source code and the specific design and structure of individual modules or programs, constitute or contain trade secrets of TwoGrand and its licensors. Accordingly, you agree not to disassemble, decompile or otherwise reverse engineer any components of the App provided in object code or any other TwoGrand products or services, in whole or in part, or permit or authorize a third party to do so, except to the extent such activities are expressly permitted by law notwithstanding this prohibition.
OPEN SOURCE. Any Open Source Software that may be accompanying the App is provided to you under the terms of the open source license agreement or copyright notice accompanying such Open Source Software or in the open source licenses file accompanying the Software. As used herein "Open Source Software" mean open source software components provided with the App that are licensed to you under the terms of the applicable license agreements included with such open source software components or other materials for the App. This EULA does not apply to any Open Source Software accompanying the App and TwoGrand hereby disclaims any and all liability to you or any third party related thereto.
RESERVATION OF RIGHTS. The software, content, visual interfaces, interactive features, information, graphics, design, compilation, computer code and all other elements of the App (the "TwoGrand Materials"), are protected by copyright, trade dress, patent, and trademark laws of the United States and other jurisdictions, international conventions, and all other relevant intellectual property and proprietary rights, and applicable laws. All TwoGrand Materials, including intellectual property rights therein and thereto, are the property of TwoGrand or its subsidiaries or affiliated companies and/or third-party licensors. TwoGrand reserves all rights not expressly granted in this EULA. You shall not acquire any right, title or interest to the TwoGrand Materials, whether by implication, estoppel, or otherwise, except for the limited rights set forth in this EULA.
USER CONTENT. The App provides certain features that enable you to post a variety of content to the App ("User Content") including, but not limited to, images, captions, comments, usernames, bios or links. You are solely responsible for all User Content that you make available through the App. Similarly, TwoGrand is not responsible to you for any User Content provided by other users of the App. When you contribute, upload or otherwise provide User Content via the app, you agree to comply with the following Community Usage Rules. In addition to removing such prohibited content, TwoGrand may terminate the responsible accounts, and/or report such activities to law enforcement authorities as appropriate. Prohibited User Content includes, but is not limited to, content that TwoGrand determines:
- is patently offensive or promotes or otherwise incites racism, bigotry, hatred or physical harm of any kind against any group or individual;
- is designed to bring down another group or individual harasses or advocates harassment of another person;
- criticizes the weight or appearance of another person;
- is supporting, glamorizing, or encouraging disordered eating;
- exploits people in a sexual or violent manner or contains nudity, excessive violence, or offensive subject matter or contains a link to an adult or otherwise objectionable website;
- involves commercial activities and/or sales without prior written consent from TwoGrand such as contests, sweepstakes, barter, advertising, or pyramid schemes;
- violates or attempts to violate the privacy rights, publicity rights, copyrights, patent rights, trademark rights, contract rights or any other rights of any person.
TwoGrand does not allow infringing materials on the App, and you agree and acknowledge that TwoGrand may block or remove User Content that is the subject of Digital Millennium Copyright Act compliant takedown notices and disable accounts of users determined to be "repeat infringers." By submitting User Content to TwoGrand you hereby grant TwoGrand and its affiliates, sublicensees, partners, designees, and assignees of the App (collectively, the "TwoGrand Licensees") a non-exclusive, fully paid-up, royalty-free, perpetual, irrevocable, sublicensable, transferable, worldwide license (without any obligation to exercise) to use, reproduce, distribute, modify, adapt, publicly display, publicly perform, and otherwise exploit your User Content and derivatives thereof in connection with the App and TwoGrand's (or its successors') business in any media formats and through any media channels now known or hereafter discovered or developed.
COACHING. The Services allow you to select a health coach (each, a "Coach") who will consult with you via email, chat, telephone, or other online tools. Our health coaches provide you with peer to peer support, encouragement and practical tips to help overcome barriers to meeting your health goals. While TwoGrand presents these Coaches for your selection, you assume full responsibility for your Coach selection and for choosing the Coach best suited to your goals. If you would like to change your Coach, please contact TwoGrand at firstname.lastname@example.org. TwoGrand reserves the right to change your Coach at any time, for any reason. TwoGrand aims to ensure positive interactions between you and your Coach; however, TwoGrand makes no representations about the suitability, reliability, or accuracy of the Coaches' advice. Because our Coaches have busy lives just like you, they may become unavailable to respond to you and provide information through the App from time to time.
WORKER CLASSIFICATION. Users do not have authority to enter into written or oral — whether implied or express — contracts on behalf of TwoGrand. Each User acknowledges that TwoGrand does not, in any way, supervise, direct, or control a Coach's work or Coaching Services performed in any manner. TwoGrand does not set a Coach's work hours or location of work. TwoGrand will not provide any equipment, labor or materials needed for a particular Arrangement. TwoGrand does not serve as an employer of any User. As such, TwoGrand will not be liable for any tax or withholding, including but not limited to unemployment insurance, employer's liability, social security or payroll withholding tax in connection with your use of the Services.
HEALTH ADVISORY; NO PROFESSIONAL SERVICES OR ADVICE; NO DOCTOR-PATIENT RELATIONSHIP. TwoGrand provides the Services for informational purposes only. We provide a platform so that a User or a Coach may provide you with information relating to your fitness, weight loss and/or nutritional goals; however, you acknowledge that TwoGrand is not a fitness, weight loss, registered dietitian or certified nutritionist, medical professional or certified personal trainer. THE SERVICES DO NOT CONTAIN OR CONSTITUTE, AND SHOULD NOT BE INTERPRETED AS, PROFESSIONAL OR MEDICAL ADVICE OR OPINION OF ANY KIND AND THE SERVICES ARE NOT A SUBSTITUTE FOR PROFESSIONAL OR MEDICAL ADVICE OR OPINION OF ANY KIND. THE INFORMATION MADE AVAILABLE ON OR THROUGH THE SERVICES SHOULD NOT BE RELIED UPON WHEN MAKING MEDICAL DECISIONS, OR TO DIAGNOSE OR TREAT A MEDICAL OR HEALTH CONDITION. YOUR USE OF THE SERVICES DOES NOT CREATE A DOCTOR-PATIENT RELATIONSHIP BETWEEN YOU AND TWOGRAND. YOU HEREBY AGREE THAT, BEFORE USING THE SERVICES, YOU WILL CONSULT YOUR PHYSICIAN, PARTICULARLY IF YOU ARE AT RISK FOR PROBLEMS RESULTING FROM CHANGES IN YOUR DIET OR LIFESTYLE. YOUR USE OF ANY OF THE INFORMATION PROVIDED THROUGH THE APP IS SOLELY AT YOUR OWN RISK. In becoming a user of the Services, you affirm that a physician has specifically approved your use of the Services. The Services are intended for use only by individuals healthy enough to make changes to their diets and lifestyles, and are not intended for use by minors or individuals with any type of health condition that makes the kind of changes to diet or lifestyle suggested by the Services unsafe or inappropriate. You should discontinue diet or other lifestyle changes in cases where such changes cause pain or severe discomfort, and should consult a medical expert prior to returning to diet or other lifestyle changes in such cases. We reserve the right to deny you access to the Services for any reason or no reason, including if we determine, in our sole discretion, that you have certain medical conditions.
TERM AND TERMINATION. This EULA will remain in effect until terminated. The EULA, and your rights and licenses hereunder, will terminate immediately upon your breach of the EULA. You may terminate the EULA by uninstalling and discontinuing your use of the App. TwoGrand may terminate support of the App and/or this EULA, or limit or terminate your access to the App at any time for any reason. Sections entitled Reservation of Rights, User Content, Term and Termination, Warranty Disclaimer and Limitation of Liability, Indemnification, and Miscellaneous shall survive any termination of this EULA.
FEES; REFUNDS; MONEY-BACK GUARANTEE. The App is free to download and use. Coaching services may require fees, and the fees for the Term will be paid in accordance with your registration confirmation. You acknowledge that access to the Service may be suspended until payment is received in full. All Service Fees are exclusive of any tax, levy, or similar governmental charge that may be assessed. You are solely responsible for all taxes based upon the provision, sale or use of the Services, excluding any taxes based on the Company's net income. If, within the first 30 days from when you paid for Coaching services, you are not satisfied with the Services and wish to receive a full refund, please contact email@example.com and we will return to you any fees that you paid to TwoGrand in connection with the Services. All fees are non-refundable after 45 days have elapsed from when you first paid for Coaching services except as required by law.
WARRANTY DISCLAIMER AND LIMITATION OF LIABILITY. TWOGRAND IS NOT A MEDICAL ORGANIZATION. YOU SHOULD NOT CONSIDER THE SERVICE OR THE DOCUMENTATION AS MEDICAL ADVICE OF ANY KIND, AND THE SERVICE IS NOT INTENDED TO TREAT ANY ILLNESS, DISEASE, OR ADVERSE MEDICAL CONDITION OR MANAGE A CHRONIC DISEASE OR CONDITION. By using the Service, you expressly agree that use of the Service is at your sole risk. The Service is provided on an "AS IS" and "as available" basis, without warranty of any kind. NEITHER The Company nor its officers, directors, managers, members, employees, agents, third-party content providers, designers, contractors, distributors, merchants, sponsors, licensors or the like (collectively, "Affiliates") warrant that use of the Service will be uninterrupted or error-free. Neither The Company nor its Affiliates warrant the accuracy, integrity or completeness of the content provided on the Service or the products or services offered for sale on the Service. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, TWOGRAND DISCLAIMS ALL WARRANTIES, EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE, MERCHANTABILITY, TITLE, QUALITY, AND NONINFRINGEMENT. TWOGRAND EXPRESSLY DISCLAIMS ANY WARRANTIES OF ANY KIND WITH RESPECT TO THE ACCURACY, VALIDITY, OR COMPLETENESS OF ANY INFORMATION OR FEATURES AVAILABLE THROUGH THE SERVICE, OR THE QUALITY OR CONSISTENCY OF THE SERVICE.
LIABILITY WAIVER. IN NO EVENT WILL TWOGRAND, ITS OFFICERS, ITS DIRECTORS, OR ITS AFFILIATES BE LIABLE TO YOU OR ANYONE ELSE FOR ANY LOSS OR INJURY OR ANY DIRECT, INDIRECT, SPECIAL OR OTHER CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH YOUR ACCESS OR USE OF, OR INABILITY TO ACCESS OR USE THE APP AND THE INFORMATION AVAILABLE ON THE APP OR ARISING OUT OF ANY ACTION TAKEN IN RESPONSE TO OR AS A RESULT OF ANY INFORMATION AVAILABLE ON THE APP. YOU HEREBY WAIVE ANY AND ALL CLAIMS AGAINST TWOGRAND, INC. ARISING OUT OF YOUR USE OF THE APP AND THE INFORMATION THEREON.
INDEMNIFICATION. To the maximum extent permitted by law, You agree to defend, indemnify and hold TwoGrand, its officers, directors, partners, employees, contractors, agents, licensors, and suppliers, harmless from and against any claims, actions or demands, liabilities and settlements including without limitation, reasonable legal and accounting fees, resulting from, or alleged to result from, your use of the Service or any breach by you of this EULA.
MISCELLANEOUS. (a) This EULA and all the policies referenced herein constitute the entire agreement between TwoGrand and you concerning the subject matter hereof, and it may only be modified by a written amendment signed by an authorized executive of TwoGrand. (b) The section titles in this EULA are provided solely for convenience and have no legal or contractual significance. (c) This EULA shall be governed by and interpreted under the laws of the State of California, without regard to its conflicts of laws provisions. All actions relating to this EULA and the App shall be brought in a state or federal court located in San Francisco County, California. (d) The failure of either party to enforce any rights granted hereunder or to take action against the other party in the event of any breach hereunder shall not be deemed a waiver by that party as to subsequent enforcement of rights or subsequent actions in the event of future breaches. (e) If for any reason a court of competent jurisdiction finds any provision of his EULA or portion thereof, to be unenforceable, that provision of this EULA shall be enforced to the maximum extent permissible so as to affect the intent of the parties, and the remainder of this EULA shall continue in full force and effect. (f) You may not assign your rights under this EULA to any party without TwoGrand's consent. (g) If any provision of this EULA shall be deemed unlawful, void or for any reason unenforceable, then that provision shall be deemed severable from this EULA and shall not affect the validity and enforceability of any remaining provisions.
NOTICE REGARDING APPLE. You acknowledge that this EULA is between you and TwoGrand, Inc. only, not with Apple, and Apple is not responsible for the App and the content thereof. Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the App. In the event of any failure of the App to conform to any applicable warranty, then you may notify Apple and Apple will refund the purchase price for the relevant App to you; and, to the maximum extent permitted by applicable law, Apple has no other warranty obligation whatsoever with respect to the App. Apple is not responsible for addressing any claims by you or any third party relating to the App or your possession and/or use of the App, including, but not limited to: (i) product liability claims; (ii) any claim that the App fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation. Apple is not responsible for the investigation, defense, settlement and discharge of any third party claim that your possession and use of the App infringes that third party's intellectual property rights. You agree to comply with any applicable third party terms, when using the App. Apple, and Apple's subsidiaries, are third party beneficiaries of this EULA, and upon your acceptance of this EULA, Apple will have the right (and will be deemed to have accepted the right) to enforce this EULA against you as a third party beneficiary of this EULA. You hereby represent and warrant that (i) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a "terrorist supporting" country; and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties. If TwoGrand provides a translation of the English language version of this EULA is provided, the translation is provided solely for convenience, and the English version shall prevail.