TOTR-Terms of Use.

PLEASE READ THIS AGREEMENT CAREFULLY BEFORE USING THE APP

These terms and conditions (“Ts&Cs”) are terms of use drafted by STREAMWIDE S.A., software editor of “Team On The Run” (hereinafter the “Application”), registered in France under company number 434 188 660, whose registered office is located at 84 rue d’Hauteville 75010 Paris France(hereinafter: “STREAMWIDE”, “we”, “our” and “us”) and the Client (hereinafter: “Account Administrator”, “Authorized User”, “you” and “your” ) who downloads, installs and uses the Application on its own behalf or as part of the performance of its professional missions and in particular the mobile application, web access (hereinafter “Webchat”) and web administration (hereinafter “the Services”).

If you are subscribing to the Services on behalf of a legal entity or group, you agree and confirm that such legal entity or group has given you the authorization and access to accept these Terms of Use on behalf of the organization.

The Application and Services include the web interface for the administration of your account through which subscriptions and Authorized Users are managed, who are granted a right to access and use the Application and Services.

You acknowledge that these terms are binding on Client and its designated personnel (including the “Account Administrator”) and all Authorized Users.

Important Notice:

Please read this agreement carefully before downloading the Application. These terms and conditions inform of obligations in connection with the use of the Application. By downloading the Application and accessing the Services, you agree to the terms and conditions and enforceability herein. The terms include, but are not limited to, the privacy policy, the license terms, and the limitations of liability. If you do not agree to the enforceability hereof, you must not install, download, use or access the Application and Services.

Scope of the T&CS

The terms herein apply to the App and the Services provided and accessible through the App, including any updates or supplements to the App, unless they contain separate terms, in which case those terms apply.
STREAMWIDE has the right to modify these terms and conditions at any time. Any changes will be published on this page and, if necessary, will be notified to you when the Application is updated.
The terms of our privacy policy are available on our website (https://www.streamwide.com/en/privacy-policy/) and are applicable in connection with the use of the Application. The information collected and processed by the Application is listed in the paragraph “What information is collected and processed?” of our privacy policy. This privacy policy therefore complements these provisions. By using the Application, you agree that we may collect and use as a processor technical information about Authorized Users’ device(s), as well as associated software, hardware and peripherals (smartphones, tablets, computers) for Internet-based or wireless services in order to improve our products and provide the associated Services.
By using the Application and the Services, you acknowledge and agree that you are required to provide names, mobile phone numbers, email addresses and, if applicable, images in the Application to enable Authorized Users to access and use the functions of the Application. Information about Authorized Users must be accurate and complete and it is the Client’s responsibility that each user (Account Administrator and/or Authorized Users) has consented to their personal data being used for this purpose. The Client is qualified as a data controller within data protection requirements.
Authorized Users may receive mobile alerts via SMS and/or email (including, but not limited to, invitation to download the Application, etc.).
The Client is responsible for all activities undertaken from the Application by its staff, Account Administrator and Authorized Users, as well as for all devices (smartphones, tablets, computers) on which the Application is used (“Devices”).
Information provided through the Application or Services may contain links to third-party websites or applications. These third-party websites and applications are not under the control of STREAMWIDE and STREAMWIDE will not be responsible for their content, terms of use, or privacy policies (if any).

Granted rights and license restrictions

The licenses granted to the Client are non-exclusive, limited and non-transferable.
Except as otherwise expressly provided herein or to the extent permitted by any local law, Client is responsible for the Account Administrator and Authorized Users. They undertake to:
- not to copy the Application, unless such copying is necessary to the normal use of the Application, or if it is necessary for backup or operational security purposes;
- not to rent, sublicense, loan, translate, merge, adapt, modify or change the Application;
- not to alter or modify all or any part of the Application, or to allow the Application, in whole or in part, to be combined with or integrated with other programs;
- not to create or attempt to create derivative works based on all or part of the Application, except to the extent that such actions cannot be prohibited as they are essential for the interoperability of the Application with other software, and provided that the information you obtained in the course of such activities:
  - are used solely for the purpose of ensuring the interoperability of the Application with other software;
  - is not disclosed or communicated unnecessarily to any third party, without the prior written consent of STREAMWIDE;
  - and are not used to create software that is substantially similar to the Application;
  - not to provide or make available the Application in whole or in part (including object code and source code), in any form, to any person other than Authorized Users without the prior written consent of STREAMWIDE;
  - not to use the Application for any commercial purpose whatsoever;
  - and to comply with all technology control or export laws and regulations applicable to the technology used or supported by the Application.
When you choose a username or identifier for your account, you must own, control or have the right to use the username or identifier.

License use restrictions

Use of the Application is subject to the restrictions set forth herein. In the event of non-compliance with these provisions, STREAMWIDE may terminate the license, suspend access to the Application and claim damages to cover any loss incurred as a result of such breach.
The Client informs its staff that it must not:
- copy the Application, unless such copy is related to the normal use of the Application, or if it is necessary for backup purposes;
- rent, lease, loan, sell, license or sublicense, distribute, assign, transfer or otherwise make available to any third party the Application, in whole or in part (including object code and source code), in any form whatsoever including publishing the Application on a store;
- use or permit the use of the Application in an abusive or unlawful manner, for unlawful, fraudulent or malicious purposes, including but not limited to:
  1. hacking the Application or introducing malicious code, including viruses, or harmful data into the Application or any operating system;
  2. using a spider or any other system, device or program (automated or otherwise) to extract data or information from the Application or STREAMWIDE‘s servers;
  3. by sending or storing materials that contain viruses, worms, Trojan horses, or other harmful computer code, files, scripts, agents, or programs;
  4. by interfering with, or impairing the integrity or performance of, the Application and the data contained therein;
  5. attempting to gain unauthorized access to the Application or its associated systems or networks;
  6. attempting to gain unauthorized access to the accounts or personal information of other Authorized Users;
- post, send or store illegal content, in particular and without limitation, content that infringes the intellectual property rights or privacy rights of third parties, obscene, racist, inciting hatred or violence; defamatory, or any other content likely to offend morality or public order;
- use the Application under conditions other than those provided for in its license, in particular beyond the number of Authorized Users provided for or under conditions that infringe on STREAMWIDE‘s intellectual property rights or reputation.

Content

In this document:
“Content” means all text, photos, data, information, and other communications submitted to the Application by the Account Administrator or any Authorized User, including automatic submissions.
“Suggestions” means comments, opinions, or suggestions for new features that may be made by Client’s personnel in connection with the Application or the use thereof.
Client’s personnel are responsible for any Content (including, without limitation, its accuracy, quality, legality and reliability) and the consequences of displaying, providing and publishing any Content.
You acknowledge that Content may be shared in connection with your use of the App. Accordingly, Client’s staff (and not STREAMWIDE, its affiliates or third parties) remain responsible for the Content and its disclosure through the Application. No Content, however marked, will be received by us in confidence and will not be subject to any obligation of confidentiality, express or implied. STREAMWIDE and its affiliates are not responsible for the use or disclosure of such Content.
The Client and its staff warrant that:
1. the Content is an original work and that the public posting and other public or private use of the Authorized User Content or any suggestion does not infringe the privacy, intellectual property or other proprietary rights of third parties, and that the Content is not defamatory;
2. you have all necessary licenses, rights, and permissions to use the Content; and
3. you have obtained written permission from each identifiable person described or referred to in the Content to use their information in the Content.
You acknowledge that you have no right, current and/or future, to any compensation for the Suggestions. You, your designated recipients and/or assigns, hereby waive any and all rights in the Suggestions.

Limitation of liability

In no event shall STREAMWIDE be liable hereunder for any consequential damages including license suspension, tort (including negligence), or any other consequential, incidental, consequential damages and without limitation for increased costs, decrease in value, loss of business, production, revenue or profits, loss of goodwill, use or inability to use, loss, interruption, delay or recovery of any data or breach of system data security, improper or fraudulent use of and/or access to the software, or the cost of substitute goods or services in each case, whether or not the Client has been advised of the possibility of such loss or damage and whether such loss or damage has been otherwise foreseeable.
Except for STREAMWIDE‘s indemnification obligations provided by law, in no event shall STREAMWIDE‘s aggregate liability exceed the amount paid in connection with the subscription of the licenses.
Nothing in this Agreement shall limit or exclude STREAMWIDE‘s liability for:
1. death or personal injury resulting from negligence; or
2. fraud or fraudulent misrepresentation; or
3. any other liability which cannot be excluded or limited by French law.
It is expressly recalled that the Application has not been developed to meet individual requirements and that it is therefore the responsibility of the Client and its personnel to ensure that the facilities and functions of the Application meet the requirements of the organisation.
The Client remains solely responsible for the backup of data, Content and Suggestions and STREAMWIDE shall not be liable for any loss, damage or unauthorised access to any data, Content or Suggestions.
THESE PROVISIONS SET OUT THE TERMS OF USE AND ACCESS TO THE APPLICATION, ITS CONTENT OR SUGGESTIONS. EXCEPT AS EXPRESSLY SET FORTH HEREIN, NO CONDITIONS, WARRANTIES, REPRESENTATIONS OR OTHER TERMS, EXPRESS OR IMPLIED, ARE GRANTED BY STREAMWIDE. ANY CONDITIONS, WARRANTIES, REPRESENTATIONS REGARDING THE PROVISION OF THE APP ARE EXCLUDED TO THE FULLEST EXTENT PERMITTED BY LAW.

Indemnification by the client

Client and its authorized representatives shall indemnify and defend STREAMWIDE (and its affected directors, officers and employees) from and against any and all claims, demands, causes of action, liabilities, damages, indemnities, settlements, losses and expenses (including, without limitation, reasonable legal fees and investigation costs) in connection with any claim related to

any use of the Application by the Account Administrator and/or any Authorized User,
the Content, or
any failure of Client and its personnel with respect to the representations, warranties and obligations contained herein.

Intellectual property rights

STREAMWIDE owns all right, title and interest, including all intellectual property rights, in and to the App and Suggestions. These Terms and Conditions do not transfer to Client and its personnel any trademark license or ownership rights in and to the Application and Suggestions, whether in object code or source code, other than as set forth herein.
The name, logo and names associated with the Application and Services are trademarks of STREAMWIDE or its affiliates. STREAMWIDE and its affiliates, own all proprietary rights, including, without limitation, international patent, copyright, trade secret and trademark rights in and to the Application, as well as modifications, enhancements and derivative works.

Termination

These Terms and Conditions are enforceable from the date on which the Client, via the Account Administrator, creates an account via the Application. This agreement will continue during the license term (“Subscription Period” and/or “Trial Period”) until the account is no longer present through the Application. The Client or the designated representative may extend or renew the subscription period at any time, subject to payment of the applicable fees. Clause 6 and 7 will survive to the termination.
STREAMWIDE may terminate the use of the Application immediately upon written notice at any time in the event of non-compliance herewith.

Availability & use

STREAMWIDE undertakes to use commercially reasonable efforts to maintain a reasonable level of availability of the Application. STREAMWIDE reserves the right, at any time and with reasonable notice, to limit the Client’s access to the Application. STREAMWIDE may carry out repairs or make changes without prior notice in the event of circumstances of particular seriousness and/or circumstances beyond its control.
STREAMWIDE may modify the Application at any time. Such modifications and changes, or both, may include, without limitation, the addition or removal of features, products, services, software, or changes in instructions, provided that this does not cause a significant and significant diminution of the core functionality of the Application.
STREAMWIDE may extend, improve or otherwise modify the Application or parts thereof (collectively, the “Updates”) over time. In the event of the provision of Application Updates, such Updates shall be deemed to be incorporated into the Application and shall be subject hereto.
An online help support is available at support@teamontherun.com. This help support is used to inform STREAMWIDE of problems encountered in the context of the use of the Application. The help support is available during normal business hours and depending on the relevant territory.
STREAMWIDE has the right to control and audit the use of the Application at any time, including the number of Authorized Users.

Invoicing & payment

Where applicable, fees for the use of the Application must be paid in advance for the subscription period and for a specified number of Authorized Users. The purchase is firm, final and non-refundable.

The costs and terms of payment are set out in a separate agreement.

General provisions

Governing Law. These provisions and any dispute or claim shall be governed by and construed in accordance with French law and with the exclusive jurisdiction of the French courts.
Notices. Notices shall be deemed valid herein in writing with return receipt to STREAMWIDE‘s address. You may also contact us with questions and complaints regarding the Application by writing to us at support@teamontherun.com.
Assignment. STREAMWIDE may freely transfer its rights and obligations hereunder to a third party, but this shall not affect the rights and obligations mentioned herein.