Terms of Service

1. Acceptance of Terms

1.1 Agreement to Terms

These Terms of Service ("Terms," "Agreement") constitute a legally binding agreement between you ("User," "you," or "your") and PaceBrain Pty Ltd, ABN 21 237 258 402 ("Company," "we," "us," or "our"), a company incorporated in Australia, governing your access to and use of the PaceBrain website located at pacebrain.com, mobile applications, application programming interfaces (APIs), and all related services, features, content, and functionality (collectively, the "Platform").

BY ACCESSING, BROWSING, OR USING THE PLATFORM, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THESE TERMS AND OUR PRIVACY POLICY, WHICH IS INCORPORATED HEREIN BY REFERENCE. IF YOU DO NOT AGREE TO THESE TERMS, YOU MUST IMMEDIATELY DISCONTINUE ALL USE OF THE PLATFORM.

1.2 Modifications to Terms

We reserve the right to modify, amend, or update these Terms at any time in our sole discretion. We will notify you of material changes by posting the updated Terms on the Platform with a revised "Last Updated" date. Your continued use of the Platform following the posting of revised Terms constitutes your acceptance of such changes. It is your responsibility to review these Terms periodically for updates. If you do not agree to the modified Terms, you must discontinue use of the Platform.

1.3 Additional Terms

Additional terms, policies, and conditions may apply to specific features, services, or promotions offered through the Platform. All such additional terms are incorporated by reference into these Terms and shall have the same force and effect.

2. Eligibility and Account Registration

2.1 Eligibility Requirements

You must be at least 18 years of age (or the age of majority in your jurisdiction, whichever is greater) to use the Platform. By using the Platform, you represent and warrant that:

• You meet this minimum age requirement
• You have the legal capacity to enter into this binding Agreement
• You are not prohibited by law from accessing or using the Platform
• All registration information you submit is truthful, accurate, current, and complete
• You will maintain the accuracy of such information

2.2 Account Creation and Security

To access certain features, you must create an account by providing accurate, current, and complete information. You are solely responsible for:

• Maintaining the confidentiality of your account credentials
• All activities that occur under your account
• Immediately notifying us of any unauthorized access or security breach
• Ensuring your account information remains accurate and up-to-date

We reserve the right to suspend or terminate any account that we reasonably believe has been compromised or is being used in violation of these Terms.

3. Description of Services

3.1 Platform Services

PaceBrain provides a digital platform for running and fitness tracking, including but not limited to:

• Activity logging and performance analytics
• AI-powered coaching recommendations and training insights
• Race planning and pacing strategies
• Goal tracking and progress monitoring
• Integration with third-party fitness platforms including Strava API
• Community features, challenges, and social interactions
• Data visualization and reporting tools

3.2 Service Modifications and Availability

We reserve the right to modify, suspend, discontinue, or restrict access to any aspect of the Platform at any time, temporarily or permanently, with or without notice, and without liability to you. This includes but is not limited to:

• Adding, removing, or modifying features or functionality
• Changing pricing, subscription plans, or payment terms
• Implementing maintenance, upgrades, or technical improvements
• Responding to legal requirements or third-party actions

WE DO NOT GUARANTEE THAT THE PLATFORM WILL BE AVAILABLE AT ALL TIMES OR THAT ACCESS WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE.

4. IMPORTANT HEALTH AND FITNESS DISCLAIMER

4.1 No Medical Advice

The Platform, including all AI-generated recommendations, training plans, coaching insights, pace predictions, and analytics, does not constitute and shall not be construed as medical advice, professional athletic coaching, physiotherapy, nutrition counseling, or any other form of professional healthcare or fitness advice.

YOU SHOULD ALWAYS CONSULT WITH A QUALIFIED HEALTHCARE PROFESSIONAL, PHYSICIAN, OR CERTIFIED ATHLETIC TRAINER BEFORE BEGINNING ANY EXERCISE PROGRAM, CHANGING YOUR DIET, OR MAKING ANY DECISIONS REGARDING YOUR PHYSICAL HEALTH OR FITNESS.

4.2 Assumption of Risk

Physical exercise and athletic activities, including running, inherently involve risks of injury, illness, or death. BY USING THE PLATFORM, YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT:

• You voluntarily assume all risks associated with physical activity, including but not limited to cardiovascular events, musculoskeletal injuries, dehydration, heat stroke, hypothermia, and accidents
• You are solely responsible for assessing your own physical condition and fitness level
• You will not rely solely on the Platform for decisions affecting your health or safety
• Any use of training recommendations, pace suggestions, or AI-generated advice is at your own risk
• You have no known medical conditions that would preclude safe participation in physical activities, or you have obtained medical clearance from a qualified healthcare provider

4.3 AI and Algorithmic Limitations

The AI-powered features of the Platform utilize machine learning algorithms that may produce recommendations based on statistical patterns and aggregated data. These recommendations:

• Are not personalized medical or professional advice
• May contain errors, inaccuracies, or inappropriate suggestions
• Should not be followed without independent verification and professional consultation
• Are provided on an "as-is" basis without any warranty of accuracy or suitability
• Do not take into account your individual medical history, current health status, medications, injuries, or physical limitations

4.4 Data Accuracy Disclaimer

WE MAKE NO REPRESENTATIONS OR WARRANTIES REGARDING THE ACCURACY, COMPLETENESS, RELIABILITY, OR TIMELINESS OF ANY DATA, METRICS, ANALYTICS, OR INFORMATION PROVIDED THROUGH THE PLATFORM. Data may be subject to:

• GPS and sensor inaccuracies from devices and third-party services
• Transmission errors or delays
• Processing errors or algorithmic miscalculations
• User input errors or incomplete data
• Third-party API limitations or failures (including Strava)

You acknowledge that activity data, distance measurements, pace calculations, heart rate readings, elevation data, and all other metrics are estimates only and should not be relied upon for critical decisions affecting health, safety, or navigation.

5. User Conduct and Prohibited Activities

You agree not to engage in any of the following prohibited activities:

• Violating any applicable laws, regulations, or third-party rights
• Providing false, misleading, or inaccurate information
• Impersonating another person or entity
• Interfering with or disrupting the Platform's operation or infrastructure
• Attempting to gain unauthorized access to any portion of the Platform
• Reverse engineering, decompiling, or disassembling any part of the Platform
• Scraping, data mining, or extracting data from the Platform without authorization
• Using the Platform for any commercial purpose without our written consent
• Uploading malicious code, viruses, or harmful content
• Harassing, threatening, or abusing other users
• Circumventing any access controls or usage limitations

6. Intellectual Property Rights

6.1 Company Intellectual Property

The Platform and all content, features, functionality, including but not limited to text, graphics, logos, icons, images, audio clips, video clips, data compilations, software, algorithms, AI models, and the compilation thereof (collectively, "Company Content"), are owned by PaceBrain or its licensors and are protected by international copyright, trademark, patent, trade secret, and other intellectual property laws.

Subject to these Terms, we grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Platform for your personal, non-commercial use. This license does not include the right to:

• Modify, copy, distribute, or create derivative works
• Use any data mining, robots, or similar data gathering methods
• Remove any proprietary notices from Company Content
• Transfer or sublicense your rights under this license

6.2 User Content

You retain ownership of content you submit to the Platform ("User Content"). However, by submitting User Content, you grant us a worldwide, royalty-free, perpetual, irrevocable, non-exclusive, sublicensable, and transferable license to use, reproduce, modify, adapt, publish, translate, distribute, perform, and display such User Content in connection with the Platform and our business operations, including for training AI models and improving our services.

7. Subscription and Payment Terms

7.1 Subscription Plans

Certain features of the Platform require a paid subscription. Subscription plans, pricing, and features are subject to change at our discretion. Current pricing and plan details are available on the Platform.

7.2 Billing and Renewal

Subscriptions automatically renew at the end of each billing period unless cancelled prior to renewal. You authorize us to charge your payment method for recurring fees until cancellation. You are responsible for all applicable taxes.

7.3 Automatic Renewal

BY PURCHASING A SUBSCRIPTION, YOU ACKNOWLEDGE AND AGREE THAT YOUR SUBSCRIPTION WILL AUTOMATICALLY RENEW AT THE END OF EACH BILLING PERIOD (MONTHLY, ANNUALLY, OR AS OTHERWISE SPECIFIED) UNLESS YOU CANCEL PRIOR TO THE RENEWAL DATE. You authorize us to charge your designated payment method for the renewal subscription fees. Subscription fees may increase upon renewal, and we will notify you of any price changes in accordance with applicable law.

7.4 Cancellation and Refunds

You may cancel your subscription at any time through your account settings. Cancellation must be completed at least 24 hours before the next renewal date to avoid being charged for the next billing period. Upon cancellation, you will retain access until the end of your current billing period, after which your subscription will terminate.

EXCEPT AS REQUIRED BY APPLICABLE LAW (INCLUDING AUSTRALIAN CONSUMER LAW, EU CONSUMER RIGHTS DIRECTIVE, OR OTHER MANDATORY CONSUMER PROTECTION LAWS), ALL PAYMENTS ARE NON-REFUNDABLE, AND WE DO NOT PROVIDE REFUNDS OR CREDITS FOR:

• Partial subscription periods or unused time
• Unused features or services
• Account termination or suspension
• Change of mind or buyer's remorse

Where required by law, we will provide refunds in accordance with your statutory rights. For Australian consumers, nothing in these Terms excludes, restricts, or modifies any consumer guarantee, right, or remedy conferred by the Australian Consumer Law or any other applicable law that cannot be excluded, restricted, or modified by agreement.

7.5 Payment Processing and Failed Payments

Payments are processed by third-party payment processors. You agree to provide current, complete, and accurate payment information. If a payment fails or is declined, we may suspend or terminate your access to paid features. You remain responsible for any uncollected amounts and may be charged fees for failed payment processing.

8. DISCLAIMER OF WARRANTIES

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, WE EXPRESSLY DISCLAIM ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO:

• IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT
• WARRANTIES THAT THE PLATFORM WILL BE UNINTERRUPTED, ERROR-FREE, SECURE, OR FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS
• WARRANTIES REGARDING THE ACCURACY, COMPLETENESS, RELIABILITY, OR TIMELINESS OF ANY CONTENT, DATA, OR INFORMATION
• WARRANTIES THAT ANY DEFECTS WILL BE CORRECTED
• WARRANTIES ARISING FROM COURSE OF DEALING, USAGE OF TRADE, OR COURSE OF PERFORMANCE

WE DO NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY THIRD-PARTY PRODUCT OR SERVICE ADVERTISED OR OFFERED THROUGH THE PLATFORM OR ANY LINKED WEBSITE.

NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM US OR THROUGH THE PLATFORM SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED HEREIN.

9. LIMITATION OF LIABILITY

THIS LIMITATION INCLUDES, WITHOUT LIMITATION, DAMAGES FOR:

• Personal injury, death, or bodily harm arising from your use of the Platform or reliance on any content, recommendations, or information provided
• Loss of profits, revenue, business, goodwill, data, or other intangible losses
• The cost of procuring substitute goods or services
• Unauthorized access to or alteration of your data or transmissions
• Any conduct or content of any third party on the Platform
• Any errors, mistakes, or inaccuracies in content
• Any interruption or cessation of transmission to or from the Platform
• Any bugs, viruses, or the like that may be transmitted through the Platform

IN NO EVENT SHALL OUR TOTAL AGGREGATE LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS OR YOUR USE OF THE PLATFORM EXCEED THE GREATER OF: (A) THE AMOUNT PAID BY YOU TO US DURING THE TWELVE (12) MONTHS PRECEDING THE CLAIM; OR (B) ONE HUNDRED DOLLARS ($100 USD).

THE LIMITATIONS OF LIABILITY SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN US AND YOU. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES, SO SOME OR ALL OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

10. Indemnification

You agree to indemnify, defend, and hold harmless PaceBrain and its affiliates, officers, directors, employees, agents, licensors, and service providers from and against any and all claims, liabilities, damages, judgments, awards, losses, costs, expenses, and fees (including reasonable attorneys' fees) arising out of or relating to:

• Your violation of these Terms
• Your use or misuse of the Platform
• Your User Content
• Your violation of any applicable laws or regulations
• Your violation of any third-party rights
• Any injury or harm to yourself or others arising from your physical activities
• Any claims that your use of the Platform caused damage to a third party

We reserve the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us, and you agree to cooperate with our defense of such claims.

11. Dispute Resolution

11.1 Informal Resolution

Before initiating any formal dispute resolution proceeding, you agree to first contact us at legal@pacebrain.com to attempt to resolve the dispute informally. We will endeavor to resolve the dispute within 30 days of receiving your notice. This informal resolution process is mandatory before commencing any formal proceedings.

11.2 Mandatory Consumer Protections

Nothing in these Terms limits, excludes, or modifies any consumer guarantees, rights, or remedies available under the Australian Consumer Law or other applicable consumer protection legislation that cannot lawfully be limited, excluded, or modified. Australian consumers may have rights that cannot be waived or limited by contract.

11.3 Dispute Resolution for Non-Australian Users

For users located outside Australia, if informal resolution is unsuccessful, disputes may be resolved through alternative dispute resolution mechanisms or court proceedings as set forth in Section 12 (Governing Law and Jurisdiction).

12. Governing Law and Jurisdiction

12.1 Governing Law

These Terms and your use of the Platform shall be governed by and construed in accordance with the laws of the State of New South Wales, Australia, without regard to its conflict of law provisions. The United Nations Convention on Contracts for the International Sale of Goods shall not apply.

12.2 Jurisdiction and Venue

Subject to the mandatory consumer protection provisions in Section 11.2, you and PaceBrain irrevocably and unconditionally submit to the exclusive jurisdiction of the courts of New South Wales, Australia, and any courts entitled to hear appeals from those courts, for the determination of any dispute, claim, or controversy arising out of or relating to these Terms or the Platform.

12.3 Exceptions for Consumer Rights

Notwithstanding the above, if you are a consumer protected by mandatory consumer protection laws in your jurisdiction that prohibit exclusive jurisdiction clauses, you may bring proceedings in the courts of your jurisdiction. For EU consumers, nothing in these Terms affects your rights under EU Regulation 524/2013 to use the European Commission's Online Dispute Resolution platform.

12.4 Intellectual Property Protection

Notwithstanding the foregoing, either party may seek injunctive or other equitable relief in any court of competent jurisdiction worldwide to protect its intellectual property rights or confidential information.

13. Termination

We may terminate or suspend your account and access to the Platform immediately, without prior notice or liability, for any reason, including but not limited to a breach of these Terms. Upon termination:

• Your right to use the Platform will immediately cease
• We may delete your account and User Content
• Provisions that by their nature should survive termination shall survive, including ownership provisions, warranty disclaimers, limitation of liability, indemnification, and dispute resolution provisions

14. Third-Party Integrations and Services

14.1 Strava Integration

The Platform integrates with Strava's application programming interface (API) to enable automatic activity syncing and data import. By connecting your Strava account to the Platform:

• You authorize us to access your Strava activity data in accordance with the permissions you grant
• You acknowledge that Strava's terms of service and privacy policy govern your use of Strava
• You understand that we are not responsible for Strava's service availability, data accuracy, or changes to their API
• You may disconnect your Strava account at any time through your account settings

14.2 Third-Party Services and Links

The Platform may contain links to third-party websites, services, applications, or content not owned or controlled by us. WE DO NOT ENDORSE, CONTROL, OR ASSUME RESPONSIBILITY FOR ANY THIRD-PARTY SERVICES, CONTENT, PRIVACY POLICIES, OR PRACTICES. You acknowledge and agree that:

• We are not responsible for examining or evaluating third-party offerings
• Your interactions with third parties are solely between you and such third parties
• Third-party services are governed by their own terms and privacy policies
• We shall not be liable for any harm or damages related to third-party services
• You should review third-party terms and policies before using their services

14.3 Third-Party Data Accuracy

Data imported from third-party services (including Strava, fitness devices, GPS devices, or file uploads) may contain errors, inaccuracies, or incompleteness. We are not responsible for verifying, correcting, or ensuring the accuracy of third-party data. You acknowledge that such data is provided "as received" and may require your own review and validation.

15. Privacy and Data Protection

15.1 Privacy Policy

Your use of the Platform is subject to our Privacy Policy, available at pacebrain.com/privacy, which is incorporated into these Terms by reference. The Privacy Policy explains how we collect, use, disclose, and protect your personal information and activity data.

15.2 International Data Transfers

The Platform is operated from Australia and may utilize service providers located in various countries worldwide, including but not limited to the United States, European Union member states, and other jurisdictions. By using the Platform, you acknowledge and consent to the transfer, storage, and processing of your personal information in countries outside your country of residence, which may have different data protection laws than your jurisdiction.

15.3 Your Data Rights

Depending on your jurisdiction, you may have certain rights regarding your personal data, including:

• EU/EEA Users (GDPR): Rights to access, rectification, erasure, data portability, restriction of processing, and objection to processing
• California Users (CCPA/CPRA): Rights to know, delete, correct, and opt-out of sale/sharing of personal information
• Australian Users (Privacy Act): Rights to access and correct personal information held about you

To exercise these rights or for privacy-related inquiries, please contact us at privacy@pacebrain.com. We will respond to requests in accordance with applicable data protection laws. Certain data may be retained as required by law or for legitimate business purposes.

15.4 Data Security

While we implement reasonable security measures to protect your information, NO SECURITY SYSTEM IS IMPENETRABLE. We cannot guarantee the absolute security of your data, and you acknowledge that you provide information at your own risk. You are responsible for maintaining the confidentiality of your account credentials.

16. Force Majeure

We shall not be liable for any failure or delay in performing our obligations under these Terms due to circumstances beyond our reasonable control, including but not limited to acts of God, natural disasters, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, epidemics, pandemics, network infrastructure failures, telecommunications failures, power outages, strikes, labor disputes, third-party service provider failures (including Strava API outages), cyberattacks, or government actions.

17. Australian Consumer Law

17.1 Consumer Guarantees

For Australian consumers, our services come with guarantees that cannot be excluded under the Australian Consumer Law. You are entitled to a replacement or refund for a major failure and compensation for any other reasonably foreseeable loss or damage. You are also entitled to have the services supplied again or payment of the cost of having the services supplied again if the services fail to be of acceptable quality and the failure does not amount to a major failure.

17.2 Limitation of Liability - Australian Consumers

Except for any liability that cannot be excluded under the Australian Consumer Law or any other applicable law, and to the extent permitted by law:

• Our liability for breach of any consumer guarantee implied by the Australian Consumer Law that can be limited is, at our option, limited to: (a) in the case of services, supplying the services again or paying the cost of having the services supplied again; or (b) in the case of goods, replacing the goods, supplying equivalent goods, repairing the goods, or paying the cost of replacing or repairing the goods
• We exclude all other conditions, warranties, and guarantees except those that cannot lawfully be excluded
• We exclude liability for consequential loss or damage except where such exclusion is prohibited by law

17.3 Consumer Rights Information

For more information about your consumer rights, visit the Australian Competition and Consumer Commission website at www.accc.gov.au or contact us at legal@pacebrain.com.

18. Severability and Waiver

If any provision of these Terms is held to be invalid, illegal, or unenforceable, such provision shall be modified to the minimum extent necessary to make it valid and enforceable, or if modification is not possible, it shall be severed, and the remaining provisions shall continue in full force and effect.

No waiver of any term of these Terms shall be deemed a further or continuing waiver of such term or any other term, and our failure to assert any right or provision shall not constitute a waiver of such right or provision.

19. Entire Agreement

These Terms, together with our Privacy Policy, Cookie Policy, and any other policies or agreements referenced herein, constitute the entire agreement between you and PaceBrain regarding your use of the Platform and supersede all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral.

20. Contact Information

For questions about these Terms of Service, please contact us:

21. Acknowledgment and Acceptance

BY CREATING AN ACCOUNT, ACCESSING, OR USING THE PLATFORM, YOU ACKNOWLEDGE AND AGREE THAT:

• You have read, understood, and agree to be bound by these Terms of Service in their entirety
• You have read and understood our Privacy Policy
• You meet the eligibility requirements set forth in Section 2
• You understand and accept the health and fitness disclaimers in Section 4
• You acknowledge the assumption of risk provisions and agree to use the Platform at your own risk
• You understand the limitation of liability and indemnification provisions
• You consent to the jurisdiction and governing law provisions in Section 12
• If you are an Australian consumer, you acknowledge your rights under Australian Consumer Law as described in Section 17
• These Terms affect your legal rights and obligations

IF YOU DO NOT AGREE TO THESE TERMS, YOU MUST IMMEDIATELY DISCONTINUE ALL USE OF THE PLATFORM AND NOT CREATE AN ACCOUNT.