VivoBiome Terms and conditions

VIVOBIOME TERMS OF USE
1. GENERAL
1.1 Who we are. We are Vivobarefoot Ltd (“Vivobarefoot” / “we” / “us” “our”) a company
registered in England and Wales (registration number 03474829). Our registered office
address is 28 Britton Street, Farringdon, London, EC1M 5UE. Our UK VAT registration number
is 704703658.
1.2 What we do. We own and operate the Vivobarefoot
website vivobarefoot.com (“Vivobarefoot Site”) and the VivoBiome by Vivobarefoot website
vivobiome.vivobarefoot.com (“VivoBiome website” or “our website”) and sell footwear and
other products to consumers (“goods”).
1.3 VivoBiome. VivoBiome is Vivobarefoot’s vision for a radical scan-to-print, circular system
that revolutionises footwear. Whilst the ambition is for all VivoBiome footwear to be made
to measure, the current offering is to create better fitting footwear through a digital datadriven
fit. In excess of 100,000 foot scans have been used to create 38 different data driven
size options for VivoBiome footwear. Using a 3D scan of a customer’s feet, we are able to
recommend our suggested best fitting size from the 38 options – thereby creating a much
better fitting shoe, manufactured on demand and with zero waste.
2. YOUR ACCEPTANCE
2.1 You are subject to these ToU. Your use of any part of our website (including any Vivohealth
Hub content) is subject to the following legally binding terms (together with any other
notice, disclaimer or waiver set out on our website or within any digital content:
2.1.1 Vivobarefoot’s Terms of Use;
2.1.2 Vivobarefoot’s Terms of Sale;
2.1.3 Vivobarefoot’s Privacy Policy; and
2.1.4 Vivobarefoot’s Cookie Policy;.
You acknowledge that the documents referenced above collectively form a legally binding
agreement (the “ToU”).
Please read all components of the ToU carefully. By using any part of our website you will be
deemed to have accepted these ToU in full and you agree to abide by them regardless of
whether you have registered on our website. If you do not agree to these ToU, you must not
use our website and you must leave our website immediately.
2.2 You. In these ToU “you” means the individual user accepting these ToU. If you are accepting
these ToU on behalf of an organisation (being any company or other legal entity), then you
represent and warrant that you have the authority to bind such organisation to these ToU.
2.3 These ToU may get updated. We may revise these ToU at any time by posting an update on
this page. Your continued use of our website after any such change constitutes your
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acceptance of the new ToU and those terms will be binding on you. You should therefore
check this page from time to time to review the current version of the ToU.
USE OF OUR VIVOBIOME WEBSITE
3. REGISTRATION AND ACCESS
3.1 Register for additional functionality. Certain functionality on our website is only available to
registered users. To access additional functionality, you are required to register with us. By
registering with us, you agree to provide accurate and complete profile information about
yourself (including your organisation, if applicable) as prompted by the relevant registration
form.
3.2 Access. Access to our website is permitted on a temporary basis, and we may withdraw or
amend the services and information we provide on our website without notice. We will not
be liable if for any reason our website is unavailable at any time or for any period. We may
restrict access to some parts of the website to users who have registered with us.
3.3 Purchasing. By placing an order through our website, you warrant that you are legally
capable of entering into binding contracts and at least 18 years old.
3.4 Refunds. Vivobarefoot’s 100 day hassle free refund policy does not apply to VivoBiome
footwear. For more information see clause 6 of VivoBiome’s Terms of Sale (Cancellation,
Return and Refund).
4. INTELLECTUAL PROPERTY RIGHTS
4.1 Ownership of intellectual property. Vivobarefoot is the owner or the licensee of all
intellectual property rights in our website, and in all content published on our website
(including any modifications made from time to time). Those works are protected by
intellectual property rights laws and treaties around the world and Vivobarefoot and its
licensors reserve all such rights.
4.2 The following is a list of Vivobarefoot registered (and unregistered) trade marks. You are not
permitted to use them without first obtaining our prior written consent: Vivobarefoot Ltd,
VIVOBAREFOOT, V VIVOBAREFOOT, VIVOBIOME, V (logo), PRO5 PROPRIO-PROTECTION,
TERRA PLANA, TP TERRA PLANA, THERMAL PLANTAR-PROTECTION and VIVOBIOME. We may
update this list from time to time.
4.3 No responsibility for third party websites. Where our website contains links to other sites
and resources provided by third parties, these links are provided for your information
purposes only. We have no control over the contents of those third party sites or resources
and we accept no responsibility for them and to the extent permitted by applicable law we
disclaim all liability for any loss or damage that may arise from your use of them.
4.4 User generated content. To the extent you post any user generated content to our website,
you grant us a perpetual, irrevocable, royalty free, worldwide, transferable, assignable
licence to use such content for any purpose.
5. DATA PROTECTION AND COOKIES
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5.1 You agree to the terms of our Privacy and Cookie Policy. Vivobarefoot publishes a Privacy
Policy (which you can access here) in addition to a Cookie Policy (which you can access here)
(collectively, we refer to those policies as our “Privacy and Cookie Policy”) and we strongly
recommend that you read and ensure you understand our Privacy and Cookie Policy.
5.2 We may process personal data. As a result of your use of our website, we will process
personal data, however any personal data processed by us will only be processed in
accordance with our Privacy and Cookie Policy.
6. USER STANDARDS
6.1 Restricted activities. Except to the extent such activities are expressly permitted in these
ToU, or otherwise prohibited from being restricted by applicable law, you shall not:
6.1.1 copy, reproduce, publish, distribute, combine, modify, create derivative works of,
sell, resell, or in any way commercially exploit any part of our website;
6.1.2 link to our website in any way other than linking to our home page from a website
that is owned by you: in a fair and legal manner; without damaging our reputation
or taking advantage of that reputation; and only in a way which does not suggest
any form of association, approval or endorsement of you or your website by
Vivobarefoot, where none exists. We may withdraw this limited linking permission
at any time without notice.
6.1.3 copy, frame or mirror any part of our website or access parts our of website to copy
its features, functions, data or graphics, or attempt to gain access to third party
data contained within our website;
6.1.4 reverse engineer, decompile, translate, disassemble or attempt to discover any
source code or underlying ideas or algorithms in our website or the software (or
any part of it) that is used to provide our website experience;
6.1.5 use our website in any manner which infringes any law or regulation or which
infringes the rights of any third party under the laws of any jurisdiction;
6.1.6 post, link to or transmit through our website, any material, which is unlawful, or
that contains a virus or other hostile computer program;
6.1.7 incorporate our website content as a core part of your own commercial activities;
6.1.8 use our website in a manner that gives access to mass downloads or bulk feeds of
any of our website content;
6.1.9 publish or disseminate material that infringes or may infringe the rights (including
intellectual property rights) of any individual, entity or other third party or that is
unlawful, threatening, defamatory, obscene, indecent, offensive, pornographic,
abusive, liable to incite racial hatred, discriminatory, menacing, scandalous,
inflammatory, blasphemous, in breach of confidence, in breach of privacy, that may
cause annoyance or inconvenience or may restrict or inhibit the use of our website
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by any other user or that constitutes or encourages conduct which may be
considered a criminal offence or give rise to any civil liability in any jurisdiction; and
6.1.10 undertake, facilitate, request or authorise any text or data mining or web scraping
in relation to our website or any content or services provided through, or in
relation to, our website without first obtaining our prior written consent.
7. SECURITY
7.1 Do not share login credentials. If you are provided with or provide any of them, you must
treat all login credentials and related authentication details as confidential, and you must not
disclose them to any third party. We have the right to disable any user login credentials at
any time, if in our opinion you have failed to comply with any of the provisions of these ToU.
Accordingly you agree to:
7.1.1 maintain the security of your login credentials and be fully responsible for all use of
our website made using your login credentials.
7.1.2 notify us immediately if you suspect or become aware of any unauthorised use of
your login credentials or any other breach of our website’s security, by contacting
us and providing details of the unauthorised use or other security breach; and
7.1.3 ensure that you log out of your account at the end of each session when using a
public or shared device.
7.2 Do not hack or misuse our website. You must not misuse our website by knowingly
introducing viruses or other material which is malicious or technologically harmful. You must
not attempt to gain unauthorised access to our website, the server(s) on which our website
is hosted or any other server, computer or database connected to us. You must not attack
our website via any form of denial-of-service attack. You are responsible for ensuring that
any data (including user generated content) that you upload to our website does not contain
any malicious content or technologically harmful material which could damage our website
or systems or compromise our website. You acknowledge that by breaching this clause you
may be committing a criminal offence.
7.3 Exclusions for viruses and hacking related events. To the fullest extent permissible by law,
we will not be liable to you for any loss or damage caused by a distributed denial-of-service
attack, viruses or other technologically harmful material that may infect your computer
equipment, computer programs, data or other proprietary material due to your use of our
website or to your downloading of any material posted on it, or on any website linked to it.
8. LIABILITY
8.1 General liability. Vivobarefoot does not in any way exclude or limit our liability for:
8.1.1 death or personal injury caused by our negligence;
8.1.2 fraud or fraudulent misrepresentation;
8.1.3 defective products under the Consumer Protection Act 1987;
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8.1.4 liability that cannot be limited or excluded under applicable law.
8.2 Exclusion of liability for indirect or consequential loss. Subject to clause 8.1, if we fail to
comply with these ToU, we may be responsible for loss or damage you suffer that is a
foreseeable result of our breach of these ToU, however we are not responsible for any loss
or damage that is not foreseeable. Loss or damage is foreseeable if it is an obvious
consequence of our breach or if it was contemplated by both you and us at the time of
entering into these ToU.
8.3 Additional exclusions. Subject to clause 8.1 and 8.2 Vivorbarefoot shall have no liability to
you for any loss of profit, loss of business, business interruption, or loss of business
opportunity.
8.4 Exclusion of liability for errors or omissions. Subject to clause 8.1 and 8.2, we do not accept
liability for any errors and omissions on our website (including within any Vivohealth Hub
content) and reserve the right to change information, specifications and descriptions of
goods at our sole discretion. We will do our best to correct errors and omissions as quickly as
possible after being notified of them.
8.5 Unavailability. Access to our website (including any Vivohealth Hub content) is provided “as
is” and may become be subject to downtime and/or unavailability without notice (whether
temporarily or permanently) and you acknowledge that, subject to clause 8.1, Vivobarefoot
shall not be liable in relation to such events. Your use of our website (including any
Vivohealth Hub content) is at your own risk.
8.6 Non-commercial purposes only. We only supply goods for domestic and private use. You
agree not to use our website (including any Vivohealth Hub content) for any commercial
purposes.
8.7 Our maximum liability. Subject to clauses 8.1, 8.2, 8.3, 8.4, 8.5 and 8.6 our maximum liability
arising out of or in connection with your use of our website and/or the Vivohealth Hub
content (in each case whether in tort (including negligence), for breach of contract,
misrepresentation, under an indemnity or otherwise) will be limited to one hundred pounds
sterling (£100) unless we otherwise agree in writing.
8.8 Implied terms. To the fullest extent permitted by applicable law, we expressly exclude all
conditions, warranties and other terms which might otherwise be implied by applicable law.
9. [PIONEER PROGRAMME [2]
9.1 Description. Vivobarefoot runs a footwear testing programme (the “Pioneer Programme”)
where selected users chosen by Vivobarefoot at Vivobarefoot’s sole discretion (each a
“Pioneer”) provide feedback to Vivobarefoot in relation to Vivobarefoot footwear. Any
feedback provided by the Pioneer to Vivobarefoot under or in connection with the Pioneer
Programme is referred to as “Pioneer Feedback”. Pioneers shall provide Pioneer Feedback by
the means made available by Vivobarefoot from time to time as directed by Vivobareoot.
9.2 Benefits of Pioneer Programme. Subject to Pioneer’s compliance with these ToU (including
for the avoidance of doubt this clause 9) Vivobarefoot shall use reasonable endeavours to
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provide selected Pioneers with access to certain Vivobarefoot footwear for the purpose of
Pioneer’s provision of Pioneer Feedback under the Pioneer Programme.
9.3 Conditions of Pioneer Programme. Each Pioneer warrants and represents to Vivobarefoot
that:
9.3.1 each Pioneer acknowledges that Vivobarefoot shall automatically own all
intellectual property rights in all Pioneer Feedback. Upon receipt of a request from
Vivobarefoot each Pioneer shall do, and execute or arrange for the doing and
executing of, each reasonably necessary act and document that Vivobarefoot may
consider necessary to give effect to this clause including assigning the title, with full
title guarantee, to all present and future rights and interest in such Pioneer
Feedback to Vivobarefoot. To the extent that any intellectual property rights in
Pioneer Feedback does not automatically vest in Vivobarefoot, each Pioneer hereby
grants to Vivobarefoot an irrevocable, perpetual, exclusive, royalty free, worldwide,
transferrable, assignable, sub-licensable licence [TS1] [TS2] to use all Pioneer
Feedback for any purpose (including but not limited to commercial purposes).
9.3.2 each Pioneer will (i) provide all Pioneer Feedback to Vivobarefoot within all
deadlines communicated by Vivobarefoot; and (ii) use all reasonable efforts to
attend Pioneer Programme related events and sessions communicated from time
to time by Vivobarefoot;
9.3.3 each Pioneer agrees to have their feet scanned by Vivobarefoot (and/or
Vivobarefoot’s applicable third-party technology providers) during the Pioneer
Programme in our London Store. Pioneer agrees that Vivobarefoot shall be entitled
to access, retain and use all foot related data captured during the Pioneer
Programme on a perpetual basis and use such data for any purposes (including
commercial purposes) and to create new data derived from such raw data
(provided no such data shall identify an individual Pioneer);
9.3.4 if Vivobarefoot has communicated to the Pioneer that Pioneer’s participation in the
Pioneer Programme is contingent on payment of applicable fees to Vivobarefoot,
the Pioneer shall pay such fees to Vivobarefoot in accordance with any payment
terms notified by Vivobarefoot to the Pioneer. For the avoidance of doubt, if a
Pioneer does not wish to make such payments, the Pioneer shall notify such
preference to Vivobarefoot via the indicated communications method and the
Pioneer will cease to be a Pioneer under the Pioneer Programme;
9.3.5 each Pioneer acknowledges that Vivobarefoot (at Vivobarefoot’s sole discretion) is
entitled to request the Pioneer to return any Vivobarefoot footwear provided to
Pioneer under the Pioneer Programme and upon receipt of such request from
Vivobarefoot the Pioneer shall as soon as reasonably practical comply with such
request and return all applicable Vivobarefoot footwear to Vivobarefoot in
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accordance with Vivobarefoot’s instructions;
9.3.6 each Pioneer acknowledges that depending on the success of the Pioneer
Programme Vivobarefoot shall be entitled to increase or decrease (at
Vivobarefoot’s sole discretion) (i) the duration of each Pioneer’s access to the
Pioneer Programme; and/or (ii) the number of pairs of Vivobarefoot footwear
provided to a Pioneer under the Pioneer Programme;
9.3.7 each Pioneer acknowledges that Vivobarefoot retains ownership and all title in any
footwear provided to Pioneer under the Pioneer Programme. Notwithstanding
anything to the contrary (including for the avoidance of doubt clause 5.4 (Title) of
the Vivobarefoot Terms of Sale, Pioneer acknowledges that any payment made by
Pioneer relating to the Pioneer Programme is a payment to access to the Pioneer
Programme, and not a payment for any title in any Vivobarefoot footwear.
Vivobarefoot reserves the right (at Vivobarefoot’s sole discretion) to notify
individual Pioneers that they may retain the Vivobarefoot footwear upon
completion of the Pioneer Programme in which case Vivobarefoot shall notify such
Pioneer in writing in relation to passing of title in such Vivobarefoot footwear from
Vivobarefoot to the Pioneer; and
9.3.8 access to the Pioneer Programme is conditional on the Pioneer agreeing to certain
terms (including third party-terms) which shall be notified to Pioneer during the
Pioneer Programme registration process. Pioneer acknowledges that such thirdparty
terms are entered into between the Pioneer and the applicable third-party
and that Vivobarefoot is not a party to such third-party terms nor is Vivobarefoot
responsible or liable to Pioneer for any third-party act or omission (including any
functionality related to NFTs) under those third-party terms to the maximum extent
permitted under applicable law.
9.4 Pioneer Programme refunds. Notwithstanding clause 6 of Vivobarefoot’s Terms of Sale
(Cancellation, Return and Refund), Vivobarefoot’s 100 day hassle free refund policy does not
apply to the Pioneer Programme. A Pioneer who has paid to access the Pioneer Programme
may request a refund up until their have had their feet scanned under the Pioneer
Programme. However each Pioneer acknowledges that by having their feet scanned under
the Pioneer Programme, personalised goods shall be created and therefore the Pioneer shall
no longer be entitled to request or receive a refund for any fees paid to access the Pioneer
Programme.
9.5 Termination of Pioneer. Upon provision of written notice to a Pioneer, Vivobarefoot is
entitled (at Vivobarefoot’s sole discretion) to terminate at any time for any reason: (i) the
Pioneer Programme itself; and/or (ii) a Pioneer’s participation in the Pioneer Programme.]
10. GENERAL
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10.1 Headings. Note that clause headings and sub-headings shall not affect the interpretation of
these ToU.
10.2 No rights for third parties. These ToU (and any Contract between you and us) do not give
rise to any rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any of
these ToU, except as expressly set out in these ToU.
10.3 Assignment. You will not assign, novate or transfer any of your rights or your obligations
under these ToU to another person or entity unless we have given our prior written consent.
10.4 Entire Agreement. These ToU including any documents explicitly referenced within these
ToU constitute the entire agreement between you and us. You agree that you have not relied
on any statement or information in entering into these ToU which is not set out therein. If
there is any conflict between these ToU and any documents and any documents expressly
referred to within these ToU, you acknowledge that these ToU shall prevail and take
precedence.
10.5 Severance. If any provision or part-provision of these ToU is or becomes invalid, illegal or
unenforceable, it shall be deemed modified to the minimum extent necessary to make it
valid, legal and enforceable. If such modification is not possible, the relevant provision or
part-provision shall be deemed deleted. Any modification to or deletion of a provision or
part-provision under this clause shall not affect the validity and enforceability of the rest of
these ToU.
10.6 Governing law and jurisdiction. These ToU and any dispute or claim arising out of these ToU
and any Contract (including any non-contractual disputes and claims) shall be governed by
and construed in accordance with the laws of England and subject to the exclusive
jurisdiction of the courts of England.
11. CONTACT US
11.1 How we may contact you. If we need to contact you, we may do so using the contact details
you provided upon registration with us.
11.2 Vivobarefoot’s contact details. If you have any concerns, questions, comments or requests
regarding these ToU or any document referred to within these ToU, please contact our
customer services team using the following details:
UK, US, Europe & Rest of World: Monday to Saturday (8am to 2am GMT)
Email: biomesupport@vivobarefoot.com
UK: +44 0207 048 0600
US: +1 855 719 2092
Chat: UK - Monday to Friday (09:00 to 22:00) // Germany - Monday to Friday (08:00
to 17:00)
Please note: Normal carrier rates apply to calls placed outside of these countries