Last modified: May 28, 2020
TERMS OF SERVICE
The following terms and conditions (“Terms”, “Agreement”) govern all use of the Motivate mobile applications (the “App”), the Motivate website (the “Site”) and all information, content, services and products available at or through them (collectively “Motivate” or the “Service“). Motivate is owned and operated by Brave New Logic LLC. (“we”, “us”, “our” or “Brave New Logic”).
1. ACCEPTING THESE TERMS
(1.2) Your access to and use of the Service is conditioned on your acceptance of and compliance with this Agreement. By accessing or using any part of Motivate you agree to be bound by these Terms. If you do not agree to all the terms and conditions of this Agreement, you may not access the Service.
2. CHANGES TO THESE TERMS
(2.1) We reserve the right to change these Terms from time to time. For example, we may need to change these Terms if we come up with a new feature.
(2.2) If we make changes, we will notify you by revising the date at the top of these Terms and, in some cases, provide you with additional notice (such as adding a statement to the Site or showing a notice when you open an updated version of the App for the first time). We encourage you to review the Terms of Service periodically to stay informed about our practices.
(2.3) Whenever we make changes to these Terms, they are effective when the revised Terms are posted. Your continued use of the Service after any changes of this Agreement constitutes your acceptance of the revised Terms. If you do not agree to the new Terms, please refrain from using the Service and delete the App from your device.
4. THE SERVICE
(4.1) Motivate shall provide you with a mobile application that allows you to stream and watch curated selections (“Feeds”) of online motivational videos, audio and text-based content on your device.
(4.2) Some videos, audio or text-based content may be shared by you and others outside the App via third party social media services, messaging services or website embeds.
(4.3) You can also use the paid functionality of the Service to utilize various enhanced functionality of the Service or purchase items that are offered for sale through the Service. These are described under the “Purchases” section.
(4.4) Eligibility. You may use the Service only if you are 18 years of age or older and are capable of forming a binding contract with Brave New Logic LLC. You may not use the Service if you are barred from using the Service under applicable law.
(4.5) Registration. If you want to use certain features of the Service you must create an account ("Account"). You can do this via the App with your email address and a password you choose. You can also create an account using Sign in with Apple. If you choose Sign in with Apple we’ll use the information Apple provides us in order to create your account.
(4.6) It's important that you provide us with accurate and up-to-date information for your Account and you agree to update such information to keep it accurate and up-to-date. You agree that you won't disclose or share your Account password with anyone and you'll notify us immediately of any unauthorized use of your Account. You are responsible for all activities that occur under your Account, whether or not you know about them.
(5.1) Fees. Motivate offers enhanced features of the Service that you may purchase as a monthly, yearly, or lifetime subscription (“Subscription”). A description of features associated with Subscriptions is available via the Service. When you purchase a Subscription or a Product (each, a “Transaction”), we may ask you to supply additional information relevant to your Transaction, such as your credit card number, the expiration date of your credit card and your address(es) for billing and delivery (such information, “Payment Information”). You represent and warrant that you have the legal right to use all payment method(s) represented by any such Payment Information. The amounts due and payable by you for a Transaction through the Services will be presented to you before you place your order. If you choose to initiate a Transaction via the Services, you authorize us to provide your Payment Information to third party service providers so we can complete your Transaction and agree (a) to pay the applicable fees and any taxes; (b) that Motivate may charge your credit card or third party payment processing account, including, but not limited to, your account with the app store or distribution platform (for example the Apple App Store) where the App is made available (a “App Provider”), for verification, pre-authorization and payment purposes; and (c) to bear any additional charges that your App Provider, bank or other financial service provider may levy on you as well as any taxes or fees that may apply to your order. You’ll receive a confirmation email after we confirm the payment for your order. Your order is not binding on Motivate until accepted and confirmed by Motivate. All payments made are non-refundable and non-transferable except as expressly provided in these Terms.
If you have any concerns or objections regarding charges, you agree to raise them with us first and you agree not to cancel or reject any credit card or third party payment processing charges unless you have made a reasonable attempt at resolving the matter directly with Motivate.
Motivate reserves the right to not process or to cancel your order in certain circumstances, for example, if your credit card is declined, if we suspect the request or order is fraudulent, or in other circumstances Motivate deems appropriate in its sole discretion. Motivate also reserves the right, in its sole discretion, to take steps to verify your identity in connection with your order. You may need to provide additional information to verify your identity before completing your Transaction (such information is included within the definition of Payment Information). Motivate will either not charge you or refund the charges for orders that we do not process or cancel.
(5.2) Subscriptions Automatically Renew Until You Cancel & How to Cancel Your Subscription. All amounts are payable and charged: (i) for one-off purchase (e.g. lifetime Subscription), at the time you place your order; and (ii) For monthly or yearly subscriptions, at the beginning of the subscription and, because each such subscription renews automatically for an additional period equal in length to the expiring subscription term until you cancel it, at the time of each renewal until you cancel, using the Payment Information you have provided. You must cancel your monthly or yearly Subscription before it renews to avoid the billing of the fees for the next Subscription period. If you purchase your Subscription via an App Provider, you can cancel the renewal of your subscription with the App Provider. You will not receive a refund for the fees you already paid for your current subscription period and you will continue to receive the Services ordered until the end of your current Subscription period.
(5.3) Changes to Price Terms for Subscriptions. Motivate reserves the right to change its pricing terms for Subscriptions at any time and Motivate will notify you in advance of such changes becoming effective. Changes to the pricing terms will not apply retroactively and will only apply for Subscription renewals after such changed pricing terms have been communicated to you. If you do not agree with the changes to Motivate’s pricing terms then you may choose not to renew your Subscription in accordance with the section “Subscriptions Automatically Renew Until You Cancel & How to Cancel Your Subscription.”
(5.4) Future Functionality. You agree that your purchases are not contingent on the delivery of any future functionality or features, or dependent on any oral or written public comments made by Motivate regarding future functionality or features.
6. LICENSE AGREEMENT
(6.1) Motivate grants you a limited, non-exclusive, non-transferable and revocable License to access and use the Service. You may only use the App on a device that you control and that is permitted by any applicable usage rules applied by your device’s manufacturer or by the marketplace at which we have made the app available. The terms of this License will also govern any upgrades provided by Motivate that replace and/or supplement the original App, unless such upgrade is accompanied by a separate license, in which case the terms of that license will govern.
(6.2) However, your right to use the Service does not include any of the following, which is explicitly prohibited when using the Service:
(a) modifying or otherwise making any derivative uses of the Service or any portion thereof;
(b) using any data mining, robots or similar data gathering or extraction methods, downloading (other than page caching) of any portion of the Service or any information contained therein;
(c) attempting to access areas/features of the Service that you are not authorized to access;
(d) any activity that will compromise the security of the Service;
(e) reverse engineering or access to the Service in order to build a competitive product or service;
(f) using the Service in any manner that could damage, disable, overburden or impair the functioning of the Service in any manner;
(g) using the Service other than for its intended purposes or in any way that infringes any of the terms and conditions of this agreement.
By using or accessing the Service you agree, represent and warrant not to do any of this. In case of non-compliance, we may terminate your use of the Service. In case of infringed copyright and other rights of Motivate or third parties, you may be subject to prosecution and damages.
7. INTELLECTUAL PROPERTY RIGHTS
(7.1) The design of Motivate, including the texts, scripts, graphics, formatting, graphs, trademarks, service marks, logos, designs, look and feel, HTML, source and object code, format, queries, algorithms interactive features are owned by or licensed to Motivate, subject to copyright and other intellectual property rights and the applicable domestic and foreign laws and international conventions.
(7.2) Motivate provides the Service to you ‘AS IS’ for your information and personal use only. Motivate reserves all rights not expressly granted in and to the Service. You agree to not engage in the use, copying, or distribution of any of the Service other than expressly permitted herein, including any use, copying, or distribution of Content (as defined below) obtained through the Service for any commercial purposes.
8. SERVICE ELIGIBILITY
To be eligible to use the Service, you must meet the following criteria and represent and warrant that you:
(a) are of legal age to form a binding contract with Brave New Logic.
(b) have full power and authority to enter into this Agreement and doing so will not violate any other agreement to which you are a party or any laws of any country to which you are a citizen or a resident or from which you are accessing the Service;
(c) are not currently restricted from Motivate.
(9.2) We cannot guarantee that you will not be exposed to Content that is inaccurate, indecent, offensive objectionable, inappropriate for children, or otherwise unsuited to your purpose. You are responsible for taking precautions as necessary to protect yourself and you agree that Brave New Logic shall not be liable for any damages you allege to incur as a result of User Content.
(9.3) Motivate may contain Content from third parties that violates the privacy or publicity rights, or infringes the intellectual property and other proprietary rights of others without our knowledge, or the downloading, copying or use of which is subject to additional terms and conditions, stated or unstated. We disclaim any responsibility for any harm resulting from such third party content on Motivate or from the use of such content by any user of Motivate.
(9.4) If any Content on the Service infringes your rights (including privacy, publicity or intellectual property rights) or if you whiteness any unlawful, malicious, harmful or otherwise objectionable Content, please inform us at firstname.lastname@example.org, so that we can take appropriate actions.
(10.1) We may suspend or terminate your rights with respect to the Service if you violate any of these Terms or for any other reason or for no reason at all and with or without notice at our sole discretion, without any admission as to liability and without prejudice to any rights, remedies or defenses, all of which are expressly reserved. Suspension and/or termination may include banning you from or restricting your access to and use of the App.
(10.2) In case of suspension and/or termination of your rights with respect to the Service through us, we shall not be responsible for the loss of Content connected to the installation of Motivate on your device. You acknowledge and agree that Brave New Logic is under no obligation to put back Content, re-enable your access to the Service or re-install your rights with respect to the Service at any time or for any reason.
(10.3) If your rights with respect to the Service are suspended and/or terminated, you agree to make no further use of the Service during suspension or after termination.
(10.4.) All of the terms of this Agreement will survive any termination or suspension.
11. ACCESS AND SECURITY
(11.1) You can access Motivate by downloading the App to your mobile device and pressing the icon.
(11.2) To make sure your installation of Motivate is only used in accordance with these Terms, you agree to:
(a) not allow others to use the installation of Motivate on your device;
(b) being responsible for any action performed through the installation of Motivate on your device;
(c) keep access to your device secure and accept all risks of unauthorized access to the installation of Motivate on your device;
(d) refrain from using other users’ installations of Motivate;
12. PUSH SERVICES
After downloading the App we may ask for your consent to use Push-Services. It is highly recommended that you allow notifications for the app to work properly. We will utilize Push Notifications in 2 different ways:
(12.1) Silent Push Notifications: We use so called “Silent Push Notifications” to automatically push new Feeds of Motivate’s daily video playlist to your device silently when you’re in Wifi. These notifications trigger the synchronization of the playlist in the background, to make sure you’re always up to date. They will not be displayed in your feed or trigger an alarm.
(12.2) Standard Push Notifications: If you give your consent you will receive Push-Notifications e.g. if there is new Content waiting for you, or if there are other news around the App like new features. You can deactivate and re-activate these notifications at any time by changing the notification settings in the app, without affecting the settings for Silent Push Notifications.
(12.3) You can deactivate and re-activate all notifications at any time by changing the notification settings on your device.
13. CONSENT TO ELECTRONIC COMMUNICATIONS
(13.1) By using the Service you agree that we may communicate with you electronically regarding administrative, security and other issues relating to your use of the Service.
(13.2) You agree that any notices, agreements, disclosures or other communications that we send to you electronically will satisfy any legal communication requirements, including that such communications be in writing.
(13.3) To withdraw your consent from receiving electronic notice, please notify us at email@example.com.
14. MODIFICATIONS TO THE SERVICE
(14.1) We reserve the right in our sole discretion to review, improve, modify or discontinue, temporarily or permanently, the Service and/or any features, information, materials or Content on the Service with or without notice to you.
(14.2) You agree that Brave New Logic will not be liable to you or any third party for any modification or discontinuance of the Service, it’s Content or any portion thereof.
15. THIRD PARTY RIGHTS
(15.1) You further agree to abide by any third-party terms that apply, including the iTunes App Store Terms of Service and the Terms of Service of any third party that hosts the Content which streamed to the App. You acknowledge and agree that the availability of Motivate and its Content is dependent on such third parties.
(15.2) You agree that the usage rules for the App are subject to any additional restrictions set forth in the usage rules for any applicable third party terms of service.
(15.3) In the event of any conflict between the terms and conditions of the third party terms of service and the terms and conditions of these Terms, the terms and conditions of the third party terms of service will govern if they are more restrictive.
We welcome and encourage you to provide feedback, comments and suggestions for the Service. By submitting ideas, videos, suggestions, documents, and/or proposals (“Feedback”) to us, you acknowledge and agree that: (a) your Feedback does not contain confidential or proprietary information; (b) Brave New Logic is not under any obligation of confidentiality, expressed or implied, with respect to the Feedback; (c) Brave New Logic shall be entitled to use or disclose (or choose not to use or disclose) such Feedback for any purpose, in any way, in any media worldwide; (d) we may have something similar to the Feedback already under consideration or in development; (e) you irrevocably assign to Brave New Logic all rights to your Feedback; and (f) you are not entitled to any compensation or reimbursement of any kind from Brave New Logic under any circumstances.
17. DISCLAIMER OF WARRANTIES
(17.1) THE SERVICE AND ANY OTHER SERVICE AND CONTENT INCLUDED OR OTHERWISE MADE AVAILABLE TO YOU THROUGH THE SERVICE ARE PROVIDED TO YOU ON AN “AS IS” OR “AS AVAILABLE” BASIS WITHOUT ANY REPRESENTATIONS OR WARRANTIES OF ANY KIND. WE HEREBY DISCLAIM ALL WARRANTIES OF ANY KIND, EXPRESSED OR IMPLIED, ORAL OR WRITTEN, INCLUDING, WITHOUT LIMITATION, THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. WE DON’T MAKE ANY WARRANTY THAT MOTIVATE WILL BE ERROR FREE OR THAT ACCESS THERETO WILL BE CONTINUOUS OR UNINTERRUPTED.
(17.2) WE DISCLAIM ANY AND ALL OTHER WARRANTIES AND REPRESENTATIONS, EXPRESSED OR IMPLIED, ORAL OR WRITTEN, WITH RESPECT TO THE SERVICE AND CONTENT INCLUDED ON OR OTHERWISE MADE AVAILABLE TO YOU THROUGH THE SERVICE WHETHER ALLEGED TO ARISE BY OPERATION OF LAW, BY REASON OF CUSTOM OR USAGE IN THE TRADE, BY COURSE OF DEALING OR OTHERWISE.
18. LIMITATION OF LIABILITY
(18.1) YOU UNDERSTAND THAT YOU, DOWNLOAD FROM, OR OTHERWISE OBTAIN CONTENT OR SERVICES THROUGH, MOTIVATE AT YOUR OWN DISCRETION AND RISK.
(18.2) TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, BRAVE NEW LOGIC AND ITS SUBSIDIARIES, AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS WILL NOT BE LIABLE IN ANY EVENT AND FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION, LOSS OF PROFITS, DATA, USE, GOOD-WILL, OR OTHER INTANGIBLE LOSSES, RESULTING FROM (a) YOUR ACCESS TO OR USE OF OR INABILITY TO ACCESS OR USE THE SERVICES; (b) ANY CONDUCT OR CONTENT OF ANY THIRD PARTY ON THE SERVICES, INCLUDING WITHOUT LIMITATION, ANY DEFAMATORY, OFFENSIVE OR ILLEGAL CONDUCT OF OTHER USERS OR THIRD PARTIES; (c) ANY CONTENT OBTAINED FROM INCLUDED ON OR OTHERWISE MADE AVAILABLE TO YOU THROUGH THE SERVICE; AND (d) UNAUTHORIZED ACCESS, USE OR ALTERATION OF YOUR TRANSMISSIONS OR CONTENT, REGARDLESS OF THE FORM OF ACTION, WHETHER BASED ON WARRANTY, STRICT LIABILITY, CONTRACT, TORT (INCLUDING NEGLIGENCE) OR ANY OTHER LEGAL THEORY, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR HAVE BEEN AWARE OF THE POSSIBILITY OF SUCH DAMAGES, AND EVEN IF A REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE. THE FOREGOING LIMITATION OF LIABILITY SHALL NOT APPLY IN CASE OF WILLFUL MISCONDUCT OR GROSS NEGLIGENCE AS WELL AS IN CASE OF DEATH OR PERSONAL INJURY AND OTHER CASES PROHIBITED BY APPLICABLE LAW. SOME COUNTRIES DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY IN CONTRACTS WITH CONSUMERS AND AS A RESULT THE CONTENTS OF THIS SECTION MAY NOT APPLY TO YOU. IF THE FOREGOING LIMITATIONS ARE UNENFORCEABLE, YOU AGREE THAT BRAVE NEW LOGIC’S LIABILITY TO YOU UNDER THESE TERMS SHALL NOT EXCEED THE TOTAL AMOUNT OF MONEY PAID TO BRAVE NEW LOGIC BY YOU.
(18.3) AS FAR AS BRAVE NEW LOGIC’S LIABILITY IS EXCLUDED OR LIMITED, THE SAME APPLIES FOR THE PERSONAL LIABILITY OF BRAVE NEW LOGIC’S EMPLOYEES, REPRESENTATIVES AND AGENTS.
If any third party brings a claim against us in connection with, or arising out of (a) your breach of these Terms; (b) your breach of any applicable law of regulation; (c) your infringement or violation of the rights of any third parties (including but not limited to intellectual property rights); (d) your Content or (e) your complaint in relation to any Content by third parties, you agree to defend, indemnify and hold us harmless from and against all costs, damages, liabilities, loss and expenses (including legal fees and costs) related to such claim.
20. GOVERNING LAW & DISPUTE RESOLUTION
This Agreement will be governed by the laws of the State of New Jersey, excluding its body of law controlling conflict of laws. Subject to the dispute resolution procedures herein, any legal action or proceeding arising under this Agreement will be brought exclusively in the federal or state courts located in New Jersey and the parties irrevocably consent to the personal jurisdiction and venue therein. The parties agree that they will attempt in good faith to settle any and all disputes arising out of, under or in connection with this Agreement, including without limitation the validity, interpretation, performance and breach hereof, through a process of mediation in New Jersey under the supervision of a mutually agreed upon mediator. In the event that mediation fails to settle such a dispute, the parties agree that they will proceed to arbitration in New Jersey, in accordance with the then existing JAMS Streamlined Arbitration Rules and Procedures by one (1) arbitrator appointed in accordance with said Rules.
(21.1) Failure of either Party to insist upon strict performance of any provision of this or any Agreement or the failure of either Party to exercise any right or remedy to which it, he or they are entitled hereunder shall not constitute a waiver thereof and shall not cause a diminution of the obligations under this or any Agreement.
(21.2) No waiver of any of the provisions of this or any Agreement shall be effective unless it is expressly stated in writing and signed by both Parties.
22. ASSIGNMENT AND TRANSFER OF RIGHTS
(22.1) You may not assign or delegate any rights or obligations under the Agreement. Any purported assignment and delegation shall be ineffective. We may freely assign or delegate all rights and obligations under the Agreement, fully or partially without notice to you. We may also substitute, by way of unilateral notation, effective upon notice to you, Brave New Logic for any third party that assumes our rights and obligations under this Agreement.
(22.2) You acknowledge and confirm that we are entitled to assign and transfer all of the rights and obligations arising out of or in connection with these Terms to any other legal entity which may continue to operate Motivate and provide the related services in the future.
23. ENTIRE AGREEMENT
If any provision of this Agreement is found by a court of competent jurisdiction or arbitrator to be illegal, void, or unenforceable, the unenforceable provision will be modified so as to render it enforceable and effective to the maximum extent possible in order to effect the intention of the provision; and if a court or arbitrator finds the modified provision invalid, illegal, void or unenforceable, the validity, legality and enforceability of the remaining provisions of this Agreement will not be affected in any way.
You may have rights or obligations under local law other than those enumerated here.
You are welcome to contact us for any feedback, questions, complaints or claims you may have related to the Service. Please direct your requests to: firstname.lastname@example.org