Terms of Use
Important
Please read these Terms of Use carefully before using the services offered by
Carrot.run Ltd (“Carrot.run”), a company registered in the United Kingdom.
These terms of use set forth the legally binding terms and conditions for your
use (as “User(s)”) of the Carrot.run Android and iOS apps (the “Platform”) and
the services, features, content or applications offered by Carrot.run
(collectively with the platform, the “Service”). These terms of use can be
downloaded and printed via https://www.carrot.run .
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Acceptance of Terms
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By registering for and/or using the Service in any manner, including but not
limited to visiting or browsing the Platform, you agree to all of the terms and
conditions contained herein ("Terms of Use"), which also incorporate
Carrot.run’s Privacy Policy and all other operating rules, policies and
procedures that may be published from time to time on the Platform by
Carrot.run, each of which is incorporated by reference and each of which may
be updated by Carrot.run from time to time. Any amendment of these Terms
of Use will be announced at least one (1) month before it will take effect. If the
User does not agree to an amendment, it has the right to terminate the
agreement as of the date the amendment would have entered into force. In
addition, some services offered through the Service may be subject to
additional terms and conditions specified by Carrot.run from time to time; your
use of such services is subject to those additional terms and conditions,
which are incorporated into these Terms of Use by this reference.
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Access
Subject to these Terms of Use, Carrot.run may offer to provide the Service, as
described in more detail on the Platform, and which are selected by you as
User.
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Registration and Eligibility
To access the Service you are required to register and become a User with
Carrot.run and represent, warrant and covenant that you provide Carrot.run
with accurate and complete registration information (including, but not limited
to your e-mail address and a password you will use to access the Service)
and to keep your registration information accurate and up-to-date. Failure to
do so shall constitute a breach of these Terms of Use, which may result in
immediate termination of your Carrot.run account.
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You shall not:
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create any account for anyone other than yourself without such person's permission;
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use the name of another person with the intent to impersonate that person; use a name or Carrot.run account that is subject to any rights of a person other than you without appropriate authorisation; or
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use a name that is otherwise offensive, vulgar or obscene or otherwise unlawful
Carrot.run reserves the right to refuse registration of, or cancel a User, or
transfer ownership of a User in its sole discretion. Users are solely
responsible and liable for activity that occurs on their account and shall be
responsible for maintaining the confidentiality of their Carrot.run password.
You shall never use another User's account without such other User's prior
express permission. You will immediately notify Carrot.run in writing of any
unauthorised use of your account, or other account related security breach of
which you are aware.
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You represent and warrant that if you are an individual, you are of legal age to
form a binding contract, or that if you are registering on behalf of an entity,
that you are authorised to enter into, and bind the entity to, these Terms of
Use and register for the Service. The Service is not available to individuals
who are younger than 13 years old. Carrot.run may, in its sole discretion,
refuse to offer the Service to any person or entity and change its eligibility
criteria at any time. If the Terms of Use or use of the Service is prohibited by
any laws, rules or regulations applicable to you, you agree not to use or
access the Platform or Services in any way.
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You understand that you are responsible for any charges associated with
sending communications via your device. You hereby acknowledge that you
have the right to communicate with your contacts via the Service.
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Your Content
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For purposes of these Terms of Use, the term "Content" includes, without
limitation, any location information, information, data, text, photographs, graphics, and interactive features generated, provided, or otherwise made
accessible by Carrot.run on or through the Service. All Content, whether
publicly posted or privately transmitted, must be the sole intellectual property
of the person who posts or transmits such Content. Carrot.run cannot
guarantee the authenticity of any Content or data, which users may provide
about themselves. You acknowledge that all Content accessed by you using
the Service is at your own risk and you will be solely responsible and liable for
any damage or loss to you or any other party resulting therefrom.
You retain the intellectual property rights relating to the Content you make
available through the Service. You acknowledge and accept that by making
the Content available through the Service, you automatically and free of
charge grant Carrot.run an unlimited, worldwide, irrevocable, sub licensable
and transferable license to reproduce, distribute, redistribute, modify,
translate, adapt, prepare derivative works, display and otherwise use all or
part of the Content, by any and all means, in the context of providing the
Service and/or our business activities, and within the limits of the privacy
settings you have chosen for your content. This means that if you set certain
Content to be available publicly, Carrot.run may use such in connection with
the Platform, Service and Carrot.run’s business as Carrot.run may determine
in its sole discretion, including but not limited to, publicly displaying it,
reformatting it, incorporating it into our marketing materials, advertisements
and other works, creating derivative works from it, promoting it, and
distributing it.
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You also hereby do and shall grant each other User you have authorised to
access your Content a non-exclusive license to access your Content through
the Platform and the Service, and to use, edit, modify, reproduce, distribute,
prepare derivative works of, display and perform such Content in connection
with their use of the Platform and Service, in order for each other user to be
able to (normally) use the Platform and Service. You understand that all
information publicly posted or privately transmitted through the Platform is the
sole responsibility of the person from which such Content originated; that
Carrot.run will not be liable for any errors or omissions in any Content; and
that Carrot.run cannot guarantee the identity of any other Users with whom
you may interact in the course of using the Service.
User represents and warrants that it has all rights to grant the licenses as laid
down in article of these Terms of Use, without infringing or violating any third
party rights, including but limited to, any privacy rights, publicity rights,
intellectual property rights or any other proprietary rights. User indemnifies
Carrot.run against any and all third party claims, based upon any alleged
infringement of such third party rights in relation to the Content.
When you delete your Content, it will be removed from the Service. However,
you understand that any removed Content may persist in backup copies for a
reasonable period (but following removal will not be shared with others) or
may remain with Users who have previously accessed and downloaded your
Content.
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Other Content
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The Service contains Content specifically provided by Carrot.run or its
partners and such Content is protected by intellectual property rights and
associated rights, including copyrights, trademark rights, patent rights, design
rights, trade name rights, database rights, and neighbouring rights, as well as
rights to knowhow (“Intellectual Property Rights”). You shall abide by and
maintain all copyright notices, information, and restrictions contained in any
Content accessed through the Service. Subject to these Terms of Use,
Carrot.run grants each User of the Platform and/or Service a worldwide, non-
exclusive, non-sub licensable and non-transferable license to use, modify and
reproduce the Content, solely for personal, non-commercial use. Use,
reproduction, modification, distribution or storage of any Content for other
than personal, non-commercial use is expressly prohibited without prior
written permission from Carrot.run, or from the Intellectual Property Right
holder, as applicable.
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Rules and Conduct
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As a condition of use, you promise not to use the Service for any purpose that
is prohibited by these Terms of Use. You are responsible for all of your activity
in connection with the Service. Additionally, you shall abide by all applicable
national and international laws and regulations and, if you represent a
business, any advertising, marketing, privacy, or other self-regulatory code(s)
applicable to your industry. By way of example, and not as a limitation, you
shall not (and shall not permit any third party to) either (a) take any action or
(b) upload, download, post, submit or otherwise distribute or facilitate
distribution of any Content on or through the Service, including without
limitation any User Submission, that:
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infringes any patent, trademark, trade secret, copyright, right of publicity or other right of any other person or entity or violates any law or contractual duty;
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you know is false, misleading, untruthful or inaccurate;
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is unlawful, threatening, abusive, harassing, defamatory, libellous, deceptive, fraudulent, invasive of another's privacy, tortious, obscene, vulgar, pornographic, offensive, profane, contains or depicts nudity, contains or depicts sexual activity, promotes bigotry, discrimination or violence, or is otherwise inappropriate as determined by Carrot.run in its sole discretion;
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constitutes unauthorised or unsolicited advertising, junk or bulk e-mail ("spamming");
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involves commercial activities (whether or not for profit) and/or sales without Carrot.run’s prior written consent such as contests, sweepstakes, barter, advertising, or pyramid schemes;
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contains software viruses or any other computer codes, files, worms, logic bombs or programs that are designed or intended to disrupt, disable, damage, limit or interfere with the proper function of any software, hardware, or telecommunications equipment or to damage or obtain unauthorised access to any system, data, password or other information of Carrot.run or any third party;
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impersonates any person or entity, including any employee or representative of Carrot.run;
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includes anyone's identification documents or sensitive financial information; or
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breaches any Carrot.run policy or rules incorporated therein.
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You shall not (directly or indirectly):
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sell, license, rent, or otherwise use or exploit any Content for commercial (whether or not for profit) use or in any way that violates any third party right;
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take any action that imposes or may impose (as determined by Carrot.run in its sole discretion) an unreasonable or disproportionately large load on Carrot.run’s (or its third party providers';) infrastructure;
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interfere or attempt to interfere with the proper working of the Service or any activities conducted on the Service;
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bypass any measures Carrot.run may use to prevent or restrict access to the Service (or other accounts, computer systems or networks connected to the Service);
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run any form of auto-responder or "spam"; on the Service;
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use manual or automated software, devices, or other processes to "crawl" or "spider" any page of the Platform;
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harvest, scrape, copy or mirror any Content from the Service;
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modify, adapt, appropriate, reproduce, distribute, translate, create derivative works or adaptations of, publicly display, republish, repurpose, sell, trade, or in any way exploit the Service or Carrot.run Content (other than your own Content), except as expressly authorised by Carrot.run;
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decipher, decompile, disassemble, reverse engineer or otherwise attempt to derive any source code or underlying ideas or algorithms of any part of the Service (including without limitation any application or widget), except to the limited extent applicable laws specifically prohibit such restriction;
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copy, rent, lease, distribute, or otherwise transfer any of the rights that you receive hereunder;
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otherwise take any action in violation of Carrot.run’s guidelines and policies.
Carrot.run does not guarantee that any Content (as defined above) will be
made available on the Platform or through the Service. Carrot.run has no
obligation to monitor the Platform, Service or Content.
However, Carrot.run reserves the right to (i) remove, suspend, edit or modify
any Content in its sole discretion without notice to you and for any reason
(including, but not limited to, upon receipt of claims or allegations from third
parties or authorities relating to such Content or if Carrot.run is concerned
that you may have violated these Terms of Use), or for no reason at all and
(ii) to remove, suspend or block any Content from the Service.
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Carrot.run’s access to your information
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Carrot.run reserves the right to access, read, preserve, and disclose any
information as Carrot.run reasonably believes is necessary to (i) satisfy any
applicable law, regulation, legal process or governmental request, (ii) enforce
these Terms of Use, including investigation of potential violations hereof, (iii)
detect, prevent, or otherwise address fraud, security or technical issues, (iv)
respond to user support requests, or (v) protect the rights, property or safety
of Carrot.run, its users and the public.
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Feedback and Unsolicited Idea Submission Policy
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Carrot.run welcomes your feedback regarding Carrot.run’s existing business.
If you want to send us your feedback, and we hope you do, we simply request
that you send it to us at support@carrot.run . Any feedback you provide to
Carrot.run or any of its employees shall be deemed to be non-confidential.
Carrot.run shall be entitled to the unrestricted use of the feedback for any
purpose whatsoever, commercial or otherwise, without compensation or
attribution to you.
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Third Party Sites and Services
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The Service may permit Users to link to other websites, apps, services or
resources on the Internet, and other websites, services or resources may
contain links to the Platform. When you access third party websites, you do
so at your own risk. These other websites are not under Carrot.run’s control,
and you acknowledge that Carrot.run is not responsible or liable for the
content, functions, accuracy, legality, appropriateness or any other aspect of
such websites or resources. The inclusion of any such link does not imply
endorsement by Carrot.run or any association with its operators. You further
acknowledge and agree that Carrot.run shall not be responsible or liable,
directly or indirectly, for any damage or loss caused or alleged to be caused
by or in connection with the use of or reliance on any such Content, goods or
services available on or through any such website or resource. This includes
downloading the Platform from third party application stores (e.g., Apple App
Store and Google Play Store) authorised by Carrot.run.
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Conditions of sale
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Fees and Charges
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You agree to pay all fees and charges incurred in connection with your orders
and purchases (including any taxes imposed on your orders and purchases,
including, but not limited to, applicable shipping fees, sales, use or value-
added taxes) at the rates in effect when the charges were incurred. Fees
charged for goods and services may change at any time without advanced
notice. Carrot.run may automatically charge and withhold such fees and
charges for orders to be delivered to addresses within any jurisdictions that it
deems is required. When you order products for overseas delivery, shipments
may be subject to import duties and taxes, which are levied when the
products arrive at the destination that you specified. Any charges for customs
clearance shall be borne by you, as Carrot.run has no control over such
charges and cannot foresee the amount charged (if any). You agree that you
are the importer of record for goods and services you order and you shall
comply with all laws and regulations of the destination country.
Disputes
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You must notify us in writing within seven (7) days after receiving your credit
card statement, if you dispute any of our charges on that statement or such
dispute will be deemed waived. Such notification shall be sent via email at
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Returns
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All sales are subject to Carrot.run’s then-current return policies.
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Title and Risk of Loss
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All products purchased through the Service are made pursuant to a shipment
contract. Risk of loss and title for such products pass to you upon our delivery
to the carrier.
Orders and Specifications
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To place an order you will need to follow the order procedure set out on the
Platform. Details of the price payable in respect of any product and the
procedure for payment are displayed on the Platform. All products are offered
for sale subject to availability and subject to our acceptance of your order.
The order confirmation will contain details of your order, the price and an
estimate of the delivery time for the order. It is your responsibility to contact
us and notify us of any error or mistake with the order as soon as reasonably
practicable. Failure to do so may lead to the incorrect order being sent out to
you. Any times or dates stated for delivery are estimates only. We will make
reasonable efforts to deliver goods within the time specified, but we do not
accept liability for any failure to deliver within that time. We endeavour to
display and describe as accurately as possible the printed colours on the
products which appear on our site, but we cannot undertake to give any
assurance that the colours supplied will exactly match those displayed on
your monitor or mobile telephone. We may revise, discontinue or modify
products or services at any time without prior notice to you and products may
become unavailable without notice. We shall have no liability of any kind if
any product or service is not available.
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Termination
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Carrot.run may terminate your access to all or any part of the Service at any
time, with or without cause, with or without notice, effective immediately,
which may result in the forfeiture and destruction of all information associated
with your membership. If you wish to terminate your account, you may do so
by following the instructions on the Platform. Any fees paid hereunder are
non-refundable. All provisions of these Terms of Use which by their nature
should survive termination shall survive termination, including, without
limitation, ownership provisions, warranty disclaimers, indemnity and
limitations of liability.
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Warranty Disclaimer
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The Platform and Service are provided on an “as is” basis. Carrot.run does
not warrant that the Platform and Service are accessible at all times and/or
are (fully) functional at all times.
You acknowledge that Carrot.run has no control over, and no duty to take any
action regarding: which Users gain access to the Service; what Content you access via the Service; what effects the Content may have on you; how you
may interpret or use the Content; or what actions you may take as a result of
having been exposed to the Content. The Service may contain, or direct you
to websites containing, information that some people may find offensive or
inappropriate. Carrot.run makes no representations concerning any Content
contained in or accessed through the Service, and Carrot.run will not be
responsible or liable for the accuracy, copyright compliance, legality or
decency of material contained in or accessed through the Service. You
release us from all liability relating to your connections and relationships with
other Users. You understand that we do not, in any way, screen Users, nor do
we inquire into the backgrounds of Users or attempt to verify their
backgrounds or statements. We make no representations or warranties as to
the conduct of Users or the veracity of any information Users provide. In no
event shall we be liable for any damages whatsoever, whether direct, indirect,
general, special, compensatory, consequential, and/or incidental, arising out
of or relating to the conduct of you or anyone else in connection with the
Services, including, without limitation, bodily injury, emotional distress, and
any damages resulting in any way from communications or meetings with
Users or persons you may otherwise meet through the Services. As such,
you agree to take reasonable precautions and exercise the utmost personal
care in all interactions with any individual you come into contact with through
the Services, particularly if you decide to meet such individuals in person. For
example, you should not, under any circumstances, provide your financial
information (e.g., credit card or bank account numbers) to other individuals.
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Indemnification
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You shall defend, indemnify, and hold harmless Carrot.run, its affiliates and
each of its and its affiliates'; employees, contractors, directors, suppliers and
representatives from all losses, costs, actions, claims, damages, expenses
(including reasonable legal costs) or liabilities, that arise from or relate to your
use or misuse of, or access to, the Platform, Service, Content or otherwise
from your Content, violation of these Terms of Use, or infringement by you, or
any third party using your account, of any Intellectual Property Right or other
right of any person or entity (save to the extent that a court of competent
jurisdiction holds that such claim arose due to an act or omission of
Carrot.run). Carrot.run reserves the right to assume the exclusive defence
and control of any matter otherwise subject to indemnification by you, in
which event you will assist and cooperate with Carrot.run in asserting any
available defences.
Liability
Carrot.run’s liability, whether based upon (attributable) default, unlawful act or
any other ground, is excluded.
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Governing Law
A printed version of these Terms of Use and of any notice given in electronic
form shall be admissible in judicial or administrative proceedings based upon
or relating to these Terms of Use to the same extent and subject to the same
conditions as other business documents and records originally generated and
maintained in printed form. You and Carrot.run agree that any cause of action
arising out of or related to the Service must commence within one (1) year
after the cause of action arose; otherwise, such cause of action is
permanently barred. These Terms of Use and any disputes or claims arising
out of or in connection with it shall be governed by, and construed in
accordance with, the laws of the United Kingdom. All disputes or claims
arising out of or relating to these Terms of Use shall be subject to the
exclusive jurisdiction of the Court in the United Kingdom to which the Parties
irrevocably submit.
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Integration and Severability
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These Terms of Use are the entire agreement between you and Carrot.run
with respect to the Service and use of the Platform, Service and Content and
supersede all prior or contemporaneous communications and proposals
(whether oral, written or electronic) between you and Carrot.run with respect
to the Platform. If any provision of these Terms of Use is found to be
unenforceable or invalid, that provision will be limited or eliminated to the
minimum extent necessary so that these Terms of Use will otherwise remain
in full force and effect and enforceable. The failure of either party to exercise
in any respect any right provided for herein shall not be deemed a waiver of
any further rights hereunder.
Waiver of compliance in any particular instance does not mean that we will
waive compliance in the future. In order for any waiver of compliance with
these Terms of Use to be binding, Carrot.run must provide you with written
notice of such waiver through one of its authorised representatives.
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Miscellaneous
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Carrot.run shall not be liable for any failure to perform its obligations
hereunder where such failure results from any cause beyond Carrot.run its
reasonable control, including, without limitation, mechanical, electronic or communications failure or degradation (including "line-noise" interference).
These Terms of Use are personal to you, and are not assignable, transferable
or sub-licensable by you except with Carrot.run’s prior written consent.
Carrot.run may assign, transfer or delegate any of its rights and obligations
hereunder without consent. No agency, partnership, joint venture, or
employment relationship is created as a result of these Terms of Use and
neither party has any authority of any kind to bind the other in any respect.
Unless otherwise specified in these Term of Use, all notices under these
Terms of Use will be in writing and will be deemed to have been duly given
when received, if personally delivered or sent by certified or registered mail,
return receipt requested; when receipt is electronically confirmed, if
transmitted by facsimile or e-mail; or the day after it is sent, if sent for next
day delivery by recognised overnight delivery service.
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Contact
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You may contact Carrot.run at the following address:
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Suite A,
1 Widcombe Street,
Poundbury,
Dorchester,
England,
DT1 3BS
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Carrot.run is a registered limited company within the United Kingdom (No.12665806)
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