Terms And Conditions

PLEASE READ THE TERMS THOROUGHLY AND CAREFULLY. BY USING THE SERVICES, YOU AGREE TO BE BOUND BY THESE TERMS. IMPORTANT NOTICE: THIS AGREEMENT CONTAINS A BINDING ARBITRATION PROVISION AND CLASS ACTION WAIVER. IT AFFECTS YOUR LEGAL RIGHTS AS DETAILED IN THE ARBITRATION AND CLASS ACTION WAIVER SECTION BELOW. PLEASE READ CAREFULLY.

Last Updated: November 2, 2018


These ActioPlus terms of use (“Terms”) govern your use of: a) the ActioPlus website(s) located at https://actioplus.co; b) the ActioPlus Program; and c) the ActioPlus mobile application made available by ActioPlus. The Program can also be accessed through approved third-party websites and applications (through "ActioPlus Partners"). To make these Terms easier to read, the Site, the Program, Mobile Apps, and all related services provided by ActioPlus are referred to collectively herein as the "Services." Please review these Terms and the ActioPlus Privacy Policy (the "Privacy Policy"), which is incorporated herein by reference carefully, because they govern your use of the Services and include, among other things, AN ARBITRATION AGREEMENT WHICH CONTAINS A CLASS ACTION WAIVER. All references to “you” or “your,” as applicable, mean the person who accesses, uses, and/or participates in the Services in any manner, and each of your heirs, assigns, and successors. ​

Agreement to Terms

Your permission to access and use ActioPlus’ Services is conditioned upon your agreement to be bound by these Terms and the Privacy Policy. If you do not agree to be bound by these Terms and the Privacy Policy, then you do not have permission to access or use the Services. By accessing or using the Services, or by clicking "accept" or “agree”, you acknowledge and agree that you have read, understand, and agree to be bound by these Terms. We reserve all rights not expressly granted to you. If you wish to use the Services in a way not authorized by these Terms, you must receive our permission prior to such use. ​

Changes to Terms or Services

ActioPlus reserves the right to modify or terminate these Terms, at any time, without prior notice, and at ActioPlus' sole discretion. The modified version of the Terms (the "Modified Terms") shall be posted on the Site. Your continued use of the Services after ActioPlus has posted the Modified Terms shall constitute your consent to the Modified Terms. If you don't agree to be bound by the Modified Terms, you may not access the Services and you must cease all access to and use of the Services and to terminate your Account (defined below). Because ActioPlus' Services continue to evolve over time, ActioPlus may change or discontinue all or any part of the Services. ActioPlus reserves the right to make such changes or discontinuations at any time, without prior notice, and at our sole discretion.

Who May Use the Services

You may use the Services only if you are 18 years or older, are a resident of the United States, and not barred from using the Services by applicable law. You may not use our Services in any jurisdiction where offering, accessing or using our Services would be illegal or unlawful. The Services are maintained for the benefit and participation of individual Account holders (each a "Member") only, and each Member may maintain only one Account. Duplicate Accounts will be subject to cancellation. ​

Account Registration

If you want to use certain features of the Services, you must create an ActioPlus account (an "Account"). You can do this via the Site, through many of our ActioPlus Partners' websites and applications, and through certain third-party social-networking services, such as Facebook or Twitter (certain "SNS Accounts"). If you choose the SNS Account option, ActioPlus will create your Account by extracting certain personal information from your SNS Account, such as your name, email address, and other personal information that your privacy settings on the SNS Account permit ActioPlus to access. By granting ActioPlus access to any SNS Account, you authorize us to access, make available and store (if applicable) any content that you have provided to and stored in your SNS Account (“SNS Content“) depending upon the privacy settings you have set within such SNS Account. Unless otherwise specified in these Terms, all SNS Content will be considered to be User Content for all purposes of these Terms. Your relationship with the third-party providers associated with your SNS Accounts is governed solely by your agreements with such third-parties. You represent that you are entitled to disclose your SNS Account login information to us and/or grant us access to your SNS Account (including, but not limited to, for use for the purposes described herein), without breach by you of any of the terms and conditions that govern your use of the applicable SNS Account and without obligating us to pay any fees or subjecting ActioPlus to any usage limitations imposed by such third parties. You must provide ActioPlus with accurate, complete, and up-to- date information for your Account and you agree to update such information, as needed, to keep it accurate, complete, and up-to- date. ActioPlus reserves the right and may choose to suspend or terminate your Account if you create more than one Account, or if any information provided during the registration process or thereafter proves to be inaccurate, fraudulent, not current, incomplete, or otherwise in violation of these Terms. As part of the Services, you may have the option to connect certain third party devices or applications to your Account. You agree to only connect your devices and applications, and not those of any other individual. If you connect such device or application, the collection, use, and disclosure of data from such device or application is governed by our Privacy Policy. You agree not to disclose your Account password to anyone and you will notify us immediately of any unauthorized use of your Account. You will be responsible for all access and activity that occurs through your Account, whether you know of or have authorized such activity.

Program Participation

Program Rules. Accounts, memberships in the Program, and promotions, benefits, awards, and rewards provided there under (and "Program Benefits") are offered at the discretion of ActioPlus and its affiliates, and ActioPlus has the right to terminate your Account, the Program, and any Program Benefits, and to change any terms, conditions of participation, rules, regulations, policies, and procedures that ActioPlus adopts to govern the Program or Program Benefits (any "Program Rules"), in whole or in part, at any time, without notice, even though such changes may affect the value of Program Benefits or program points obtained through use of the Services (or "Program Points") already accumulated. You are responsible for remaining knowledgeable as to the Program Rules which are published on the Site. ActioPlus may, among other things, withdraw, limit, modify, or cancel any Program Benefits, increase the Program Points required for any Program Benefits, and modify or regulate the transferability of any Program Benefits. In accumulating Program Points, you may not rely upon the continued availability of a Program Benefit and you may not be able to obtain all offered Program Benefits. Compliance with Program Rules. Participation in the Program is subject to any Program Rules that ActioPlus may, at its sole discretion, adopt from time to time. ActioPlus has the sole right to interpret and apply the Program Rules. Any failure to follow Program Rules, abuse of the Program, or misrepresentation of any information furnished to ActioPlus or ActioPlus Partners by you or anyone acting on your behalf may result in the termination of your Account and the cancellation of accrued Program Rewards. ​ Rewards. The Program is generally structured to permit you to exchange Program Fitness Challenges for Rewards. The accumulation of Fitness Challenges completed and the redemption of such Rewards are subject to the specific Program Rules enacted by ActioPlus. You are responsible for reading the materials made available to you regarding the Program, Program Rules, and Program Benefits in order to understand your rights and responsibilities under the Program. Only Members are eligible to accrue Rewards in the Program by availing themselves of the means of accrual recognized under the Program. A member may not accrue Rewards for the utilization of the Services by any other person, animal, object, or entity. Rewards can only be accrued through methods of accrual offered after your creation of an Account.

If ActioPlus improperly denies you an accrual of Rewards, ActioPlus' sole liability will be limited to the equivalent of those Rewards.

ActioPlus reserves the right to make Rewards and promotional offers selectively available to certain Members, at any time, based upon geographic locations, Program participation, or other factors determined at ActioPlus' sole discretion. You are responsible for ensuring that your Rewards are properly credited. Rewards in your Account will be maintained until those Rewards are redeemed or your Account is terminated, or the Rewards expire pursuant to the Program Rules, whichever occurs first. The accumulation of Rewards does not entitle you to any vested rights with respect to Program Benefits or the Program. ​ Audit Rights. ActioPlus reserves the rights to audit any and all Accounts at any time and without notice for compliance with the Program Rules. In the event such an audit reveals discrepancies or possible violations, the processing of Program Benefit redemption requests may be delayed pending completion of the audit. Prohibition on Transfer of Program Points and Program Benefits. No Program Points or Program Benefits earned or granted under the Program may be transferred or assigned except as expressly permitted by ActioPlus in writing. Accrued Program Points do not constitute property of the member. Neither accrued Program Points nor accrued Program Benefits are transferable (i) upon death, (ii) as part of a domestic relations matter, or (iii) otherwise by operation of law. The sale or barter of any Program Points or Program Benefits, other than as authorized by ActioPlus in writing, is expressly prohibited. Any Program Points or Program Benefits that are transferred, assigned, or sold in violation of the Program Rules may be confiscated or cancelled. The use of Program Points or Program Benefits that have been acquired by purchase, barter, or other conduct in violation of the Program Rules may result in Account termination and cancellation of accrued Program Points and Program Benefits. Program Partners. Some Program Benefits are provided by sponsors and promotion partners of ActioPlus. These partners are independent entities and ActioPlus is not responsible for the nature or quality of products or services provided by those partners. ActioPlus shall have no liability for withdrawal from the Program by such partners or for Program Benefit changes or cancellations caused by such partner withdrawals, or discontinued service by partners.

Feedback

ActioPlus welcomes feedback, comments, and suggestions for improvement to the Services ("Feedback"). You can submit Feedback by emailing ActioPlus at hello@actioplus.co. By submitting Feedback, you represent and warrant that (a) you have the right to disclose the Feedback, (b) the Feedback does not violate the rights of any other person or entity, and (c) the Feedback does not contain the confidential or proprietary information of any third party or parties. You hereby grant ActioPlus a non- exclusive, worldwide, perpetual, irrevocable, fully-paid, royalty-free, sublicensable, and transferable license under any and all intellectual property rights that you own or control, to use, copy, modify, create derivative works based upon, and otherwise exploit the Feedback for any purpose. You irrevocably waive, and cause to be waived, against ActioPlus and its users any claims and assertions of any moral rights contained in such Feedback. This Feedback section shall survive any termination of your Account or the Services.

General Prohibitions

You agree not to do any of the following: (i) use another person’s Account; misrepresent yourself, identity, or other information or send or provide any illegal content through the Services; (ii) use, display, mirror or frame the Services, or any individual element within the Services, any ActioPlus trademark, logo or other proprietary information, or the layout and design of any page or form contained on a page, (iii) in any manner, copy copyrighted text, or otherwise misuse or misappropriate Services information or Content; (iv) access, tamper with, or use non-public areas of the Services, ActioPlus' computer systems, or the technical delivery systems of ActioPlus' providers, (iv) avoid, bypass, remove, deactivate, impair, descramble or otherwise circumvent any technological measure implemented to protect the Services or the ActioPlus Content; (v) use Services or the ActioPlus Content for any commercial purpose or the benefit of any third party or in any manner not permitted by these Terms; (vi) attempt to decipher, decompile, disassemble or reverse engineer any of the software used to provide the Services or the Content; (vii) interfere with, or attempt to interfere with, the access of any user, host or network, including, without limitation, sending a virus, overloading, flooding, spamming, or mail- bombing the Services; (viii) use manual or automated software, devices, scripts robots, other means or processes to access, “scrape,” “crawl” or “spider” the Services or any related data or information; (ix) disable or circumvent our API usage safeguards or make calls to our API other than those authorized in our API documentation; (x) violate any applicable law or regulation; or (xi) encourage or enable any other individual to do any of the foregoing. ​

Content and Content Ownership ​

For the purposes of these Terms: "Content" means text, graphics, images, music, software, audio, video, works of authorship of any kind, and information or other materials; "ActioPlus Content" means any Content that is posted, generated, provided, or otherwise made available by ActioPlus through the Services; "User Content" means any Content that you provide to ActioPlus or ActioPlus Partners through access to or use of the Services. ActioPlus does not claim any ownership rights in any User Content that you make available through the Services and nothing in these Terms will be deemed to restrict any rights you may have to use and exploit your User Content. Subject to the foregoing, ActioPlus and its licensors exclusively own all right, title, and interest in and to the Services and ActioPlus Content, including all associated intellectual property rights. You acknowledge that the Services and ActioPlus Content are protected by copyright, trademark, and other laws of the United States and foreign countries. You agree not to remove, alter, or obscure any copyright, trademark, service mark, or other proprietary rights notices incorporated in or accompanying the Services or Content. ActioPlus Content License Subject to your compliance with these Terms, ActioPlus grants you a limited, non- exclusive, non-transferable license, without the right to sublicense, to download, view, copy, display, and print the ActioPlus Content, solely in connection with your permitted use of the Services and solely for your personal and non-commercial purposes. You will not use, copy, adapt, modify, prepare derivative works based upon, distribute, license, sell, transfer, publicly display, publicly perform, transmit, stream, broadcast or otherwise exploit the Services or ActioPlus Content, except as expressly permitted in these Terms. No licenses or rights are granted to you by implication or otherwise under any intellectual property rights owned or controlled by ActioPlus or its licensors, except for the licenses and rights expressly granted in these Terms. ​

User Content License

By making any User Content available through the Services you agree to and hereby grant ActioPlus a non-exclusive, transferable, sublicensable, worldwide, royalty-free license to use, copy, modify, create derivative works based upon, distribute, publicly display and perform, and distribute your User Content (i) in connection with operating and providing the Services and Achievement Content to you and (ii) to third parties, as instructed or requested by you. You are solely responsible for your User Content. You represent and warrant that you own all your User Content or you have all rights that are necessary to grant us the license rights in your User Content granted under these Terms. You also represent and warrant that neither your User Content, nor your use and provision of your User Content to be made available through the Services, nor any use of your User Content by ActioPlus on or through the Services will infringe, misappropriate, or violate a third party's intellectual property rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation. ActioPlus reserves the right, but is not obligated to remove or disable access to any Content, at any time and without notice, including, but not limited to, if ActioPlus, at its sole discretion, considers any Content to be objectionable or in violations of these Terms. You acknowledge and agree that we do not verify, adopt, ratify, or sanction User Content, and you agree that you must evaluate and bear all risks associated with your use of or reliance on User Content. You understand that by using the Services, you may be exposed to User Content that you may consider offensive or objectionable.

No Medical Advice ​

Our Content may include information that relates to your health or wellness, or is otherwise medically related. Such Content is for informational purposes only. We are not engaged in the practice of medicine, either directly or indirectly, and we do not render medical advice via the Services. Your use of the Services does not create any healthcare provider/patient relationship. If you have any questions regarding a medical condition, you should seek the advice of your physician, or any other qualified healthcare professional. If you think you are having a medical emergency, call your healthcare professional or the emergency number (usually 911) without delay. ​

No Legal Advice ​

Our Content may include information that is legal or regulatory in nature. Such Content is for information purposes only. We are not providing you legal or regulatory advice, and your use of the Services does not create an attorney/client relationship. If you have any questions regarding your legal rights, or regarding any laws or regulations, you should seek the advice of your attorney. ​

Links to Third Party Websites or Resources ​

The Services may contain links to third-party websites or resources. ActioPlus provides these links only as a convenience and is not responsible for the content, products, or services on or available from those websites or resources or links displayed on such sites. You acknowledge sole responsibility for and assume all risk rising from your use of any third-party websites or resources..

Termination Amd Enforcement Rights

ActioPlus may terminate your Account and access to and use of the Services, at its sole discretion, at any time, and without notice to you. You may cancel your Account by accessing and selecting to terminate your Account through the Site. Upon any termination, discontinuation, or cancellation of Services or your Account the following provisions will survive: "Feedback," "Content and Ownership," "User Content License," "Termination," "Disclaimers," "Limitation of Liability," "Dispute Resolution," and "General Terms." Although ActioPlus is not obligated to monitor access to use of the Services or ActioPlus Content or to review or edit any Content, ActioPlus reserves the right to do so for the purpose of operating the Service, to ensure compliance with these Terms, or to comply with applicable law or other legal requirements. Without limiting any other rights reserved herein, ActioPlus may, in its sole discretion, take any action permitted by law for any violation of these Terms or any other policy or agreement between you and ActioPlus, including but not limited to removing User Content you posted, limiting your Account access, requiring you to forfeit Program Rewards, assessing monetary penalties or costs, terminating your Account, blocking access, investigating you, and/or cooperating with law enforcement agencies in any investigation or prosecution.

Copyright ​

We will respond to notice of alleged infringement that are provided to us through the appropriate channel and comply with applicable law. The contact information for our copyright agent is provided at the bottom of this section. If you believe that your Content has been copied or otherwise used in a manner that constitutes copyright infringement, please contact us at the information below. In order for us to take action, your notice must contain ALL of the following: 1.Your physical or electronic signature. If you are not the copyright owner, a physical or electronic signature of the individual authorized to act on behalf of such copyright owner; 2.Identification of the copyrighted work that is claimed to be infringed; 3.Identification of the materials that you believe infringe your copyright, and sufficient information to allow us to locate such materials; 4.Your contact information; 5.A statement that you have a good faith belief that the materials identified as infringing are not authorized by the copyright owner, an agent of the owner, or otherwise authorized by law; and 6.A statement that the information in your notice is accurate, and under penalty of perjury, that you are authorized to act on behalf of the copyright owner. ​ You should consult with your own lawyer and/or see 17 U.S.C. §512 to confirm your obligations to provide a valid notice of claimed infringement. Counter Notification. If you receive a notification from us that material made available by you on or through the Services has been the subject of a Notification of Claimed Infringement, then you will have the right to provide Achievement a “Counter Notification.” A Counter Notification must be in writing, provided to our Designated Agent via a method identified above, and include substantially the following information: •A physical or electronic signature of the User; •Identification of the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or access to it was disabled; •A statement under penalty of perjury that the User has a good faith belief that the material was removed or disabled as a result of mistake or misidentification of the material to be removed or disabled; and •The User’s name, address, and telephone number, and a statement that the he/she consents to the jurisdiction of Federal District Court for the judicial district in which the address is located, or if outside the United States, for any judicial district in which Achievement may be found, and that the User will accept service of process from the person who provided notification above or an agent of such person. A party submitting a Counter Notification should consult a lawyer or see 17 U.S.C. §512 to confirm obligations to provide a valid counter notification under the Copyright Act. False Notifications. We reserve the right to seek damages from any party that submits a notification of claimed infringement or counter notification in violation of the law. ​

Disclaimers ​

THE SERVICES AND ACTIOPLUS CONTENT ARE PROVIDED "AS IS" AND "AS AVAILABLE", WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED. WITHOUT LIMITING THE FOREGOING, ACTIOPLUS EXPLICITLY DISCLAIMS ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR AND NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE. ACTIOPLUS MAKES NO WARRANTY THAT THE SERVICES OR CONTENT WILL MEET YOUR REQUIREMENTS OR BE AVAILABLE ON AN UNINTERRUPTED, SECURE, OR ERROR-FREE BASIS.

​ Limitation of Liability ​ ​

YOU ACKNOWLEDGE AND AGREE THAT, TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE ENTIRE RISK ARISING OUT OF YOUR ACCESS TO AND USE OF THE SERVICES AND CONTENT AND ANY CONTACT YOU HAVE WITH OTHER USERS OF THE SERVICES OR THIRD PARTIES, REMAINS WITH YOU. NEITHER ACTIOPLUS NOR ANY OTHER PARTY INVOLVED IN CREATING, PRODUCING, OR DELIVERING THE SERVICES OR ACTIOPLUS CONTENT WILL BE LIABLE (EVEN IF A LIMITED REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE): FOR ANY INCIDENTAL, SPEICAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, LOSS OF DATA OR GOODWILL, SERVICE INTERRUPTION, COMPUTER DAMAGE, OR SYSTEM FAILURE, OR THE COST OF SUBSTITUTE SERVICES ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR FROM THE USE OF OR INABILITY TO USE THE SERVICES OR ACTIOPLUS CONTENT, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT ACTIOPLUS HAS BEEN INFORMED THE POSSIBILITY OF SUCH DAMAGE, EVEN IF A LIMITED REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU. IN NO EVENT WILL ACTIOPLUS TOTAL LIBALITY ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR FROM THE USE OF OR INABILITY TO USE THE SERVICES OR CONTENT EXCEED THE LARGER OF THE AMOUNTS YOU HAVE PAID TO ACTIOPLUS FOR USE OF THE SERVICES OR ACTIOPLUS CONTENT AND ONE HUNDRED DOLLARS ($100). THE LIMITATIONS OF DAMAGE SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN ACTIOPLUS AND YOU. THE LIMITATION OF LIABILITY DESCRIBED ABOVE SHALL APPLY FULLY TO RESIDENTS OF NEW JERSEY. IF ANY PORTION OF THIS SECTION IS HELD TO BE INVALID UNDER THE LAWS OF THE STATE OF NEW JERSEY, THE INVALIDITY OF SUCH PORTION SHALL NOT AFFECT THE VALIDITY OF THE REMAINING PORTIONS OF THE APPLICABLE SECTIONS.

Links to Third Party Websites or Resources ​

The Services may contain links to third-party websites or resources. ActioPlus provides these links only as a convenience and is not responsible for the content, products, or services on or available from those websites or resources or links displayed on such sites. You acknowledge sole responsibility for and assume all risk rising from your use of any third-party websites or resources..

Dispute Resolution ​ ​

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, YOU AGREE AND UNDERSTAND THAT ActioPlus ENTITIES WILL NOT BE LIABLE FOR: ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, TREBLE OR OTHER MULTIPLES OF DAMAGES, EXEMPLARY OR PUNITIVE DAMAGES ARISING FROM OR IN CONNECTION WITH THESE TERMS OR YOUR USE OF THE SERVICES. ActioPlus ENTITIES ARE NOT RESPONSIBLE FOR ANY LOST PROFITS, LOST REVENUES, LOST BUSINESS OPPORTUNITIES, DIMINUTION IN VALUE, INCLUDING ANY ALLEGED LOSS OR DIMINUTION IN VALUE OF PERSONAL INFORMATION, OR ANY OTHER LOSSES (COLLECTIVELY, “LOSSES”) ARISING FROM OR IN CONNECTION WITH THESE TERMS OR YOUR USE OF OR ACCESS TO THE SERVICES, INCLUDING, BUT NOT LIMITED TO, LOSSES RESULTING FROM OR IN CONNECTION WITH: THE DELETION OF, ALTERATION OF, MIS-DELIVERY OF, OR FAILURE TO STORE DATA MAINTAINED OR TRANSMITTED BY THE SERVICES; THE LIMITING, SUSPENSION OR TERMINATION OF YOUR ACCOUNT; YOUR DOWNLOADING OR SHARING OF INFORMATION, INCLUDING PERSONAL INFORMATION, VIA THE SERVICES; THE UNAUTHORIZED ACCESS TO YOUR ACCOUNT OR ANY DATA MAINTAINED OR TRANSMITTED BY THE SERVICES; LINKS PROVIDED BY THE SERVICES OR THIRD PARTIES TO EXTERNAL SITES OR RESOURCES; YOUR DEALINGS WITH OR PARTICIPATION IN PROMOTIONS OF ADVERTISERS FOUND ON OR THROUGH THE SERVICES; OR ANY GOOD OR SERVICES SOLD BY SUCH ADVERTISERS. ActioPlus ENTITIES WILL NOT BE LIABLE FOR PROBLEMS CAUSED BY OTHERS, THE WRONGFUL OR UNLAWFUL ACTIONS OF THIRD PARTIES, OR AN ACT OF GOD. THE LIMITATIONS AND EXCLUSIONS IN THESE TERMS WILL APPLY WHETHER OR NOT ActioPlus HAS BEEN ADVISED OF OR SHOULD HAVE BEEN AWARE OF THE POSSIBILITY OF ANY LOSSES ARISING. TO THE FULLEST EXTENT PERMITTED BY LAW AND EXCEPT AS OTHERWISE STATED IN SECTION 14, ActioPlus ENTITIES ARE NOT LIABLE IN CONNECTION WITH ANY DISPUTES THAT ARISE OUT OF OR RELATE TO THESE TERMS OR SERVICES FOR ANY AMOUNT GREATER THAN THE AMOUNT YOU PAID TO US FOR THE SERVICES.

Rights and Terms for Mobile Apps ​

Mobile App License Grant and Restrictions. Subject to your compliance with these Terms and any supplemental terms supplied with Mobile Apps, Achievement grants you a limited, non-exclusive, non-transferable, non-sublicensable license to download and install a copy of the Mobile App on a mobile device or computer that you own or control and to run such copy of the Mobile App solely for your own personal non-commercial purposes. ActioPlus reserves all rights in and to the Mobile App not expressly granted to you under these Terms. You may not: (i) copy, modify, or create derivative works based on the Mobile App; (ii) distribute, transfer, sublicense, lease, lend, or rent the Mobile App to any third party; (iii) reverse engineer, decompile, or disassemble the Mobile App; or (iv) make the functionality of the Mobile App available to multiple users through any means. Additional App Provider Terms. If you download a Mobile App through or from any app store or distribution platform where the Mobile App is made available (any "App Provider"), such as the Apple App Store or Google Play, then you acknowledge and agree that: The Terms are concluded between you and ActioPlus, not with the App Provider, and that ActioPlus is solely responsible for the Mobile App; The App Provider has no obligation to furnish any maintenance or support services with respect to the Mobile App; In the event of any failure of the Mobile App to conform to any applicable warranty, you may notify the App Provider, and the App Provider will refund the purchase price (if any) for the Mobile App to you and to the maximum extent permitted by applicable law, the App Provider will have no other warranty obligation whatsoever with respect to the Mobile App. Any other claims, losses, liabilities, damages, costs, or expenses attributable to any failure to conform to the any warranty will be the sole responsibility of the client. The App Provider is not responsible for addressing any claims you have or any claims of any third party relating to the Mobile App or your possession and use of the Mobile App, including but not limited to: (i) product liability claims; (ii) any claims that the Mobile App fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation. In the event of any third party claim that the Mobile App or your possession and use of that Mobile App infringes a third party's intellectual property rights, ActioPlus will be solely responsible for the investigation, defense, settlement, and discharge of any such intellectual property infringement claim, to the extent required by these Terms. The App Provider and its subsidiaries are third-party beneficiaries of these Terms as related to your license of the Mobile App, and, upon your acceptance of the terms and conditions of these Terms, the App Provider will have the right (and will be deemed to have accepted the right) to enforce these Terms as related to your license of the Mobile App against you as a third-party beneficiary thereof. You must comply with all applicable third-party terms of service when using the Mobile App. You agree to comply with all U.S. and foreign export laws and regulations to ensure that neither the Mobile App, nor any technical data related thereto, nor any direct product thereof is exported or re-exported directly or indirectly in violation of or used for any purposes prohibited by such laws and regulations. By using the Mobile App you 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.