ONSPOTME MOBILE APPLICATION

TERMS AND CONDITIONS AND PRIVACY POLICY

 Carefully read the following Terms and Conditions and Privacy Policy before accessing, activating and / or using the Mobile Application OnSpotMe. By clicking the “OK” button or using the Mobile Application, you agree to comply with these Terms and Conditions and Privacy Policy (the “Agreement”) declaring having the required capacity to enter into this Agreement.

  1. Content // Copyright // Trademarks

All text, information, data, photographs, graphics, software, source code, audio, video, brand names, logos, designs, web domains, (“Content”) that identify OnSpotMe Mobile Application (“Mobile Application”), such as its logo, design and images, navigable sections, deployed content to the User when accessing the various navigable sections (i.e. FAQ, Privacy Policy, Terms and Conditions, among others) belong to the Corporation “VOR MARKETING, CA” with domicile in the city of Caracas, Bolivarian Republic of Venezuela and registered with the Seventh Commercial Register of the Judicial District of the Capital District as of May 22, 2014, under Number 4, Volume 66-A (the “Company”).

 

Notwithstanding the foregoing, all text, information, data, photographs, graphics, software, source code, audio video, brand names, logos, designs, web domains, related content and information displayed and shown in the Mobile Application in attention to the specific location of the User at any given time, are not owned by the Company but to the third party programmer of such content displayed in the Mobile Application. The Company is not liable to the owner of the content and information displayed on the Mobile Application in cases where the Users share such content in any existing social networks or through any other mechanism that serves to spread and reproduce such content and information.

Users can only access the contents of the Mobile Application on a device with Android OS 4.3+ and iOS8 +, solely for personal, informational and non-commercial purposes. No other use other than the one here authorized of the content of the Mobile Application is permitted without prior written authorization given by the Company. Any user that make a use other than the authorized herein or infringes copyright or other rights of the Company or third parties, will be excluded and subject to legal action for damages; not being allowed, among other things, to: (a) separate the contents of the Mobile Application, or part thereof, and put it to a different use than the one indicated; (b) use the contents of the Mobile Application, or parts thereof, in applications or programs owned by the User; (c) transferring it, under any title, to be used by other services, fully or partially.

The Company reserves the right to amend, supplement or suspend all or part of the Mobile Application occasionally. The Company also reserves the right to change the Terms and Conditions at any time, immediately from the time that the Mobile Application is updated. The terms “User” and “Users” refers to any individual or entity that use, access, download, install, obtain or provide information to and from the Mobile Application.

 

The User will be notify that a new version of the Mobile Application is available and will be prompt to upgrade to the newer version. If the User uses the Mobile Application after the update, is tacitly expressing his consent to such change and the applicability of new updates. If the User chooses not to upgrade the Mobile Application, he may continue using it, assuming the restrictions that the use of an outdated version implies.

  1. Content of The Mobile Application

The Mobile Application allows you to send personalized and contextualized information between business entities and individuals, as well as among the same people. This is achieved through the installation of sensors that send information to the User´s phone accordingly to their proximity to indoors sensors. Additionally, the use of GPS allows Users to receive personal messages sent by Users in places selected by the sender.

The Company is not liable for damages caused by poor content management, copy, fraud or offensive content that may publish any of its Clients or content managers.

The Mobile Application is available exclusively to residents of countries and territories included in Annex 1 of this Agreement. The Mobile Application is only available for devices with Android 4.3+ or iOS8 on the Apple Store                                (Apple Appstore) and Google Store (Google Play).

  1. Usage of the Mobile Application

The User when using, accessing, downloading, installing, obtaining or providing information to and from the Mobile Application shall be deemed to have read and accepted these Terms and Conditions and Privacy Policy. Note that all references to “Web Site” in this Agreement are also considered valid and applicable for mobile use, whether it is used jointly or independently of the Web Site of the Company (www.onspot.me). Users will not have access to the use of the Mobile Application without having consented to these Terms and Conditions and Privacy Policy. The Company reserves the right to remove or ban any User’s use of this Mobile Application at its sole discretion, if it use become contrary to the provisions of the Agreement.

  1. Mobile Application´s Updates

The Company may ask Users to update their version of the Mobile Application from time to time. The Company will make every effort to preserve the settings and preferences of Users; however, it will still be possible that the User may need to complete some additional information.

  1. Wireless coverage (WiFi®), data transmission, Bluetooth and Deactivating Functions

The Mobile Application was created for the latest available version of the operating systems for mobile devices and Users might encounter compatibility issues when using older versions. The coverage of the wireless network, the                    WI – Fi network speed, and data transmission may vary depending on the provider and geographical location. The Company is not responsible for the limitations and / or malfunction of any wireless or Wi-Fi service used to access the Mobile Application or the security of the Wi-Fi. Additionally, the Company is not responsible for the charges or fees for use of the data networks, which are the sole responsibility of the User (including charges of domestic and international “roaming”). The User should contact their wireless service provider to get all the details regarding applicable rates.

  1. Availability and interruptions in the use of the Mobile Application

The Mobile Application is available through your mobile device when it is within the operating range of a wireless service provider. The Mobile Application is subject to transmission limitations or interruptions. The Company does not guarantee that the Mobile Application, in whole or in part, will be available at all times or in all areas. The User acknowledges and agrees that the Company is not responsible for the performance degradation, disruption or delays due to conditions to the mobile device. The User acknowledges that the Company shall not be responsible if the Mobile Application is not available in a particular location. If the Mobile Application is not available in the location where the User wants to use it, it is agreed that their only option will be to terminate this Agreement.

The Company is not responsible, under any circumstances, for undelivered messages to the User. A message not delivered to the User may be due, among other cases, to the following non-limiting circumstances:

(a) Lack of compatibility with the Bluetooth version;

(b) disconnected Bluetooth;

(c) non-existent or weak GPS signal;

(d) that the User does not authorize the access of the Mobile Application to the geolocation of the device;

(e) That the Wi – Fi network does not have internet access or has a weak or intermittent signal;

(f) The device does not have access to a data network;

(g) that the User does not meet the predefined filters for content delivery;

(h) that the User has not completed their profile within the Mobile Application;

(i) that the User does not have a smartphone or possessing one, is not compatible with the Mobile Application.

  1. Associated Charges of use Mobile Application

The Company does not charge for the download and use of the Mobile Application from the date on which these Terms and Conditions and Privacy Policy are accepted. Nevertheless, Users acknowledge and agree that the use of the Mobile Application implies the application of the rates to the data transmission and texts sent from and received by their mobile device as determined by the wireless service provider; being the User solely responsible for such charges and any other fees charged by the wireless service provider.

  1. User and Client´s Privacy Policy

a. Collection of User´s Personally Identifiable Information: The Company collects personal information that the User provides voluntarily when accessing the Mobile Application. To use all the functions of the Mobile Application, the User will be required to provide the following information: name, gender, age, email address and telephone number associated with the mobile device. The Company is not responsible for the accuracy of the information provided by the User. Any information stored on the User’s mobile device will be collected as a result of the use made of the Application, except for the following:

a.1.       The Company may know the location where the Mobile Application was used.

a.2.       The Company may know the time spent at the place the Mobile Application was used.

a.3.       The Company may know the time spent in a specific area at the place the Mobile Application was used.

a.4.       The Company may know the path taken on the place the Mobile Application was used.

a.5.       The Company may know the time on which the User leaves the place the Mobile Application was used.

a.6.       The Company may know the content that the User see, share, liked and considered spam or inappropriate through the use of the Mobile Application.

a.7.       The Company may disclose the information that the User has previously authorized to share from social networks.

a.8.       The Company may collect or store on its servers personal and public messages sent via the Mobile Application.

a.9.       The Company may use personal information collected to customize the content for the sole purpose of providing information more accurately.

a.10.     The Company will create a User Profile based on their interaction with the Mobile Application, their preferences and the places visited.

a.11.     Demographic data or any other data that the User has voluntarily introduced into the Mobile Application.

b. Collection of Clients´s Personally Identifiable Information: The Company collects personal information that the Client voluntarily summit to access the services provided by the Mobile Application. To register and use the services of the Mobile Application, the Client will be required to provide the following information:

b.1.       Client´s Logo.

b.2.       Floor Plans of the places where the Mobile Application will be installed through the Beacons.

b.3.       Colors and corporate image.

b.4.       Address of the places where the device will be installed to mark them on the map.

b.5.       Identification of the representative of the Client (i.e. email and other data).

b.6.       Tax ID.

b.7.       Banking and commercial references.

The Client acknowledges and agrees that the Company will have access to the following: (a) The Company may know the content that is being published in the Mobile Application; (b) The Company may know where the Client is publishing its content (in which Bluethooh® device and where these devices are located); (c) The Company may know the number of people who visit the site; (d) The Company may know the type of interaction that the User is having with the contents of the Mobile Application.

c. Use of Personally Identifiable Information and how its Share: The Company reserves the right to use the Personally Identifiable Information collected, to the extent that such use complies with applicable law and:                (i) for the specific purpose for which it was provided; (ii) as indicated at the time that the information was provided; and / or (iii) as described in this Section. Finally, the Company may disclose Personally Identifiable Information and information relating to the location, in order to: (i) comply with applicable laws; (ii) respond to inquiries or requests from government; (iii) comply with valid legal process; and (iv) protect the rights or property, this Mobile Application and / or other Users.

d. Review and Update of the Information: If your Personally Identifiable Information regarding changes to the Mobile Application was collected during the term of this Agreement, You may review and update it at any time.

e. Termination of use of the collected information: If you want to terminate the use of your Personally Identifiable Information by the Company regarding the use of the Mobile Application, please contact us at contact@onspot.me. When the request is received, you will receive a final confirmation that the Company will no longer use your Personally Identifiable Information for any of the purposes specified in this Agreement.

f. Authorization to transfer data to servers abroad. The User and Client authorizes the Company to store and process all the information gathered in the terms herein stated on servers located outside the territory of the Bolivarian Republic of Venezuela and outside the Republic of Panama.

g. Third Parties: The Company may engage with third parties to provide services on the Mobile Application, such as upgrades, modifications and / or content management. These third parties have access to Personally Identifiable Information only to the necessary extent to provide such services and for no other purpose.

h.Security: When the User transmits personal information from their mobile device to the Company´s servers, it is protected both by a firewall (combination of hardware and software that helps keep unauthorized visitors from accessing information within our network of computers) and by encryption standard SSL (Secure Socket Layer). Upon receipt of the transmission, precautions to safeguard the security of information in systems of the Company are taken. The User knows and accepts that it is not possible to fully guarantee the safety of data transmission through a mobile device. Although the Company takes all measures and adopts all necessary protocols to protect personal information and privacy of the User and the Client, it cannot ensure or guarantee the absolute security of any information disclosed to or transmitted through the mobile device. The Company will not be responsible for the theft, destruction, or inadvertent disclosure of such personal information. By using the Mobile Application the User and Client acknowledge and accept these risks.

i. Transfer of Personally Identifiable Information: The Company may transfer, sell or assign all or part of the information collected through the Mobile Application to one or more third parties as a result of a sale, merger, consolidation, change in control, substantial transfer assets, reorganization or liquidation of the Company.

j. Location-based services: The Company collects information based on the location of the User to use the Mobile Application. The User understands that location-based services of the Mobile Application (GPS) requires a location to function properly and its use means that the User must agree to use his location for purposes of the service. If the User wants the Company to not use location-based information click “DO NOT ALLOW” when your mobile device requests your location-based information; however, this does not allow the proper operation of the Mobile Application. Except in the Terms and Conditions set forth herein, the User’s location is not shared with third parties without specific permission of the User.

  1. Minimum Conditions for the Use of the Mobile Application

The Mobile Application is available only to persons who: (i) have reached the majority of age in the jurisdiction where it is used and / or download; and (ii) they own or have a compatible mobile device.

  1. Third Parties

The User´s providers of wireless telephone service, manufacturers and vendors of mobile devices on which the User download, install, use or access the Mobile Application, the creator of the operating system and operator of any app store or similar services through which the User gets the Mobile Application (the “Third Parties”) are not part of these Terms and Conditions and Privacy Policy or are owners or responsible for the Mobile Application. Third parties do not provide any guarantees regarding the Mobile Application. They are not responsible for maintenance or other support services of the Mobile Application and will not be liable to any other claims, losses, and allocation of responsibilities, damages, costs or expenses associated with the Mobile Application. Users acknowledge and agree that the Third Parties and their subsidiaries are third party beneficiaries of these Terms and Conditions and Privacy Policy and that they have the right to exercise these Terms and Conditions and Privacy Policy against the User as a beneficiary.

  1. Exclusion of Liability

If this Mobile Application provides information about third parties or provides third party content, and even links to websites of third parties, the Company shall not be responsible for any damages related to any third party information, even if it contains errors or mistakes. Also, the Company shall not be responsible nor will be subject to legal action by third-party products or services.

The use of the Mobile Application by the User is at their own risk. All information contained in this Mobile Application is provided “as is” and “as available” basis, without representations or warranties, either express or implied. The User should not assume that the information in this Mobile Application is constantly updated and that it includes current information. The commercial content received is automatically deleted from the mobile device when the User leaves the premises of the Client where it was received, unless the User decides to voluntarily keep it.

This Mobile Application may stop working, be interrupted or operate improperly on occasionally basis. The Company has no responsibility for such termination of operation, interruption or malfunctions. Users are warned that the information contained herein may contain technical errors, inaccuracies, bugs, unknown viruses and omissions. The User assumes all risks associated with the use of the Mobile Application, and agree that the Company disclaims all warranties related to the use of the same by the User.

Notwithstanding any other Clause of these Terms and Conditions and Privacy Policies, The Company disclaims any representation or warranty, either express or implied, of any kind regarding this Mobile Application including, without limitation, warranties of merchantability and fitness for a particular purpose, of quiet enjoyment, title, no violation of the rights of others and accuracy.

The Company is not responsible for any complaints or User´s reaction to the contents of the Application; nor is it liable if the User decides to silence the Client´s Content. Likewise, the Company is not responsible if the User uses the Client´s Content for personal or commercial use.

The Client acknowledges and agrees that the number of Users who get their content through the Mobile Application depends on the downloads of the Application, which is directly related to the effort of marketing and advertising the Client makes to draw the attention of the Users and achieve the download of the Mobile Application.

  1. Limited Liability

Third Parties and the Company, along with its directors, shareholders, staff, employees and agents (“Released Parties”) shall not be responsible or be subject to legal action, renouncing the User to any and all claims or legal actions in relation of direct, indirect, incidental, consequential, extraordinary or special damages, whatever their nature was, regarding the Mobile Application (including the contents of the Released Parties). The sole remedy of the User against such claims is to end the use of the Mobile Application.

  1. Additional Terms for Apple Devices

This section applies only to Users who use the Mobile Application on an Apple device (i.e., iPhone, iPad, iPod Touch) (“Apple Device”). The Company is only responsible for the Mobile Application that the User use in the Apple Device, and the User can use the Mobile Application in the Apple Device only as permitted in these Terms and Conditions and Privacy Policy, on the “Rules of Use” established in the Apple App Store´s Terms and Conditions (Apple Store) (http://www.apple.com/legal/itunes/appstore/us/terms.html). In relation to the demarcation of responsibilities between the Company and Apple Inc., to the extent that: (a) The Company must meet all claims related to the use or possession by the User or a Third Party of the Mobile Application in the User´s Apple Device, and the Company will be responsible for handling, investigating or defending the claim; and (b) if the Company has not effectively renounced any guarantee linked to the Mobile Application on the User´s Apple Device, then the Company will be solely responsible in connection with any product warranty or other claims, losses, damages, costs or expenses if the Mobile Application does not meet any of the guarantees. If the Mobile Application on the User´s Apple Device does not meet any of the necessary guarantees, the User can request a refund by Apple Inc., of the purchase of the Mobile Application, if applicable. Apple Inc., will have no warranty obligations of any other nature with respect to the Mobile Application on the User´s Apple Device. Apple Inc., and its subsidiaries are exempt of these Terms and Conditions and Privacy Policy and Apple Inc., and its affiliates may enforce these Terms and Conditions and Privacy Policy against the User as Released Parties. 

  1. Additional Terms for Android Devices

This section applies only to users who use the mobile application on an Android device (i.e., Samsung, Motorola, HTC, Google Devices, LG, etc.) (“Android Device”). The Company is solely responsible for the Mobile Application that the User use on your Android device, and the user can use the mobile application on your Android device only as permitted in these Terms and Conditions and Privacy Policy on the “Terms of Service” established in the App Store (Play Store) (https://play.google.com/intl/es_es/about/play-terms.html). In relation to the demarcation of responsibilities between the company and Google Inc., to the extent that: (a) The Company must meet all claims related to the use or possession by the User or a Third Party of the Mobile Application in the User´s Android Device, and the Company will be responsible for handling, investigating or defending the claim; and (b) if the Company has not effectively renounced any guarantee linked to the Mobile Application on the User´s Android Device, then the Company will be solely responsible in connection with any product warranty or other claims, losses, damages, costs or expenses if the Mobile Application does not meet any of the guarantees. If the Mobile Application on the User´s Android Device does not meet any of the necessary guarantees, the User can request a refund by Google Inc., of the purchase of the Mobile Application, if applicable. Google Inc., will have no warranty obligations of any other nature with respect to the Mobile Application on the User´s Android Device. Google Inc., and its subsidiaries are exempt of these Terms and Conditions and Privacy Policy and Apple Inc., and its affiliates may enforce these Terms and Conditions and Privacy Policy against the User as Released Parties.

 

  1. Fraud and Abuse

The User and the Client agree to notify the Company of any suspicion of fraudulent or abusive activity in connection with the Content or the Mobile Application. If the User or the Client notifies the Company, or otherwise The Company suspected fraudulent or abusive activity, the User and the Client agree to cooperate with the Company in any investigation conducted and to use any prevention measure applicable. If there is no cooperation from the User or the Client, this will entail their responsibility for all the misuse or improper activity related to the mobile device or Mobile Application.

  1. Dispute Resolution

Through the access, download, installation and providing of the information related to the Mobile Application, the User and the Client expressly agree that any claim, dispute or controversy, whatever its nature, arising between them with the Company or linked in any way with the Mobile Application (including disputes relating to the applicability, scope or validity of the Clauses of these Terms and Conditions and Privacy Policy), will be resolved in accordance with the procedures set forth herein.

The User or Client can file a claim against the Company through the following email address: contact@onspot.me. In the assumption that the claim was not resolved satisfactorily for the User or the Client, all disputes or controversies will be resolved as follows: 1) Mediation: Either Party may request mediation of a dispute by filing a Request for Mediation in writing to the other Party. The Mediator, like the time and place of mediation, always within the Bolivarian Republic of Venezuela, shall be selected by agreement between the Parties. In the absence of any other agreement expressing otherwise, the Parties agree to mediation. The mediation will take place as specified by the Mediator and agreed to by the Parties. The Parties agree to settle disputes in good faith and deal with the facilitation of mediator to reach a consensual resolution of the dispute. The mediation will be treated as a discussion of settlement and confidential. The mediator does not vouch for any Party in any subsequent proceedings relating to the dispute. No record or transcript of the mediation procedure will be kept. Each party will pay its own costs arising as a result of mediation. In the absence of an express agreement otherwise, the Parties shall share the fees and expenses of the mediator in equal proportions. 2) Arbitration: If the Parties cannot reach an agreement by the process of mediation, they agree to submit any dispute, controversy or claim arising out of this document or in connection therewith, on its application, interpretation, performance, cancellation, termination, revocation, scope and other effects, and the execution thereof, to arbitration. Such arbitration shall be resolved exclusively under the legislation of the Republic of Panama to be held in the Center for Conciliation and Arbitration of the Chamber of Commerce of Panama and in accordance with its rules of procedure. The language to be used is Spanish. The ruling will be mandatory, not challenged and shall be complied in good faith and without delay by the Parties. The Parties agree that the Arbitral Tribunal shall consist of three (3) arbitrators appointed in accordance with said rules of procedure. Arbitrators appointed shall not be related or affiliated or have any interest with the Parties. The Parties may appoint arbitrators of any nationality or domicile as long as they have supported knowledge on the matter at hand. Arbitrators should be expert attorneys in commercial / contractual law and with recognized experience regarding arbitration law and without a direct or indirect relationship with the Parties.

  1. Prevailing language

In the event that there is any inconsistency, ambiguity or conflict between the Spanish version of these Terms and Conditions and Privacy Policy and the one translated into other languages, Spanish version will prevail over the rest.

  1. Assignment and Validity and Applicable Law

The User may not assign this Agreement without the prior written consent of the Company. This Agreement represents the entire agreement between the User, the Client and the Company, and may only be amended in the manner described herein. If it is determined that any part of this Agreement is invalid, the rest of it remain in full force and can be enforced. The legislation governing this Agreement are the laws and regulations of the Republic of Panama.

  1. Additional Provisions

In the case that any term or condition of the Agreement in not duly enforce at any given time, it will not prevent said enforcement at any other time. The headings and subheadings are not deemed to be included for purposes of interpretation or application of this Agreement but solely for convenience purposes.

(Last Update: August 18, 2015)