Vert run INC Privacy Policy

Effective Date: September 01, 2024

Your privacy is very important to us. Before we get to the details, check out our Privacy Label to see a summary of our privacy practices.

Privacy Label

Collection and Sale of Data

• Do we sell your personal information?No
• Do we share or sell aggregate information?Yes
• Do we share your data with third party API partners?NO
• Do we use sensitive categories of data, like health information?Yes, with your consent.
• Do we use your contact list if you allow us access?Yes
• Do we delete your data when you request account deletion?Yes
• Do we retain your data for as long as we need it unless you request deletion?Yes

Communication

• Do we give you advance notice when we make important changes to our Privacy Policy?Yes
• Do we send you marketing communications with opt out?Yes

Vertrun, INC (“Vertrun”, “we,” or “us”) is committed to protecting your privacy and utilizing technology that gives you a powerful and safe online experience. This Privacy Policy applies to the Vertrun, INC operated websites and applications, and governs data collection and usage.

Please read carefully through all sections of this Privacy Policy. This Privacy Policy may be changed by us from time to time and the governing version will be posted on the Site. We will notify you if we make material changes to the Privacy Policy or we will provide notice to you of our changes on our website landing page. Please review this Privacy Policy on a regular basis as your use of the Site will be governed by the then-current Privacy Policy.

Vertrun recognizes the importance of protecting the privacy of our customers and the users of the Site. However, some uses of such information are required for us to conduct legitimate business by providing information of interest to our customers and the users of the Site.

What this Privacy Policy Covers

Unless otherwise provided herein, this Privacy Policy covers our treatment of Personal Data that we collect through your use of the Site and when you use Services provided on the Site. This policy does not apply to the practices of companies that we do not own and/or control or to people that we do not employ or manage.

Information Collection and Use

Through your use of the Services, we may collect the following “Personal Data” from you if you choose to provide it, including:

• Your name, email.
• Pages and products viewed, ads that you clicked on, emails from us that you opened, browser type, operating system, IP address and device information, your mobile operating system (OS), a mobile device identifier embedded by us, or other commonly used mobile device identifier if you access the Site on a mobile device (“Analytical Information”).
• Data imported into the Site from third parties such as your heart-rate, blood-pressure, or other physical response data you choose to import into the Site (“Third Party Data”).
• Your age/birth date, username, password, primary sport, gender, then-current weight, profile picture, athlete type, country, timezone, phone number, date format preference, coach name, authorized third-party app and device connections, threshold heart rate, maximum heart rate, resting heart rate, heart rate zones, threshold power, power zones, threshold speed, speed zones, daily calorie goal, bike name, bike brand, bike model, bike wheels, bike crank length, bike purchase date, bike start distance, bike notes, shoe name, shoe brand, shoe model, shoe purchase date, shoe start distance, shoe maximum distance, shoe notes, notification preferences, layout preferences, unique identifiers, primary sport, and/or coaching emphasis (“User Data”).
• If you choose to link your social media accounts to the Services, we may collect information related to your social media accounts (“Social Media Information”).
• We may also collect publicly available information about you from third-party sources, such as the postal service for shipping address verification.

We do not collect any more Personal Data from you than what we have determined is needed for us to provide the Services or that you have decided to share with us to personalize the Services, and to comply with applicable laws.

Vertrun IS NOT A HEALTHCARE PROVIDER OR A BUSINESS ASSOCIATE OF ANY HEALTHCARE PROVIDER AND IS NOT SUBJECT TO THE PRIVACY RULE OF THE HEALTH INFORMATION PORTABILITY AND ACCOUNTABILITY ACT OF 1996 (HIPAA).

How Your Personal Data May Be Used

We may use Analytical Information to improve the performance or layout of our website; to develop new services and ideas; to target advertisements to you on the websites of others, and to better administer and troubleshoot our systems.

We use your Contact information for the following purposes:

• Name – Your name is used for identification within the application and personalization of emails or notifications.
• Email – Your email may be used for purposes of password reset assistance and transactional emails such as sales, payments, and recurring subscription processing.
• Physical Address – Vertrun requires billing address when collecting payment using a credit card. It is also possible to optionally store mailing address for each account via application settings, to help coaches manage their athletes.

We use your User Data for the following purposes:

• Unique Identifiers – We generate a unique identifier for your account as part of account creation in order to distinguish your data from other users within Vertrun.
• Age & Birth Month/Year – Vertrun stores birth month/year (and calculates age from this data) to assist with training zone creation, improving accuracy of analysis and tracking for your workouts and training. This information is not required.
• We use your User Data to provide you the Services. You may choose to provide more User Data to generate a more personalized experience and to maximize the functionalities of the Services.

We use your Social Media Information for the following purposes:

• Social Media Information – Social Media Information is optionally stored at your discretion for blog post author bios and coach profile contact methods.

We may also use Contact Information, Third Party Data, User Data and other Personal Data to provide you the Services on the Site; to evaluate and improve the Services; to fulfill your requests for information; and to contact you about Vertrun products or services and those of our affiliates, based on the preferences you have indicated.

We provide you the opportunity to consent to receive commercial email from us related to the Services or information that we deem you may be interested in when you seek more information from us. We will give you the opportunity to “opt out” of receiving any unsolicited information from us or to limit the unsolicited information you receive from us to information regarding the Services or information you specifically request or information we determine you may find useful as a result of your use of the Site.

Information Sharing and Disclosure

Except as otherwise described in this Privacy Policy, we will not share your Personal Data with any other person or company. We will share your Personal Data to other companies or people when:

• We need to share your information to provide a product or service you have requested;
• We need to send the information to companies who work on behalf of Vertrun to provide a product or service to you. Unless we tell you differently, we only provide these companies the minimum amount of information that is necessary for them to assist us and these companies do not have any right to use the Personal Data we provide to them beyond what is necessary to assist us;
• We find that your actions on our website violate the Terms and Conditions of Use, any of our usage guidelines for specific services or any agreement; and
• As required to respond to or initiate subpoenas, court orders, or legal process.

Third Party Processors

To ensure that your Personal Data receives an adequate level of protection, we have put in place appropriate procedures with the third parties we share your Personal Data with to ensure that your Personal Data is treated by those third parties in a way that is consistent with and which respects the applicable laws on data security and privacy.

How long do we keep your information?

We will store your information for as long as you have an account with Vertrun. We may keep records of transactions with you for a period of up to seven (7) years to comply with the IRS requirements.

Google Analytics

We use Google Analytics, a web analytics service provided by Google, Inc. Google Analytics uses Cookies or other tracking technologies to help us analyze how users interact with the Site and Services, compile reports on their activity, and provide other services related to their activity and usage. The technologies used by Google may collect information such as your IP address, time of visit, whether you are a returning visitor, and any referring website. The technologies used by Google Analytics do not gather information that personally identifies you. The information generated by Google Analytics will be transmitted to and stored by Google and will be subject to Google’s privacy policies. To learn more about Google’s partner services and to learn how to opt-out of tracking of analytics by Google, click here.

Use of Cookies

Vertrun uses “cookies,” a small text file transferred to your device, along with similar technologies (e.g., internet tag technologies, web beacons and embedded scripts) to help provide you a better, more personalized user experience.

The Options/Settings section of most internet browsers will tell you how to manage the cookies and other technologies that may be transferred to your device, including how to disable such technologies. You can disable our cookies or all cookies through your browser settings. Please be advised that disabling cookies through either method may impact many of the Site’s features.

Instructions for blocking or allowing cookies in common web browsers are provided at the links below:

• Internet Explorer
• Firefox
• Google Chrome
• Apple Safari
• Aboutcookies.org

We use the following cookies:

• Strictly necessary cookies. These are cookies that are required for the operation of our websites. They include, for example, cookies that enable you to log into secure areas of our websites, use a shopping cart or make use of e-billing services.
• Analytical/performance cookies. They allow us to recognize and count the number of visitors and to see how visitors move around our websites when they are using it. This helps us to improve the way our websites works, for example, by ensuring that users are finding what they are looking for easily.
• Targeting cookies. These cookies record your visit to our websites, the pages you have visited and the links you have followed. We will use this information to make our websites and the advertising displayed on it more relevant to your interests. We may also share this information with third parties for this purpose.

Cookie name	Cookie Category	Purpose
AUTH	Strictly necessary	Used to authenticate and track a logged-in user throughout our website and applications.
Google Analytics	Analytical / Performance	Used to track user activity over different browsing sessions.
Google Tag Manager	Analytical / Performance	Used for event tracking to monitor user behavior.
Facebook	Targeting	Used for advertising and retargeting through Facebook.

We also allow third parties to place cookies on your device through the Services to:

• Help us understand and improve how visitors use our websites, including which of our pages and products are viewed most frequently.
• More effectively market our products and services and advertise other products and services that may be of interest to you.
• Obtain your feedback on our products and the Services.
• Allow you to engage in our social media offerings (e.g., clicking the “Like” button on our website).

The use of third-party cookies is not covered by our Privacy Notice. We do not have access or control over these cookies. If you continue to use our websites, we will assume you agree to the use of these cookies.

Do Not Track

Some internet browsers incorporate a “Do Not Track” feature that signals to websites you visit that you do not want to have your online activity tracked. Given that there is not a uniform way that browsers communicate the “Do Not Track” signal, the Site does not currently interpret, respond to or alter its practices when it receives “Do Not Track” signals.

Security

We will take reasonable and appropriate measures to protect it from loss, misuse and unauthorized access, disclosure, alteration and destruction of your Personal Data, taking into due account the risks involved in the processing and the nature of the personal data. However, no electronic storage method or data transmission over the Internet can be guaranteed to be 100% secure.

Commitment to Children’s Privacy

In compliance with the Children’s Online Privacy Protection Act, 15 U.S.C., 6501-06 and 16 C.F.R., 312.1-312.12, the Site does not collect information from children under 16 years of age, and we do not intentionally collect information from persons under sixteen (16) years of age. Use of the Site is limited to users that are sixteen (16) years of age and older. By using the Site, you represent that you are sixteen (16) years of age or older.

Changes to this Privacy Policy

We reserve the right to change, modify or otherwise update this policy at any time. These changes or updates will be effective immediately. We may provide you notice of such changes when they are material, such notice may be given by posting on the Site, by electronic or conventional mail or by any other means by which you obtain notice of the changes or updates.

Policies of Other Websites

The Site may contain links to third-party websites not owned or controlled by Vertrun. Vertrun is not responsible for the privacy policies of any third-party websites which user may access through a third-party link. Further, these third-party websites may have privacy policies that differ from this Privacy Policy. Vertrun disclaims all responsibility for the privacy practices of such other third-party websites. You should read the privacy policies of each third-party website you visit to determine what information each third-party website may be collecting about you and how they intend to use such information.

RIGHT TO KNOW ABOUT PERSONAL INFORMATION COLLECTED, DISCLOSED, OR SOLD

Your Right

If you are a California resident, you have the right to request that we disclose what Personal Information we have collected about you in the 12-month period preceding your request. This right includes the right to request any or all of the following:

1. Specific pieces of Personal Information that we have collected about you;
2. Categories of Personal Information we have collected about you;
3. Categories of sources from which the Personal Information was collected;
4. Categories of Personal Information that we sold (if applicable) or disclosed for a business purpose about you;
5. Categories of third parties to whom the Personal Information was sold (if applicable) or disclosed for a business purpose; and
6. The business or commercial purpose for collecting or, if applicable, selling Personal Information.

The CCPA defines “sell” to mean selling, renting, releasing, disclosing, disseminating, making available, transferring, or otherwise communicating orally, in writing, or by electronic or other means, a California resident’s Personal Information to another business or a third party for monetary or other valuable consideration.

How to Submit a Request to Know

You may submit a request to know at admin@vert.run

Our Process for Verifying a Request to Know

If we determine that your request is subject to an exemption, we will notify you of our determination. If we determine that your request is not subject to an exemption, we will comply with your request upon verification of your identity and, to the extent applicable, the identity of the California resident on whose behalf you are making such request. Our verification process may differ depending on whether you maintain a password-protected account with us. If you maintain a password-protected account, we may verify your identity through existing authentication practices available through your account. Prior to disclosing the requested information, we will ask you to re-authenticate yourself with respect to that account. If you do not maintain a password-protected account, or if you are an account-holder but we suspect fraudulent or malicious activity with your account, we will verify your identity to a “reasonable degree of certainty” or a “reasonably high degree of certainty” using methods we have determined are reliable for the purpose of verifying identities depending on the sensitivity of the Personal Information and the risk of harm to you by unauthorized access. In addition, you may be required to submit a signed declaration under penalty of perjury stating that you are the individual whose Personal Information is being requested.

Collection of Personal Information

The following table presents the categories of Personal Information that we have collected, the categories of sources from which that information was collected, and the categories of third parties with whom we shared that Personal Information for the 12 months preceding the Effective Date of this Privacy Policy.

Categories of Personal Information Collected	Categories of Sources from which Personal Information was Collected	Business or Commercial Purpose for the Collection	Categories of Third Parties with whom We Share Personal Information
Name	Information provided by you when making a transaction or registering with the Site.	To deliver products and services to you. To identify you as a user of the Services.	Service providers
Postal address	Information provided by you when making a transaction or registering with the Site.	To deliver products and services to you.	Service providers
Email address	Information provided by you when making a transaction or registering with the Site.	To communicate with you regarding a transaction and products you may be interested in.	Service providers
Physical Characteristics	Information provided by you to access functionalities of the Services	To provide you improved feedback and functionalities when using the Services.	Service providers
IP Address	We collect your IP address when you log into the Services	To deliver products and services to you.	Service providers
Customer Number, unique pseudonym, or user alias	Information provided by you when using the Services.	To identify you as the owner of the account and/or to process payments.	Service providers
Geolocation	We receive this information from your input, or by a third-party device linked to your account.	To provide you improved feedback and functionalities when using the Services.	Service providers
Image of face in photos	You provide any images.	To provide you the ability to personalize your account when using the Services	Service providers
Gender	You provide this information when using the Site.	To provide you improved feedback and functionalities when using the Services.	Service providers
Age	You provide this information when using the Site.	To provide you improved feedback and functionalities when using the Services.	Service providers
Records of products or services purchased, obtained or considered	Information we generate through your use of the Site and purchases made, and navigation of our Site.	To determine our revenue and calculate taxes, to provide you a record of your transactions, and to determine products or services that may be of interest to you.	Service providers
Purchasing or consuming histories or tendencies	Information we generate through your use of the Site and purchases made, and navigation of our Site.	To determine our revenue and calculate taxes, to provide you a record of your transactions, and to determine products or services that may be of interest to you.	Service providers

RIGHT TO REQUEST DELETION OF PERSONAL INFORMATION

Your Right

If you are a California resident, you have the right to request that we delete the Personal Information about you that we have collected or maintain. However, a business is not required to comply with a request to delete if it is necessary for the business to maintain the Personal Information in order to, for example, complete a transaction, detect security incidents, comply with a legal obligation, or otherwise use the Personal Information, internally, in a lawful manner that is compatible with the context in which the consumer provided the information.

How to Submit a Request to Delete

You may submit a request to delete by sending an email to admin@vert.run

If you submit a request to delete online, you will be asked to confirm separately that you want your Personal Information deleted.

Our Process for Verifying a Request

If we determine that your request is subject to an exemption, we will notify you of our determination. If we determine that your request is not subject to an exemption, we will comply with your request upon verification of your identity and, to the extent applicable, the identity of the California resident on whose behalf you are making such request. Our verification process may differ depending on whether you maintain a password-protected account with us. If you maintain a password-protected account, we may verify your identity through existing authentication practices available through your account. Prior to deleting the Personal Information, we will ask you to re-authenticate yourself with respect to that account. If you do not maintain a password-protected account, or if you are an account-holder but we suspect fraudulent or malicious activity with your account, we will verify your identity either to a “reasonable degree of certainty” or a “reasonably high degree of certainty” depending on the sensitivity of the Personal Information and the risk of harm to you by unauthorized deletion.

If we are unable to verify your identity to the applicable standard, we will treat your request to delete as a request to opt-out of the sale of the personal information that you provided as part of processing the request to delete. See the following section for a description of the right to opt-out of the sale of personal information.

NOTICE OF RIGHT TO OPT-OUT OF SALE OF PERSONAL INFORMATION

Your Right

If you are a California resident, you have the right to direct a business that sells (or may in the future sell) your Personal Information to stop selling your Personal Information and to refrain from doing so in the future.

The CCPA defines “sell” to mean selling, renting, releasing, disclosing, disseminating, making available, transferring, or otherwise communicating orally, in writing, or by electronic or other means, a California resident’s Personal Information to another business or a third party for monetary or other valuable consideration.

How to Submit a Request to Opt-Out

You may submit a request to delete by sending an email to admin@vert.run

How We Process a Request to Opt-Out

We will act upon your request to opt-out within 15 days from the date that you submit the request. The CCPA does not require that we verify the identity of individuals who submit requests to opt-out of sales. However, we may deny the request if we have a good-faith, reasonable, and documented belief that the request is fraudulent. If we deny the request on this basis, we will notify the requesting party and provide an explanation why we believe the request is fraudulent.

AUTHORIZED AGENTS

California residents may use an authorized agent to submit a request to know, delete, or opt-out of sales on your behalf.

If you use an authorized agent to submit a request to know or request to delete, we may require that (1) the authorized agent provide proof of your written permission and (2) you verify your identity directly with us. These requirements do not apply if you have provided the authorized agent with a power of attorney pursuant to California Probate Code sections 4000 to 4465.

If you use an authorized agent to submit a request to opt-out of sales, you will need to provide that authorized agent with written permission to do so and submit written proof to us that the agent has been authorized to act on your behalf.

SHINE THE LIGHT LAW

We do not disclose personal information obtained through our Site or Services to third-parties for their direct marketing purposes. Accordingly, we have no obligations under California Civil Code 1798.83.

Accessibility

We are committed to ensuring this Privacy Policy is accessible to individuals with disabilities. If you wish to access this Privacy Policy in an alternative format, please contact us as described below.

Notice to Residents of Europe and the United Kingdom

Vertrun recognizes the importance of protecting the privacy of our customers and the users of the Site. As such, we will always ensure that we have a lawful basis for processing your Personal Data.

OUR LEGAL BASIS FOR COLLECTING, STORING AND PROCESSING YOUR PERSONAL DATA

If you have subscribed to use the Site in order to obtain the Services, we collect, store and process your Personal Data out of a contractual necessity in order to provide you the Services.

In certain cases, we may store and process your Personal Data in order to comply with Vertrun’ legal obligations for record keeping and other compliance with laws or regulatory compliance.

The Personal Data we hold about you is processed by us on the basis of our legitimate interests in providing the Services. Based upon the type and amount of data we collect, we have made a determination that our legitimate interest in using such Personal Data is not outweighed by any detriment to you.

Under the GDPR, you have the following rights related to Vertrun use of your Personal Data.

Number	Description of your right
Right 1	A right to access personal data held by us about you, as well as information about how we are using your data.
Right 2	A right to require us to rectify any inaccurate personal data held by us about you.
Right 3	A right to require us to erase personal data held by us about you, and where the personal data has been made public, for other controllers processing the personal data to also erase links to, or copy or replication of, such personal data. This right will only apply where (for example): we no longer need to use the personal data to achieve the purpose we collected it for; or where you withdraw your consent if we are using your personal data based on your consent; or where you object to the way we process your data (in line with Right 6 below).
Right 4	A right to restrict our processing of personal data held by us about you. This right will only apply where (for example): you dispute the accuracy of the personal data held by us; or where you would have the right to require us to erase the personal data but would prefer that our processing is restricted instead; or where we no longer need to use the personal data to achieve the purpose we collected it for, but you require the data for the purposes of dealing with legal claims.
Right 5	A right to receive personal data, which you have provided to us, in a structured, commonly used and machine-readable format. You also have the right to require us to transfer this personal data to another organization, at your request
Right 6	A right to object to our processing of personal data held by us about you (including for the purposes of sending marketing materials to you).
Right 7	A right to withdraw your consent, where we are relying on it to use your personal data (for example, to provide you with marketing information about our services or products). If you have consented to receive communications from us, you can contact us at any time to have your details removed from lists used by us or to update your marketing preferences. Please email admin@vert.run and quote your email/telephone number/account number in the body of the email, telling us what you would like us to do. You can also: click “unsubscribe” on any of our emails, and we will ensure we don’t send you any communications of this nature in future.

End-User License Agreement

Updated at 2022-07-15

Vert.run hereby grants you access to (“the Website”) and invites you to purchase the services offered here.

Definitions and key terms

To help explain things as clearly as possible in this Eula, every time any of these terms are referenced, are strictly defined as:

-Cookie: small amount of data generated by a website and saved by your web browser. It is used to identify your browser, provide analytics, remember information about you such as your language preference or login information.
-Company: when this policy mentions “Company,” “we,” “us,” or “our,” it refers to Vertrun Inc, 2035 Sunset Lake Road, Suite B-2 that is responsible for your information under this Eula.
-Country: where Vert.run or the owners/founders of Vert.run are based, in this case is United States.
-Service: refers to the service provided by Vert.run as described in the relative terms (if available) and on this platform.
-Third-party service: refers to advertisers, contest sponsors, promotional and marketing partners, and others who provide our content or whose products or services we think may interest you.
-You: a person or entity that is registered with Vert.run to use the Services.

Introduction

This End User License Agreement (the “Agreement”) is a binding agreement between you (“End User”,“you” or “your”) and Vertrun Inc (“Company”, “we”, “us” or “our”). This Agreement governs the relationship between you and us, and your use of the Company Vert.run. Throughout this Agreement, End User and Company may each be referred to as a “Party” or collectively, the “Parties”.

If you are using the app on behalf of your employer or other entity (an “Organisation”) for whose benefit you utilise the app or who owns or otherwise controls the means through which you utilise or access the app, then the terms “End User”, “you”, and “your” shall apply collectively to you as an individual and to the Organisation. If you use, or purchase a license or to, the app on behalf of an Organisation, you hereby acknowledge, warrant, and covenant that you have the authority to 1) purchase a license to the app on behalf of the Organisation; 2) bind the Organisation to the terms of this Agreement.

By downloading, installing, accessing, or using the app you: (a) affirm that you have all of the necessary permissions and authorisations to access and use the app; (b) if you are using the app pursuant to a license purchased by an organisation, that you are authorised by that organisation to access and use the app(c) acknowledge that you have read and that you understand this agreement; (d) represent that you are of sound mind and of legal age (18 years of age or older) to enter into a binding agreement; and (e) accept and agree to be legally bound by the terms and conditions of this agreement.

If you do not agree to these terms, do not download, install, access, or use the software. if you have already downloaded the software, delete it from your computing device.

The Application is licensed, not sold, to you by Vert.run for use strictly in accordance with the terms of this Agreement.

License

Subject to the terms of this Agreement and, if applicable, those terms provided in the License Agreement, Vert.run grants you a limited, non-exclusive, perpetual, revocable, and non-transferable license to:

(a) download, install and use the Software on one (1) Computing Device per single user license that you have purchased and been granted. If you have multiple Computer Devices in which you wish to use the Software, you agree to acquire a license for the number of devices you intend to use;

(b) access, view, and use on such Computing Device the End User Provided Materials made available in or otherwise accessible through the Software, strictly in accordance with this Agreement, and any other terms and conditions applicable to such End User Provided Materials;

(c) install and use the trial version of the Software on any number of Computing Devices for a trial period of fifteen (15) unique days after installation.

(d) receive updates and new features that become available during the one (1) year period from the date on which you purchased the license to the Software.

Restrictions

You agree not to, and you will not permit others to:

-License, sell, rent, lease, assign, distribute, transmit, host, outsource, disclose or otherwise commercially exploit the Application or make the Application available to any third party.
-Modify, make derivative works of, disassemble, decrypt, reverse compile or reverse engineer any part of the Application.
-Remove, alter or obscure any proprietary notice (including any notice of copyright or trademark) of Vert.run or its affiliates, partners, suppliers or the licensors of the Application.

Intellectual Property

All intellectual property rights, including copyrights, patents, patent disclosures and inventions (whether patentable or not), trademarks service marks, trade secrets, know-how and other confidential information, trade dress, trade names, logos, corporate names and domain names, together with all of the good will associated there with, derivative works and all other rights (collectively, “Intellectual Property Rights”) that are part of the Software that are otherwise owned by Vert.run shall always remain the exclusive property of Vert.run (or of its suppliers or licensors, if and when applicable). Nothing in this Agreement grants you (or any Organisation) a license to Vert.run.”’s” Intellectual Property Rights.

You agree that this is Agreement conveys a limited license to use Vert.run.”’s” Intellectual Property Rights, solely as part of the Software (and not independently of it), and only for the effective Term of the license granted to you hereunder. Accordingly, your use of any of Vert.run.”’s” Intellectual Property Rights independently of the Software or outside the scope of this Agreement shall be considered an infringement of Vert.run.”’s” Intellectual Property Rights. This shall not limit, however, any claim Vert.run may have for a breach of contract in the event you breach a term or condition of this Agreement. You shall use the highest standard of care to safeguard all Software (including all copies thereof) from infringement, misappropriation, theft, misuse or unauthorised access. Except as expressly granted in this Agreement, Vert.run reserves and shall retain all rights, title, and interest in the Software, including all copyrights and copyrightable subject matter, trademarks and trademark able subject matter, patents and patentable subject matter, trade secrets, and other intellectual property rights, registered, unregistered, granted, applied-for, or both now in existence or that may be created, relating to the thereto.

You (or the Organisation, if and as applicable) shall retain ownership of all Intellectual Property Rights in and to the work products that you create through or with the assistance of the Software.

Your Suggestions

Any feedback, comments, ideas, improvements or suggestions (collectively, “Suggestions”) provided by you to Vert.run with respect to the Application shall remain the sole and exclusive property of Vert.run.

Vert.run shall be free to use, copy, modify, publish, or redistribute the Suggestions for any purpose and in any way without any credit or any compensation to you.

Modifications to Application

Vert.run reserves the right to modify, suspend or discontinue, temporarily or permanently, the Application or any service to which it connects, with or without notice and without liability to you.

Updates to Application

Vert.run may from time to time provide enhancements or improvements to the features/ functionality of the Application, which may include patches, bug fixes, updates, upgrades and other modifications (“Updates”).

Updates may modify or delete certain features and/or functionalities of the Application. You agree that Vert.run has no obligation to (i) provide any Updates, or (ii) continue to provide or enable any particular features and/or functionalities of the Application to you.

You further agree that all Updates will be (i) deemed to constitute an integral part of the Application, and (ii) subject to the terms and conditions of this Agreement.

Third-Party Services

The Application may display, include or make available third-party content (including data, information, applications and other products services) or provide links to third-party websites or services (“Third- Party Services”).

You acknowledge and agree that Vert.run shall not be responsible for any Third-Party Services, including their accuracy, completeness, timeliness, validity, copyright compliance, legality, decency, quality or any other aspect thereof. Vert.run does not assume and shall not have any liability or responsibility to you or any other person or entity for any Third-Party Services.

Third-Party Services and links thereto are provided solely as a convenience to you and you access and use them entirely at your own risk and subject to such third parties’ terms and conditions.

Term and Termination

This Agreement shall remain in effect until terminated by you or Vert.run.

Vert.run may, in its sole discretion, at any time and for any or no reason, suspend or terminate this Agreement with or without prior notice.

This Agreement will terminate immediately, without prior notice from Vert.run, in the event that you fail to comply with any provision of this Agreement. You may also terminate this Agreement by deleting the Application and all copies thereof from your computer.

Upon termination of this Agreement, you shall cease all use of the Application and delete all copies of the Application from your computer.

Termination of this Agreement will not limit any of Vert.run.”’s” rights or remedies at law or in equity in case of breach by you (during the term of this Agreement) of any of your obligations under the present Agreement.

Indemnification

You agree to indemnify, defend and hold harmless Vert.run and its officers, directors, employees, agents, affiliates, successors, and assigns from and against any and all losses, damages, liabilities, deficiencies, claims, actions, judgments, settlements, interest, awards, penalties, fines, costs, or expenses of whatever kind, including reasonable attorneys’ fees, arising from or relating to: i) your use or misuse of the Software; ii) your failure to comply with any applicable law, regulation, or government directive; iii) your breach of this Agreement; or iv) your agreement or relationship with an Organisation (if applicable) or any third party. Furthermore, you agree that Vert.run assumes no responsibility for the information or content you submit or make available through this Software or the content that is made available to you by third parties.

No Warranties

The Application is provided to you “AS IS” and “AS AVAILABLE” and with all faults and defects without warranty of any kind. To the maximum extent permitted under applicable law, Vert.run, on its own behalf and on behalf of its affiliates and its and their respective licensors and service providers, expressly disclaims all warranties, whether express, implied, statutory or otherwise, with respect to the Application, including all implied warranties of merchantability, fitness for a particular purpose, title and non-infringement, and warranties that may arise out of course of dealing, course of performance, usage or trade practice. Without limitation to the foregoing, Vert.run provides no warranty or undertaking, and makes no representation of any kind that the Application will meet your requirements, achieve any intended results, be compatible or work with any other software, applications, systems or services, operate without interruption, meet any performance or reliability standards or be error free or that any errors or defects can or will be corrected.

Without limiting the foregoing, neither Vert.run nor any Vert.run.”’s” provider makes any representation or warranty of any kind, express or implied: (i) as to the operation or availability of the Application, or the information, content, and materials or products included thereon; (ii) that the Application will be uninterrupted or error-free; (iii) as to the accuracy, reliability, or currency of any information or content provided through the Application; or (iv) that the Application, its servers, the content, or e-mails sent from or on behalf of Vert.run are free of viruses, scripts, trojan horses, worms, malware, time bombs or other harmful components.

Some jurisdictions do not allow the exclusion of or limitations on implied warranties or the limitations on the applicable statutory rights of a consumer, so some or all of the above exclusions and limitations may not apply to you.

Limitation of Liability

Notwithstanding any damages that you might incur, the entire liability of Vert.run and any of its suppliers under any provision of this Agreement and your exclusive remedy for all of the foregoing shall be limited to the amount actually paid by you for the Application.

To the maximum extent permitted by applicable law, in no event shall Vert.run or its suppliers be liable for any special, incidental, indirect, or consequential damages whatsoever (including, but not limited to, damages for loss of profits, for loss of data or other information, for business interruption, for personal injury, for loss of privacy arising out of or in any way related to the use of or inability to use the Application, third-party software and/or third-party hardware used with the Application, or otherwise in connection with any provision of this Agreement), even if Vert.run or any supplier has been advised of the possibility of such damages and even if the remedy fails of its essential purpose.

Some states/jurisdictions do not allow the exclusion or limitation of incidental or consequential damages, so the above limitation or exclusion may not apply to you.

Severability

If any provision of this Agreement is held to be unenforceable or invalid, such provision will be changed and interpreted to accomplish the objectives of such provision to the greatest extent possible under applicable law and the remaining provisions will continue in full force and effect.

Waiver

No failure to exercise, and no delay in exercising, on the part of either party, any right or any power under this Agreement shall operate as a waiver of that right or power. Nor shall any single or partial exercise of any right or power under this Agreement preclude further exercise of that or any other right granted herein. In the event of a conflict between this Agreement and any applicable purchase or other terms, the terms of this Agreement shall govern.

Amendments to this Agreement

Vert.run reserves the right, at its sole discretion, to modify or replace this Agreement at any time. If a revision is material we will provide at least 30 days’ notice prior to any new terms taking effect. What constitutes a material change will be determined at our sole discretion.

By continuing to access or use our Application after any revisions become effective, you agree to be bound by the revised terms. If you do not agree to the new terms, you are no longer authorized to use the Application.

Governing Law

The laws of United States, excluding its conflicts of law rules, shall govern this Agreement and your use of the Application. Your use of the Application may also be subject to other local, state, national, or international laws.

Changes to this agreement

We reserve the exclusive right to make changes to this Agreement from time to time. Your continued access to and use of the app constitutes your agreement to be bound by, and your acceptance of, the terms and conditions posted at such time. You acknowledge and agree that you accept this Agreement (and any amendments thereto) each time you load, access, or use the app. Therefore, we encourage you to review this Agreement regularly.

If, within thirty (30) days of us posting changes or amendments to this Agreement, you decide that you do not agree to the updated terms, you may withdraw your acceptance to the amended terms by providing us with written notice of your withdrawal. Upon providing us with the written notice of the withdrawal of your acceptance, you are no longer authorised to access or use the app.

No Employment or Agency Relationship

No provision of this Agreement, or any part of relationship between you and Vert.run, is intended to create nor shall they be deemed or construed to create any relationship between you and Vert.run other than that of and end user of the app and services provided.

Equitable Relief

You acknowledge and agree that your breach of this Agreement would cause Vert.run irreparable harm for which money damages alone would be inadequate. In addition to damages and any other remedies to which Vert.run may be entitled, you acknowledge and agree that we may seek injunctive relief to prevent the actual, threatened or continued breach of this Agreement.

Headings

The headings in this Agreement are for reference only and shall not limit the scope of, or otherwise affect, the interpretation of this Agreement.

Geographic Restrictions

The Company is based in United States and provided for access and use primarily by persons located in United States, and is maintains compliance with United States laws and regulations. If you use the app from outside United States, you are solely and exclusively responsible for compliance with local laws.

Limitation of Time to File Claims

Any cause of action or claim you may have arising out of or relating to this agreement or the app must be commenced within one (1) year after the cause of action accrues, otherwise, such cause of action or claim is permanently barred.

Entire Agreement

The Agreement constitutes the entire agreement between you and Vert.run regarding your use of the Application and supersedes all prior and contemporaneous written or oral agreements between you and Vert.run.

You may be subject to additional terms and conditions that apply when you use or purchase other Vert.run.”’s” services, which Vert.run will provide to you at the time of such use or purchase.

Contact Us

Don’t hesitate to contact us if you have any questions about this Agreement.

-Via Email: team@vert.run