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 .

Acceptance of Terms

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.

 

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.

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.

You shall not:

  • create any account for anyone other than yourself without such person's permission;

  • 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

  • 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.

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.

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.

 

Your Content

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.

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.

Other Content

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.

 

Rules and Conduct

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:

  • 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;

  • you know is false, misleading, untruthful or inaccurate;

  • 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;

  • constitutes unauthorised or unsolicited advertising, junk or bulk e-mail ("spamming");

  • 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;

  • 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;

  • impersonates any person or entity, including any employee or representative of Carrot.run;

  • includes anyone's identification documents or sensitive financial information; or

  • breaches any Carrot.run policy or rules incorporated therein.

You shall not (directly or indirectly):

  • 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;

  • 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;

  • interfere or attempt to interfere with the proper working of the Service or any activities conducted on the Service;

  • 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);

  • run any form of auto-responder or "spam"; on the Service;

  • use manual or automated software, devices, or other processes to "crawl" or "spider" any page of the Platform;

  • harvest, scrape, copy or mirror any Content from the Service;

  • 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;

  • 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;

  • copy, rent, lease, distribute, or otherwise transfer any of the rights that you receive hereunder;

  • 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.

Carrot.run’s access to your information

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.

 

Feedback and Unsolicited Idea Submission Policy

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.

Third Party Sites and Services

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.

 

Conditions of sale

Fees and Charges

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

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

support@carrot.run.

 

Returns

All sales are subject to Carrot.run’s then-current return policies.

 

Title and Risk of Loss

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

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.

Termination

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.

 

Warranty Disclaimer

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.

Indemnification

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.

 

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.

Integration and Severability

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.

Miscellaneous

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.

 

Contact

You may contact Carrot.run at the following address:

Suite A,

1 Widcombe Street,

Poundbury,

Dorchester,

England,

DT1 3BS

Carrot.run is a registered limited company within the United Kingdom (No.12665806)