Our Terms of Use

Date of last revision: October 2019

PLEASE READ THESE TERMS OF USE (“TERMS”) CAREFULLY BEFORE USING THE SPOLY MOBILE APPLICATION (“PLATFORM”, OR “APP”) OPERATED BY SPOLY (“SPOLY”, “US”, “WE”, OR  “OUR”).

By accessing or using our app on any computer, mobile phone, tablet, console or other device (collectively, “Device”), you signify that you have read, understand and agree to be bound by these Terms of Use (“Terms”) and any other applicable law, whether or not you are a registered member of spoly. These Terms apply to all visitors, users and others who access or use our app. spoly may change these Terms at any time without notice, effective upon its posting to the Platform. Your continued use of the Platform shall be considered your acceptance to the revised Terms. If you do not agree to these Terms, please do not use this Platform.

Physical activity notice

Important notice for all users:
OUR SERVICE PROMOTES AND STIMULATES PHYSICAL ACTIVITY. CONSIDER THE RISKS INVOLVED AND CONSULT WITH YOUR MEDICAL PROFESSIONAL BEFORE ENGAGING IN ANY PHYSICAL ACTIVITY. SPOLY IS NOT RESPONSIBLE OR LIABLE FOR ANY INJURIES OR DAMAGES YOU MAY SUSTAIN THAT RESULT FROM YOUR USE OF, OR INABILITY TO USE, THE FEATURES OF THE PLATFORM.

Amateur athletes notice

Important notice for amateur athletes:
YOU ARE RESPONSIBLE FOR ENSURING THAT YOUR USE OF OR PARTICIPATION IN THE ACTIVITIES OF THIS PLATFORM DOES NOT AFFECT YOUR ELIGIBILITY AS AN AMATEUR ATHLETE. PLEASE CHECK WITH YOUR AMATEUR ATHLETIC ASSOCIATION FOR THE RULES THAT APPLY TO YOU. SPOLY IS NOT RESPONSIBLE OR LIABLE FOR YOUR USE OF THE PLATFORM RESULTING IN YOUR INELIGIBILITY AS AN AMATEUR ATHLETE.

Intellectual property

All intellectual property on the Platform (except for User Generated Content) is owned by spoly or its licensors, which includes materials protected by copyright, trademark, or patent laws. All trademarks, service marks and trade names (e.g. the spoly brand, domain and trading names) are owned, registered and/or licensed by spoly. All content on the Platform (except for User Generated Content), including but not limited to text, software, scripts, code, designs, graphics, photos, sounds, music, videos, applications, interactive features and all other content (“Content”) is a collective work under the Netherlands and other copyright laws and is the proprietary property of spoly; All rights reserved.

Content restrictions

Our Platform allows you to post, link, store, share and otherwise make available certain information, text, graphics, images, or other material (“Content”). You may use the Content only for your own non-commercial use to participate in the Platform. You are responsible for the Content that you post to the Platform, including its legality, reliability, and appropriateness. By posting Content to the Platform, you grant us the right and license to use, modify, publicly perform, publicly display, reproduce, and distribute such Content on and through the Platform. You retain any and all of your rights to any Content you submit, post or display on or through the Platform and you are responsible for protecting those rights. You agree that this license includes the right for us to make your Content available to other users of the Platform, who may also use your Content subject to these Terms. You agree not to change or delete any ownership notices from materials downloaded or printed from the Platform. You agree not to modify, copy, translate, broadcast, perform, display, distribute, frame, reproduce, republish, download, display, post, transmit or sell any Intellectual Property or Content appearing on the Platform, including User Generated Content (defined below), without spoly’s prior written consent, unless it is your own User Generated Content that you legally post on the Platform. You hereby represent and warrant that: (i) the Content is yours (you own it) or you have the right to use it and grant us the rights and license as provided in these Terms, and (ii) the posting of your Content on or through the Service does not violate the privacy rights, publicity rights, copyrights, contract rights or any other rights of any person. You agree not to use any data mining, robots, scraping or similar data gathering methods. Nothing in these Terms of Use shall be interpreted as granting any license of intellectual property rights to you.

Keep your account secure

You are responsible for safeguarding the password that you use to access the Platform and for any activities or actions under your password, whether your password is with our Platform or a third-party service. You agree not to disclose your password to any third party. You must notify us immediately upon becoming aware of any breach of security or unauthorized use of your account. Keep your username/password secure and do not allow anyone else to use your username/password to access the Platform. spoly is not responsible for any loss that results from the unauthorized use of your username/password, with or without your knowledge.

User generated content

“User Generated Content” is communications, materials, information, data, opinions, photos, profiles, messages, notes, website links, text information, designs, graphics, and any other content that you and/or other Platform users post or otherwise make available on or through the Platform, except to the extent the Content is owned by spoly.

Posting Rules

User generated content and user conduct:

Be legal

Do not post any User Generated Content, take any action or use the Platform in a way that violates any law, would create liability or promotes illegal activities. Do not take any action on the Platform designed to interfere, disrupt, damage, disable, overburden or limit the functionality of any computer software or hardware, telecommunications equipment or the Platform. Do not post User Generated Content that contains software viruses, programs or other computer code. Do not circumvent or modify any Platform security technology or software.

Be responsible

You are solely responsible for your User Generated Content, your interactions with other users and your activity on the Platform. Do not take any action or post anything that may expose spoly or its users to any harm or liability of any type.

Be respectful

Flaming and insults are prohibited. Do not post User Generated Content, or a link to a website, that, in spoly’s sole discretion, is illegal, offensive, libelous, defamatory, infringing, inflammatory, deceptive, inaccurate, misleading, malicious, fraudulent, false, indecent, harmful, harassing, intimidating, threatening, hateful, abusive, vulgar, obscene, pornographic, violent, sexually explicit, invasive of privacy, publicity, intellectual property, proprietary or contractual rights, offensive in a sexual, racial, cultural, or ethnic context, will harm or threaten the safety of others, or is otherwise objectionable. Do not post photos or videos of another person without that person’s consent. Do not “stalk,” intimidate, abuse, harm or harass another Platform user or person.

Be considerate

Do not post personal information. Do not collect or solicit personal information from other Platform users or send unsolicited emails or other communications. Do not collect, use or post on the Platform the private information of anyone else without their consent or for illegal purposes.

Be positive

When you create an account with us, you must provide us information that is accurate, complete, and current at all times. Failure to do so constitutes a breach of the Terms, which may result in immediate termination of your account on our Platform. Stay on topic and post only constructive comments and questions. Unless the Platform feature asks for it, don’t talk about policies, future products, speculations or rumors about spoly and spoly products, or anything else off topic.

Be social

The Platform is not to be used for any commercial purpose. Do not post any advertising, solicitation or commercial content whatsoever on the Platform or accept payment from a third party in exchange for your performing commercial activity on the Platform. Do not post any User Generated Content that involves the transmission of “junk mail,” “chain letters,” or unsolicited mass mailing or “spamming.” Do not use automated scripts to collect information from, or otherwise interact with, the Platform.

Be you

You may not use as a username the name of another person or entity or that is not lawfully available for use, a name or trade mark that is subject to any rights of another person or entity other than you without appropriate authorization, or a name that is otherwise offensive, vulgar or obscene. Do not impersonate any person or entity, including without limitation professional athletes or spoly partners/employees. Do not misrepresent yourself, your age or your affiliation with any person or entity. Do not register for more than one spoly account, register a spoly account on behalf of another individual, group or entity, or sell or transfer your profile or account. Do not use or attempt to use another person’s account, username or password. You promise that you own or control all rights in any User Generated Content that you post on the Platform. You are responsible for ensuring that any User Generated Content that you post does not, and will not, infringe or violate anyone else’s rights, including copyright, trademark, patent, trade secret, privacy, publicity or other personal or proprietary rights. You promise not to submit User Generated Content unless you are the owner or have permission from the owner to post such User Generated Content and grant spoly all of the license rights granted in these Terms of Use.

General Rules

User generated content:

Content is not prescreened

spoly does not prescreen User Generated Content. spoly does not guarantee the Platform will be free from User Generated Content that is inaccurate, deceptive, offensive, threatening, defamatory, unlawful or otherwise objectionable. spoly is merely acting as a passive channel for such distribution and is not undertaking any obligation or liability relating to any User Generated Content or activities of users on the Platform. Even in the event spoly chooses to monitor any User Generated Content, spoly assumes no responsibility for, or any obligation to monitor or remove, such User Generated Content. spoly reserves the right to edit, remove, or refuse to post any User Generated Content or terminate your registered account for any reason.

Eligibility and registration

To become a member of the spoly Platform, or post User Generated Content, you are required to register for an account. You agree to provide accurate and current information about yourself in all registration forms on the Platform. This Platform is intended solely for users who are thirteen (13) years of age or older and it is a violation of these Terms of Use for anyone under 13 to register for the Platform. You represent and warrant that you are 13 or older. Your account may be deleted without warning if you misrepresent your age, whether older or younger.

spoly’s rights to your posting

Your User Generated Content is not confidential or proprietary. You grant, and warrant that you have the right to grant, to spoly a non-exclusive, non-revocable, worldwide, transferable, royalty-free, perpetual right to use your User Generated Content in any manner or media now or later developed, for any purpose, commercial, advertising, or otherwise, including the right to translate, display, reproduce, modify, create derivative works, sublicense, distribute, assign and commercialize without any payment due to you.

Copyright infringement notice

If you believe that your work has been improperly copied and posted on the Platform, such that it constitutes infringement, please provide us with the following information: (1) name, address, telephone number, email address and an electronic or physical signature of the copyright owner or of the person authorized to act on his/her behalf; (2) a description of the copyrighted work that you claim has been infringed; (3) a description of where on the Platform the material that you claim is infringing is located; (4) a written statement that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and (5) a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf. These requirements must be followed to give spoly legally sufficient notice to spoly of infringement. Send copyright infringement complaints to:

Legal Department (Copyright)
President Kennedylaan 34-2; 1079NE Amsterdam, Netherlands
Telephone: +31 6 198 97 519

We suggest that you consult your legal advisor before filing a notice with spoly’s copyright agent, because there may be penalties for false claims.

Links

The Platform may contain links to websites, applications or other products or services operated by other companies (“Third Party Platforms”). spoly does not endorse, monitor or have any control over these Third Party Platforms, which have separate terms of use and privacy policies. spoly is not responsible for the content or policies of Third Party Platforms and you access such Third Party Platforms at your own risk.

Mobile services

The Platform contains services and features that are available to certain mobile Devices. Your carrier’s normal rates and fees apply. Not all mobile services will work with all carriers or Devices. By using spoly’s mobile services, you agree that we may communicate with you by electronic means to your mobile Device and that certain information about your use of these services may be shared with us. If you change or deactivate your mobile phone number, you must promptly update your account information to ensure that we don’t send your messages to a different person.

Indemnification

You agree to indemnify, defend, and hold harmless spoly, its affiliates, officers, directors, employees, agents, licensors and suppliers from and against all claims, losses, liabilities, expenses, damages and costs, including, without limitation, attorneys’ fees, arising from or relating in any way to your User Generated Content, your use of Content, your use of the Platform, your conduct in connection with the Platform or with other Platform users, or any violation of these Terms of Use, any law or the rights of any third party. spoly reserves the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will fully cooperate with spoly in connection therewith.

Privacy

Our Privacy Policy, which is incorporated into these Terms of Use by this reference, further describes the collection and use of information on this Platform.

Disclaimers

Disclaimers and limitation of liability:

User interaction disclaimer

YOU ARE SOLELY RESPONSIBLE FOR YOUR INTERACTIONS WITH OTHER USERS, WHETHER ONLINE OR IN PERSON. YOU UNDERSTAND THAT SPOLY CURRENTLY DOES NOT CONDUCT CRIMINAL BACKGROUND CHECKS OR SCREENINGS ON ITS USERS. SPOLY ALSO DOES NOT INQUIRE INTO THE BACKGROUNDS OF ALL OF ITS USERS OR ATTEMPT TO VERIFY THE STATEMENTS OF ITS USERS. SPOLY MAKES NO REPRESENTATIONS OR WARRANTIES AS TO THE CONDUCT OF USERS OR THEIR COMPATIBILITY WITH ANY CURRENT OR FUTURE USERS. SPOLY RESERVES THE RIGHT TO CONDUCT ANY CRIMINAL BACKGROUND CHECK OR OTHER SCREENINGS (SUCH AS SEX OFFENDER REGISTER SEARCHES), AT ANY TIME AND USING AVAILABLE PUBLIC RECORDS.

spoly is not responsible or liable for any loss or damage resulting from any interaction with other Platform users, persons you meet through the Platform, or persons who find you because of information posted on, by or through the Platform. spoly is not responsible for the conduct of any user. In no event shall spoly, its affiliates or its partners be liable (directly or indirectly) for any losses or 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 use of spoly’s application including, without limitation, death, bodily injury, emotional distress, and/or any other damages (e.g. physical, emotional or mental) resulting from communications or meetings with other users or persons you meet through spoly’s application.

You agree to conduct any necessary investigation before meeting another person. You agree to take reasonable precautions in all interactions with other users on the Platform, particularly if you decide to communicate off the application or meet in person, or if you decide to send money to another user. You understand that spoly makes no guarantees, either express or implied, regarding your ultimate compatibility with individuals you meet through the application. You should not provide your financial information (for example, your credit card or bank account information), or wire or otherwise send money, to other users. spoly is under no obligation to become involved with any user dispute, but may do so at its own discretion.

Warranty disclaimer

spoly is not responsible or liable for any User Generated Content or other Content posted on the Platform or for any offensive, unlawful or objectionable content you may encounter on or through the Platform. The Platform, User Generated Content, Content, and the materials and products on this Platform are provided “AS IS” and without warranties of any kind. To the fullest extent permitted by law, spoly disclaims all warranties, express or implied, including, but not limited to, implied warranties of title, merchantability, fitness for a particular purpose and non-infringement. spoly cannot guarantee and does not promise any specific results from use of the Platform. spoly does not represent or warrant that the Platform will be uninterrupted or error-free, that any defects will be corrected, or that this Platform or the server that makes the Platform available are free of viruses or anything else harmful. To the fullest extent permitted by law, spoly does not make any warranties or representations regarding the use of the materials or Content in the Platform in terms of their correctness, accuracy, adequacy, usefulness, reliability or otherwise. You understand and agree that you download or otherwise obtain Content at your own risk, and that you will be solely responsible for your use and any damage to your mobile Device, computer system or other Device in which you access the Platform, loss of data or other harm of any kind that may result. spoly reserves the right to change any and all Content and other items used or contained in the Platform at any time without notice. Some countries/cities do not permit limitations or exclusions on warranties, so the above limitations may not apply to you.

Limitation of liability

TO THE FULLEST EXTENT ALLOWED BY APPLICABLE LAW, IN NO EVENT WILL SPOLY, ITS DEVELOPMENT PARTNER, OTHER PARTNERS OR SERVICE PROVIDERS BE LIABLE TO YOU OR ANY THIRD PERSON FOR ANY INDIRECT, RELIANCE, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES, INCLUDING, WITHOUT LIMITATION, LOSS OF PROFITS, LOSS OF GOODWILL, LOSS OF DATA, DAMAGES FOR LOSS, CORRUPTION OR BREACHES OF DATA OR PROGRAMS, SERVICE INTERRUPTIONS AND PROCUREMENT OF SUBSTITUTE SERVICES, THAT RESULT FROM THE USE OF, OR THE INABILITY TO USE, THIS PLATFORM OR THE PERFORMANCE OF THE PROMOTIONAL PRODUCTS/SERVICES PURCHASED THROUGH THE PLATFORM OR THE CONDUCT OF OTHER PLATFORM USERS (WHETHER ONLINE OR OFFLINE) OR ATTENDANCE AT A SPOLY ACTIVITY/EVENT OR ANY USER GENERATED CONTENT, EVEN IF SPOLY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, SPOLY’S LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER, AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO THE AMOUNT PAID, IF ANY, BY YOU TO THE COMPANY FOR THE SERVICE WHILE YOU HAVE AN ACCOUNT. YOU AGREE THAT REGARDLESS OF ANY STATUTE OR LAW TO THE CONTRARY, ANY CLAIM OR CAUSE OF ACTION ARISING OUT OF OR RELATED TO USE OF THE SERVICE OR THE TERMS OF THIS AGREEMENT MUST BE FILED WITHIN ONE YEAR AFTER SUCH CLAIM OR CAUSE OF ACTION AROSE OR BE FOREVER BARRED. YOU ASSUME TOTAL RESPONSIBILITY FOR YOUR USE OF THE PLATFORM. YOUR ONLY REMEDY AGAINST SPOLY FOR USE OF THE PLATFORM OR ANY CONTENT IS TO STOP USING THE PLATFORM.
APPLICABLE LAW MAY NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY OR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.

Agreement

Laws and understandings:

Governing law

These Terms shall be governed and construed in accordance with the laws of the Netherlands, without regard to its conflict of law provisions.

Our failure to enforce any right or provision of these Terms will not be considered a waiver of those rights. If any provision of these Terms is held to be invalid or unenforceable by a court, the remaining provisions of these Terms will remain in effect. These Terms constitute the entire agreement between us regarding our Platform, and supersede and replace any prior agreements we might have between us regarding the Platform.

You agree that this Platform shall be deemed a passive application solely based in Amsterdam, Netherlands, which does not give rise to personal jurisdiction over spoly in jurisdictions other than the Netherlands. You agree that this Platform, Terms of Use, Privacy Policy and any dispute between you and spoly shall be governed in all respects by Dutch law, without regard to choice of law provisions. Except where prohibited, you agree that all disputes, claims and legal proceedings directly or indirectly arising out of or relating to this Platform shall be resolved individually, without resort to any form of class action, and exclusively in the courts located in the Netherlands. You consent to waive all defenses of lack of personal jurisdiction and forum non conveniens with respect to venue and jurisdiction in the courts of the Netherlands. Any cause of action or claim you may have with respect to the Platform must be commenced within one (1) year after the claim or cause of action arises. By using the Platform, you agree to receive certain electronic communications from spoly. You agree that any notice, agreement, disclosure or other communication that spoly sends you electronically will satisfy any legal communication requirements, including that such communications be in writing. spoly’s failure to insist upon or enforce strict performance of any of these Terms of Use shall not be considered a waiver of any provision or right. Neither the course of conduct between the parties nor trade practice shall modify any of these Terms of Use. spoly may assign its rights and duties under these Terms of Use to any party at any time without notice to you.

Severability

If any provision in these Terms of Use is held invalid, the remainder of these Terms of Use shall continue to be enforceable. If any provision in these Terms of Use is deemed unlawful, void or unenforceable, then that provision is deemed severable from these Terms of Use and the remaining provisions are still valid and enforceable.

Termination

spoly reserves the right in its sole discretion to terminate your account, delete your profile and any of your User Generated Content, and restrict your use of all or any part of the Platform for any or no reason, without notice, and without liability to you or anyone else. spoly also reserves the right to block users from certain IP addresses or Device numbers and prevent access to the Platform. You understand and agree that some of your User Generated Content, such as that which is displayed outside your profile, in activity feeds, in other parts of the Platform, or on other platforms (e.g. Facebook, Twitter, Google, etc), may continue to appear on the Platform or on other platforms even after your User Generated Content is removed or your account is terminated. These Terms of Use remain in effect even after your account is terminated. The Terms of Use relating to Intellectual Property, Indemnification, User Interaction Disclaimer, Warranty Disclaimer, Limitation of Liability, Miscellaneous, Severability and terms that by their nature may survive termination shall survive any termination.

Entire agreement

This Agreement, with the Privacy Policy and any specific guidelines or rules that are separately posted for particular services or offers in the application, contains the entire agreement between you and spoly regarding the use of the application. If any provision of this Agreement is held invalid, the remainder of this Agreement shall continue in full force and effect. The failure of spoly to exercise or enforce any right or provision of this Agreement shall not constitute a waiver of such right or provision. You agree that your online account is non-transferable and all of your rights to your profile or contents within your account terminate upon your death. No agency, partnership, joint venture or employment is created as a result of this Agreement and you may not make any representations or bind spoly in any manner.

Amendment

This Agreement is subject to change by spoly at any time.