By creating an account and using the Brooks Run Research Collective Platform (the “Platform”), you agree to the following terms of use (“Terms”). These Terms govern your use of the Platform and the data you share with us. Certain sections of these Terms apply only to users who participate in specific programs, as indicated in those sections. 1. Eligibility The Platform is intended for users who are at least eighteen (18) years of age. By using the Platform, you represent and warrant that you are at least 18 years old. If you are under 18, you may not use the Platform. In addition, to use the Platform, you must be a member of the Brooks Run Club (“BRC”), Brooks’ free loyalty program. If you are not already a member, visit https://www.brooksrunning.com/en_us/brooks-run-club/. The Platform is available in the United States only. 2. Privacy Policy Your use of the Platform is subject to the Brooks Privacy Policy, available at https://www.brooksrunning.com/en_us/privacy/privacy-policy/, which is incorporated into these Terms by reference. The Privacy Policy describes how we collect, use, share, and protect your personal information, including your running data, location data, and biomechanical data. By using the Platform, you acknowledge that you have read and agree to the Privacy Policy. 3. Your Running Data Your use of the Platform may involve sharing running data, ideas, information, product reviews, feedback, suggestions, and other data (collectively, “User Data”) with Brooks. You acknowledge and agree that all User Data that you provide through the Platform or that Brooks collects in connection with your use of the Platform is exclusively owned by Brooks and may be used by Brooks without additional consideration or attribution to you. Brooks may also aggregate, anonymize, or pseudonymize User Data to improve our products and services (collectively, “Brooks Products”), conduct research and analytics, publish scientific papers and articles, and promote Brooks Products. To the extent any ownership rights in the User Data vest in you by operation of law, you hereby assign all right, title, and interest in such User Data to Brooks. If you participate in the Product Testing Program, any feedback you provide about test products is also considered User Data and is subject to the confidentiality obligations in Section 8. 4. Third-Party Devices and Applications; DashLX Use of the Platform requires syncing your wearable device or fitness tracker using the third-party vendor DashLX. Your use of DashLX is subject to DashLX’s terms of service and privacy policy, which you will be asked to accept when creating your DashLX account. Brooks is not a party to your agreement with DashLX. When you choose to share your running data with Brooks through DashLX, you direct DashLX to transmit that data to us. The types of data shared and how Brooks uses such data are described in the Brooks Privacy Policy. You may withdraw your consent and stop sharing data with Brooks at any time by updating your settings in your DashLX account. Brooks is not responsible for the accuracy, completeness, or availability of data provided by DashLX or your wearable device. Any issues with data collection, syncing, or your DashLX account should be directed to DashLX. 5. Health and Fitness Disclaimer The Platform is not a medical device and neither Brooks nor the Platform provides medical advice. The insights and recommendations provided through the Platform are for informational purposes only and are not a substitute for professional medical advice, diagnosis, or treatment. You should consult a physician before beginning any exercise program, particularly if you have pre-existing health conditions. Do not use the Platform to assess or respond to a medical emergency. Brooks is not responsible for any health or fitness decisions you make based on information provided through the Platform. 6. Assumption of Risk and Release of Liability To the maximum extent permitted by law, you assume all risks associated with your use of the Platform and any running or fitness activities you undertake. You release and hold harmless Brooks and its officers, directors, employees and agents from any and all claims, liabilities, damages, or losses arising out of or relating to your use of the Platform or such activities. 7. User Content To the extent the Platform allows you to upload any photos, comments or other content, you acknowledge and agree that, by uploading such content, you grant Brooks a non-exclusive, worldwide, royalty-free license to use, display, reproduce, and distribute such content in connection with the Platform and our marketing efforts. 8. Conduct and Compliance with Laws You agree to comply with all laws, regulations, or government orders while using the Platform. You further agree not to: Use the Platform for any unlawful purpose or in violation of these Terms; Interfere with or disrupt the Platform or servers or networks connected to the Platform; Attempt to gain unauthorized access to any portion of the Platform or any other systems or networks; Use the Platform to transmit any viruses, malware, or other harmful code; Use the Platform in any manner that could damage, disable, or impair Brooks Products. 9. Product Testing Program Applicability. This Section applies only to users who are selected to participate in the Brooks Product Testing Program and receive products from Brooks for testing and evaluation (“Product Testers”). Selection. All applications to become a Product Tester are subject to review, and acceptance is not guaranteed. Your selection as a Product Tester is at Brooks’ sole discretion. Confidentiality. As a Product Tester, you may receive unreleased footwear, apparel, or other products that contain confidential and proprietary technology. You agree to keep all information about test products strictly confidential and not to disclose any information to third parties, including but not limited to: Posting pictures, reviews, or comments about test products on social media, blogs, message boards, or anywhere else on the Internet; Sharing, selling, loaning, or giving test products to any third party; Making test products available for inspection by anyone other than Brooks personnel; or Describing or discussing test products with anyone other than authorized Brooks representatives. Product Ownership. All test products remain the sole property of Brooks. You will not acquire any ownership rights in test products. After testing, you will promptly return test products to Brooks upon request. Untested Products. You acknowledge that test products may include previously untested technology. In addition to the assumption of risk in Section 6, you specifically assume all risks associated with using untested or prototype products, including the risk that such products may not perform as expected. Use of Brooks Facilities. If you use Brooks's facilities or equipment in connection with the Product Testing Program, you assume all risks associated with such use and agree that the release and hold harmless provisions in Section 6 apply to your use of such facilities and equipment. Violation and Termination. Any violation of this Section will result in immediate termination from the Product Testing Program and may result in personal liability for breach of these Terms. Brooks reserves the right to pursue all available legal remedies for any breach of confidentiality. 10. Platform Ownership The Platform and all content, features, and intellectual property available through the Platform are owned by or licensed to Brooks and are protected by applicable intellectual property laws. These Terms grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Platform for your personal, non-commercial use. All rights not expressly granted are reserved. 11. Account Termination You may discontinue your use of the Platform at any time. You have two options: (a) Delete Your Account. To delete your Brooks Run Research Collective account, navigate to: Settings > Account Management > Delete Brooks Run Research Collective Account at the bottom of the left pop-up. Deleting your account will remove your participation data and shoe closet data, but data sharing from connected wearable devices will continue unless you separately stop all data sharing as described below. (b) Stop All Data Sharing. To stop all data sharing with Brooks, including data from connected wearable devices, navigate to Settings > Account Management > Stop All Data Sharing with Brooks Run Research. This will delete your account, remove your participation data and shoe closet data, and cease all data sharing from connected wearable devices. In either case, you will lose access to the Platform. Brooks may suspend or terminate your access to the Platform at any time, with or without cause, and with or without notice. Without limiting the foregoing, Brooks may terminate your account immediately if you breach any provision of these Terms. Upon termination of your account for any reason: Your license to use the Platform terminates immediately. Brooks may delete your account information and User Data, except that Brooks may retain aggregated, anonymized, or pseudonymized data as permitted under these Terms and the Brooks Privacy Policy You may request deletion of your personal data in accordance with the Brooks Privacy Policy. Sections 1 (Eligibility), 2 (Privacy Policy), 3 (Your Running Data), 6 (Assumption of Risk and Release of Liability), 7 (User Content), 9 (Product Testing Program), 10 (Platform Ownership),12 (Governing Law and Jurisdiction), 13 (Disclaimers), 14 (Limitation of Liability), 15 (Electronic Communications) and 17 (Waiver; Severability) shall survive any termination of these Terms. 12. Governing Law and Jurisdiction These Terms are governed by the laws of the State of Washington, without regard to conflict of law principles. Any dispute arising out of these Terms shall be resolved exclusively in the state or federal courts located in King County, Washington, and you waive any objection to such jurisdiction or venue. 13. Disclaimers "As Is" Basis. THE PLATFORM AND ALL DATA, CONTENT, AND FEATURES AVAILABLE THROUGH THE PLATFORM ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMITTED BY LAW, BROOKS DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. No Warranty of Accuracy. BROOKS DOES NOT WARRANT THAT THE PLATFORM WILL BE UNINTERRUPTED, ERROR-FREE, OR FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT ANY DATA PROVIDED THROUGH THE PLATFORM (INCLUDING DATA RECEIVED FROM DASHLX OR YOUR WEARABLE DEVICE) WILL BE ACCURATE, RELIABLE, OR COMPLETE. YOU ACKNOWLEDGE THAT RUNNING DATA AND PERFORMANCE METRICS MAY CONTAIN ERRORS OR INACCURACIES AND SHOULD NOT BE RELIED UPON FOR MEDICAL, HEALTH, OR SAFETY DECISIONS. 14. Limitation of Liability TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL BROOKS OR ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, OR AFFILIATES BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, DATA, USE, OR GOODWILL, ARISING OUT OF OR RELATED TO YOUR USE OF OR INABILITY TO USE THE PLATFORM, HOWEVER CAUSED AND REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT, OR OTHERWISE), EVEN IF BROOKS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, BROOKS'S TOTAL CUMULATIVE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS OR YOUR USE OF THE PLATFORM SHALL NOT EXCEED THE GREATER OF (A) THE AMOUNTS YOU HAVE PAID TO BROOKS FOR USE OF THE PLATFORM IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM, OR (B) ONE HUNDRED DOLLARS ($100). YOU ACKNOWLEDGE THAT BROOKS HAS OFFERED THE PLATFORM AND ENTERED INTO THESE TERMS IN RELIANCE UPON THE DISCLAIMERS AND LIMITATIONS OF LIABILITY SET FORTH HEREIN, AND THAT THESE PROVISIONS FORM AN ESSENTIAL BASIS OF THE BARGAIN BETWEEN YOU AND BROOKS. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES OR WARRANTIES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS, OR LIMITATIONS MAY NOT APPLY, AND YOU MAY HAVE ADDITIONAL RIGHTS. 15. Modifications to Terms Brooks reserves the right to modify these Terms at any time. If we make material changes, we will notify you by posting the updated Terms on the Platform and updating the "Last Updated" date. Your continued use of the Platform after any such changes constitutes your acceptance of the revised Terms. If you do not agree with the revised Terms, you must stop using the Platform. 16. Electronic Communications By using the Platform, you consent to receive communications from Brooks electronically, including by email or by posting notices on the Platform. You agree that all agreements, notices, disclosures, and other communications that Brooks provides electronically satisfy any legal requirement that such communications be in writing. 17. Waiver; Severability The failure to enforce any right or provision of these Terms shall not constitute a waiver of such right or provision. If any provision of these Terms is held to be invalid or unenforceable, such provision shall be modified to the minimum extent necessary to make it valid and enforceable, and the remaining provisions shall continue in full force and effect. 18. Entire Agreement These Terms, together with the Brooks Privacy Policy and the Brooks Run Club Terms of Use, constitute the entire agreement between you and Brooks with respect to your use of the Platform and supersede all prior or contemporaneous communications, proposals, and agreements, whether oral or written, between you and Brooks regarding the subject matter hereof.
