Move Republic GmbH

1. Move Republic GmbH, Raboisen 6, Hamburg (hereinafter referred to as “Move Republic”) offers a service promoting healthy physical activity (hereinafter referred to as “service”) for participating companies (hereinafter referred to as “partner companies”) and their employees, as well as other private individuals (collectively referred to as “users”). This agreement applies to Users of the Move Republic service, which is provided via the Move Republic service platform. The service is initially intended for an indefinite duration and primarily includes:

   1. the provision of functionalities to determine and evaluate the user's activity level by using external sources;
      

   2. supporting users in increasing their physical activity through digital motivation, advice, organizing competitions, awarding awards and bonus points, etc. (hereinafter referred to as the “Program”);
      

   3. establishing a connection and transmitting critical information about the user's activity level to the selected and requested partner company, provided the partner company has agreed to such collaboration through a contractual agreement with Move Republic (hereinafter referred to as 'partner program');

   4. the complete handling of the use or redemption of reward points ('STARS') for material rewards offered and available in the rewards shop ('material rewards').

      
      Further details about the service can be found in the following sections (Section 4). Both the respective partner company and each user are free to decide on the extent to which they use Move Republic’s service. It may be the case that the aforementioned service is not fully available to every user.

2. Move Republic provides the service in the current version and expressly reserves the right to make content and technical updates at any time. Updates are made to adjust to the state of the art, optimize system performance and user-friendliness, correct errors, update and complete, for programmatic optimization, or if required by licensing reasons. Users are encouraged to promptly install provided updates. If the user fails to install updates or does so improperly, Move Republic is not responsible for resulting defects. Move Republic has the right, at its discretion, to suspend or discontinue access to free parts of the service, either in whole or in part.
   

3. The service is generally designed for 24/7 access. Move Republic strives for 98 percent availability on a monthly average. This promise does not cover temporary unavailability due to routine or necessary maintenance, data backup, or update measures. It also does not cover outages caused by missing technical prerequisites for access to the service, general telecommunication infrastructure failures, the responsibility of data transmission companies, or force majeure events beyond Move Republic’s control.
   

4. The registration and subsequent unreserved use of the service by the user constitutes agreement with these GTC and all contained notices and references. If the user disagrees with these rules and conditions, they are not authorized to use the service.
   

5. Move Republic processes users' personal data in accordance with applicable data protection regulations. Details are provided in Move Republic’s Privacy Policy, available on the website www.moverepublic.com, where it can be viewed and downloaded. The policy describes the types of data Move Republic collects about users and how it processes them. The privacy policy is not part of the contractual agreement between Move Republic and the user and may be subject to changes. It is recommended to review the privacy policy regularly. By using the service, the user confirms they have read and understood the privacy policy. If third parties process user data within the scope of the Move Republic service, the data protection regulations of the respective third party apply, which are available on the third party’s platform. Where Move Republic and the third party have a joint responsibility agreement, essential content will also be shared via Move Republic’s Privacy Policy.

The following provisions apply to all components of the service. 

1. A user has registration authorization if they are over 16 years old. If the user is below this age, they affirm that a parent or legal guardian has reviewed and agreed to these GTC and the Move Republic Privacy Policy. Users under 18 years of age may only register and use paid parts of the service (e.g., paid features) with the involvement of a parent or guardian. The user may install and use the service only for non-commercial purposes. All declarations made by the user must be made in their own name and are legally binding only in their own name.

2. Move Republic reserves the right to temporarily or permanently exclude a user for violations of laws, good conduct, or these GTC. The user commits not to send any incorrect information (particularly not incorrect personal data) to Move Republic or through the use of the service.

3. Information provided by Move Republic regarding third-party companies and their services within the framework of the service either comes from publicly accessible information sources or was provided directly by the respective third party.

   These third parties bear sole responsibility for ensuring that the information about them and their services shared by Move Republic is up-to-date. Although Move Republic exercises care and diligence in executing the service, it cannot verify or guarantee that all information is accurate and complete, due to reliance on third parties and other publicly available sources.

   Where the service includes hyperlinks to other platforms operated by parties other than Move Republic, these are provided only as pointers for the user. Move Republic does not continuously monitor these platforms and is not responsible for their content.

4. The user is reminded that all software underlying the service is the property of Move Republic and/or third parties and is protected by copyright and contractual provisions. The user may only use the software for the contractual purposes of the service provided by Move Republic.

5. The user is advised to access the entire service only for lawful, legitimate, and permissible purposes. The user will not use the entire service (nor assist others in using it) in ways that:

   1. infringes the rights of Move Republic, other users or third parties; 

   2. is obscene, abusive, threatening, intimidating, harassing, racially or ethnically offensive, or incites or encourages conduct that is illegal or otherwise inappropriate; 

   3. contains untruths, misrepresentations or misleading statements; 

   4. has illegal or unauthorized communications as its subject matter;

   5. involves any non-private use of the services, unless authorized by Move Republic.

6. The use of health-related content in the service (e.g., workout plans, participation in programs, partner programs, or events/challenges) is at the user's own risk. The prerequisite for use is the user’s general good health. If the user has known pre-existing conditions, they are strongly advised to consult a doctor before using the service. This is particularly important if the user may have one or more of the following conditions/complaints/surgeries: cardiovascular diseases, lung or respiratory conditions, spine and/or joint issues, neuromuscular diseases, surgical interventions, or other health restrictions. Pregnant or breastfeeding mothers should also consult a doctor.

7. Users with acute health issues that impair their ability to engage in physical activity are excluded from using the service. This includes, in particular, acute injuries or illnesses that make physical movement impossible or significantly restricted.

8. Since the service is based on using a smartphone, users without a compatible iOS or Android device cannot use the service.

Comprehensive use of the service requires the user to register truthfully with the requested data and create a user account with Move Republic. A user account is created based on the provided data, unless there is another account with identical data, which must be unique within the service (e.g., an email address). During registration, the user is prompted to accept these GTC and the Privacy Policy (see Privacy Policy). After registration, Move Republic initially sends an email for security purposes asking the user to verify the registration. The registration process is only complete once this verification is done. The agreed-upon service is only accessible to the user after registration and/or successful login. Move Republic is not obligated to grant access to the service if the user has not registered and/or logged in.

User account data and passwords must be kept confidential. Access identifiers or passwords must not be shared with third parties. Third-party access identifiers or passwords must not be used. The user is responsible for all activities related to their user account. If Move Republic has reasonable suspicion of unauthorized use of a user account, it is entitled to suspend usage rights and block the account until the suspicion of unauthorized use is resolved. The user account is non-transferable.

For important updates, Move Republic sends service notifications and legally required information to the user’s email address linked with their user account. Since the data stored in the user account is critical for communication between the user and Move Republic, the user should keep their contact details up-to-date. If the user disagrees with receiving these notifications electronically, they are not permitted to use the service. Notifications are effective immediately.

The user has the right to close their user account at any time, thereby relinquishing authorization to use the service with immediate effect. To do this, the user must contact Move Republic. After closing the account, all content stored there will be deleted or blocked by Move Republic, subject to statutory documentation and retention periods.

Move Republic provides users with the option to consolidate and evaluate their activity data from various sources. Users determine which sources to use for activity data, e.g., by utilizing geolocation data or connecting their fitness trackers or apps. The user's collected activity data is stored in their user account.

Move Republic offers various services to promote healthy movement, aiming to motivate individual users and/or user groups (hereinafter also referred to as 'Teams') to increase their activity and foster communication within teams. The service includes varying programs that measure the activity of individuals and/or teams both in sports facilities and in the context of outdoor activities and promote it through organizing events or challenges, awarding honors, activity points, and reward points, organizing charitable projects, etc., and by offering digital consulting.

Each user can, depending on their chosen settings, create, join, or be added to teams. Each team is then linked to the user’s account.

Move Republic offers various support measures. The content of each measure, the required activity criteria, type and scope of entitlements arising from participating in a program, the number of reward points to be earned, and other details depend on the performance package selected by the user. These details are defined by Move Republic and published through the service.

Activity criteria fulfilled by the user are collected from the sources linked to the service with the user’s consent, evaluated by Move Republic, and saved in the user account. The user’s activity data and evaluations are available for them to view in their user account. Additionally, team members can, depending on their settings, access the activity data of all members of their team and view the group results of rival teams.

Move Republic also offers programs for companies - partner programs - available for booking. In a partner program, the booking company determines who is authorized to use the partner program and which performance package is used. The partner company also sets the date when the user’s right to use the partner program expires. The partner company receives anonymized summaries from Move Republic on the activity results of users participating in their partner program. Additionally, Move Republic sends notifications to the partner company if a participating user has not been active within a defined period (usually a month) in the partner program (so-called 'Inactivity Notification').

1. The prerequisite for using the service is that the user is registered.

2. The prerequisite for using a partner program is that:

   1. the user is registered and has entered the 'Program ID',

   2. the user’s right to use the partner program has not been revoked (e.g., by termination), and

   3. the user has consented to the processing of their data for the creation and sending of inactivity notifications to the partner company and has not withdrawn this consent from Move Republic.

3. Before first-time use of a partner program, the user must enter the program ID provided by the partner company in the service to prove their eligibility to Move Republic. Move Republic informs the partner company about the registration for the partner program, stating the user’s name, first name, email address, and date of birth, as well as the program ID. If the partner company subsequently notifies Move Republic that the user does not have authorization, Move Republic has the right to exclude the user from the partner program until clarification.
   

4. The right to use the service is revocable, non-exclusive, non-sublicensable, and non-transferable by the user. It authorizes the holder to use the service in accordance with the terms applicable at Move Republic. No usage rights are granted beyond those explicitly provided.

Users can only earn activity and reward points for activities they personally complete in accordance with applicable rules. The user is responsible for ensuring that their account does not receive points for the activities of third parties or activities completed in violation of the rules. If the user becomes aware of such credits, they must arrange for the points to be deleted immediately.

Only reward points earned by the user entitle them to redeem material rewards. Activity points, in contrast, serve only as a metric for assessing activity levels and do not entitle the user to claim rewards.

Each user can redeem earned reward points (referred to as 'STARS') for material rewards. The prerequisite for redeeming reward points for material rewards is the availability of the respective reward offering and the required number of reward points. Both are announced in the service. Material rewards are provided by Move Republic. Further details are available in the service. Move Republic has no control over the availability and quality of material rewards provided by third-party providers. In addition to reward points, users must cover taxes (e.g., VAT) and any additional fees (e.g., shipping costs), which can also be paid with available reward points. Reward points do not have a cash value, and cash redemption of earned material rewards is excluded.

The user has no claim for the provision of material rewards from other service users and/or from the partner company.

The sale, exchange, auction, or any other transfer of reward points to third parties is prohibited unless such action is a designated part of a Move Republic promotion. Also prohibited is the mediation of purchase or sale of reward points, acquisition, and use of reward points acquired through the above actions. Users are in violation if they act contrary to these rules.

In cases of user-responsible misuse of reward points, Move Republic is entitled to deny the respective use, particularly for redeeming affected reward points. The right to termination in accordance with Section 8 and the right to assert further claims against the user, including damages, remain unaffected. If misuse involves a material reward already obtained by the user, Move Republic reserves the right to recalculate the obtained reward in euros and charge it to the offending user. Move Republic also reserves the right to demand compensation in cases of user-responsible misuse, especially if the misuse or rule violation results in the user consuming more reward points than their account has, thus creating a negative point balance. Users may provide evidence that no or a lesser damage has occurred in all cases.

Reward points not redeemed for a reward within 36 months of being credited to the user account expire at the end of the following month unless Move Republic announces longer expiration periods in the service. Move Republic typically notifies the user of the expiration date and the number of affected reward points one month before the expiration date, though it is not obliged to do so.

The user is informed that they are responsible for meeting all tax and fee obligations that arise from or due to their use of the service. This includes submitting relevant declarations to the tax authorities and making due payments in the required amount on time.

1. The user's right to use the service ends in the following cases:

   1. if the user terminates the agreement with Move Republic or deregisters from the service, or

   2. if Move Republic (only) terminates the user’s right to use the service, or

   3. if Move Republic terminates the full contractual relationship with the user.

2. The user is informed that Move Republic will terminate the user’s right to use the service, particularly if the user falls significantly behind on payment of the usage fee owed. The same applies in the case of a partner program if Move Republic is requested to terminate the service by the partner company. The user of a partner program acknowledges that Move Republic has committed to the partner company to terminate the user’s right to use the partner program if requested by the partner company. Move Republic will not assess whether the partner company has the right, in relation to the user, to revoke the user’s participation rights. Move Republic is not liable for any potential misconduct by the partner company in relation to the user.
   

3. Upon termination or deregistration from the service, the user loses the right to use the service and any partner programs.
   

4. Any reward points earned by the user remain valid for a period of twelve months after the termination of the right to use the service, unless an earlier expiration applies according to Section 5.4.

Move Republic offers users certain paid services or service packages within the service, for which the user must pay the required fee at the time of booking these service packages using an available payment system. The fee for the selected service package is due monthly. The user is personally responsible for the usage fee, which is payable in advance at the beginning of each calendar month.

The user selects the appropriate service packages, clicks on them in the app, and initiates the payment process by pressing the “Buy Now” button. By pressing this button, the user submits an offer to Move Republic. For the technical processing of payments between Move Republic and the user, an independent, regulated payment service provider (hereinafter referred to as the “Payment Service Provider”) is used. Consequently, payment processing is also subject to the terms of use and privacy policy of the Payment Service Provider. In the case of a direct debit, the user must bear any costs incurred by Move Republic due to insufficient funds in the user’s account. If the user is in arrears, Move Republic reserves the right to withhold its contractual service.

The user acknowledges that software, computer, and telecommunications systems may inherently contain errors and may experience downtime. Move Republic does not guarantee that its service will be uninterrupted, secure, or free from the aforementioned errors. Move Republic, in particular, is not liable if data from partner companies or external sources cannot be processed or stored due to technical issues.

1. Move Republic is not liable for content that users or third parties upload, post, publish, or otherwise make accessible, nor does it act as the publisher of such content. Move Republic cannot guarantee that content posted by users or third parties will not be offensive, inappropriate, and/or incorrect, infringe upon third-party rights, cause damage to a user’s computer or network, or be unlawful or illegal.
   

2. If health-related content (e.g., training plans, etc.) is provided to users within the service, users must strictly adhere to the instructions and guidelines contained therein, as otherwise, there may be risks of injury or health issues. Additionally, users are required to observe the health guidelines in Section 2.6. In cases of discrepancies or conflicts between health guidelines and the instructions provided within the service, users should proceed with caution. If users utilize tools or equipment for exercises and training, they are responsible for ensuring these tools and/or equipment function properly and are correctly installed or positioned.

1. Move Republic is liable to the user for intentional or grossly negligent actions or omissions in accordance with statutory provisions.

2. In cases of minor negligence, Move Republic is only liable for damages to the user resulting from significant breaches of duty that endanger the purpose of the contract or from breaches of duties that are essential to the proper execution of the contract. Liability is limited to typical foreseeable damages under the contract. This limitation applies to all claims for damages, regardless of the legal basis, including claims in tort.

3. The liability limitations do not apply in cases of mandatory statutory liability (e.g., under the Product Liability Act), damages due to injury to life, body, or health, or damages covered by a warranty provided by Move Republic. Where Move Republic’s liability is excluded or limited, this also applies to the personal liability of Move Republic employees, workers, staff, representatives, and agents. 

The user has the right to terminate the contract with Move Republic for the use of the service at any time by closing their user account or by submitting a termination declaration in text form (including email). The closure of the user account is governed by Section 3.3 of these GTC. If the contractual relationship ends during an ongoing month, the user is not entitled to a full or partial refund of the usage fee paid for the respective month in accordance with Section 6. The user is expressly prohibited from using the service themselves or enabling third-party access after the contract has been terminated.

Move Republic has the right to terminate the contracts with the user, in whole or in part (e.g., terminating only the right to use a partner program), with ordinary notice of one day before the end of the calendar month in text form. Additionally, Move Republic reserves the right to discontinue non-fee-based parts of the service, either wholly or partially, at any time.

The right to terminate for an important reason remains unaffected for both parties. In cases of serious violations by the user against the provisions of these GTC, Move Republic is entitled to terminate without notice; Move Republic will first issue a warning regarding the violation unless a prior warning is dispensable under statutory provisions.

A termination declaration by Move Republic is generally issued by email to the email address associated with the user’s account. The regulation in Section 3.2 of these terms applies accordingly.

The user has the right to revoke the contract within fourteen days from the date of contract conclusion without providing any reasons.

To exercise the right of revocation, the user must inform Move Republic of the decision to revoke the contract by a clear declaration. The user should send this declaration to the following address:

Move Republic GmbH

Raboisen 6

20095 Hamburg 

cr@moverepublic.com 

To meet the revocation deadline, it is sufficient for the user to send the notice of revocation before the end of the revocation period.

If the user revokes the contract, Move Republic must refund all payments received from the user, no later than fourteen days from the date on which the revocation notice was received by Move Republic. Move Republic will use the same payment method for the refund that the user used in the original transaction, unless expressly agreed otherwise; no fees will be charged for this refund.

Move Republic also informs the user that the right of revocation expires if the user consents to Move Republic beginning the provision of services (delivery of digital content) before the end of the revocation period. By pressing the “Buy now” button, the user agrees that Move Republic may begin fulfilling the contract for paid services selected before the revocation period ends.

If the service was provided only partially or in part, the user is obligated to pay compensation for the portion of services provided before the revocation. The amount of compensation is based on the agreed total price of the service packages.

1. The service is subject to the General Terms and Conditions (GTC) applicable at the time of service use. If the user holds a user account, and provided the user is not unreasonably disadvantaged by the change, Move Republic is entitled to amend the GTC, in whole or in part, at any time for the following valid reasons: legal or regulatory reasons; for security reasons; to further develop existing features of the service or to improve usability; to add additional features; to account for technological advancements and make technical adjustments; and to ensure the future functionality of the service. If Move Republic makes changes, it will notify the user (see Section 3.2) within a reasonable time frame and inform them of their rights (see Section 3.3). If a change proves to be invalid, void, or unenforceable for any reason, this does not affect the validity and enforceability of the remaining changes or terms. Nevertheless, Move Republic reserves the right to make changes to the service at any time.

2. German law applies, excluding the United Nations Convention on Contracts for the International Sale of Goods (CISG) and conflict of laws rules. For all matters concerning Move Republic, the courts of Hamburg shall have exclusive jurisdiction, to the extent permitted by law. This jurisdiction particularly applies to a user who has no general place of jurisdiction in Germany or another EU member state, who relocates their permanent residence outside the EU after these GTC come into effect, or whose residence or usual place of abode is unknown at the time of filing a lawsuit. If the user is a consumer with their usual residence in the EU, they also enjoy the protection of the mandatory provisions of the law of their country of residence. They may assert claims related to these GTC, which arise from consumer protection regulations, either in Germany or in the EU member state in which they reside.

3. The European Commission provides a platform for online dispute resolution (ODR), which can be found at http://ec.europa.eu/odr. Move Republic expressly excludes alternative dispute resolution under Directive 2013/11/EU. Move Republic is neither willing nor obligated to participate in dispute resolution proceedings before a consumer arbitration board. 

4. If any provision in these GTC is ineffective, void, or unenforceable for any reason, that provision is considered severable and does not affect the validity and enforceability of the remaining provisions. An ineffective, void, or unenforceable provision shall be reinterpreted to achieve the intended economic purpose.