The Spin Terms of Service
Last Updated: April 3, 2018
by reference herein (collectively, the “Terms”), govern your access and use of the services available through our
web site located at http://spin.pm
(the “Site”), any third party platforms and
services approved by Spin (eg., Facebook, Google, etc.) (“Third Party Sites”), and our proprietary software
application accessible via a mobile device (the “App”) (the Site, the App, and any access through Third Party
Sites are, collectively, the “Services”). The terms “we,” “our” and “Spin” refer to Skinny Labs Inc. The terms
“member”, “you” and “your” refer to the user (including users who have registered for an account) visiting the
Site and/or using the Services. “Services” means the Spin services as described in the App and made available
through the Site or the Apps.
SPIN. BY REGISTERING FOR, ACCESSING, AND/OR OTHERWISE USING THE SITE OR SERVICES IN ANY MANNER, YOU ACKNOWLEDGE
THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THE FOLLOWING TERMS, INCLUDING ANY FUTURE MODIFICATIONS,
AND ALL POLICIES OF THE SITE ARE INCORPORATED BY REFERENCE. IF YOU DO NOT AGREE TO THESE TERMS, YOU MUST NOT USE –
AND ARE NOT AUTHORIZED TO USE – THE SERVICES.
The Services are available only to persons who can form legally binding contracts under applicable law. Without
limiting the foregoing, the Services are not intended for individuals under the age of 18. If you do not qualify
for the services, please do not attempt to register for or use the services.
1.1. Consideration. You understand and agree that these Terms are entered into in consideration of your use of the
Services and other good and valuable consideration, the receipt and sufficiency of which are hereby
1.2. Changes to these Terms. The Site, App, and other portions of the Services are owned and operated by Spin.
Spin reserves the right to revise these Terms in its sole discretion at any time and without prior notice to you
other than by posting the revised Terms on the Site, App, or on or within the Service. Any revisions to the Terms
are effective upon posting. The Terms will be identified as of the most recent date of revision. You should visit
this page regularly to ensure your continued acceptance of these Terms. Your continued use of the Services after
any revision to these Terms constitutes your binding acceptance of the revised Terms. Notwithstanding the
preceding sentences of this Section 1.2, no revisions to these Terms will apply to any dispute between you and
Spin that arose prior to the date of such revision.
1.3. Evolving Nature of Services. The Services are new and subject to change at any time. We are continually
looking to improve the Services but if you are at any time dissatisfied with the Services, then your sole remedy
is to discontinue use of the Services. However, we do want to hear from our users so do not hesitate to send us an
email at firstname.lastname@example.org to let us know what you think.
2. USE OF THE SERVICES
Spin may provide the Services through the App, Site, Third Party Sites, and any other media or channels now known
or hereafter developed. The Services may require that you agree to additional terms and conditions in order to use
the Services, including those contained in the Membership Agreement and those of Third Party Sites. Any terms and
conditions required by Spin for use of any portion of the Services offered by Spin (but not those of any Third
Party Site) will, unless otherwise expressly stated in such terms, supersede these Terms in the event of a
conflict only as to the services with respect to which those terms relate. Such additional terms and conditions
(but not those of any Third Party Site), are hereby incorporated into and made a part of these Terms by reference.
Party Sites before using such Third Party Sites.
You are responsible for obtaining at your own expense all equipment and services needed to access the Services,
including but not limited to a mobile device that is compatible with the App. If you are accessing the Services by
a mobile device, your wireless carrier may charge you fees for data, text messaging, and other wireless access or
communications services. We do not guarantee that our mobile Services can be accessed through all wireless devices
or service plans or are available in all geographical locations.
The Services are not intended for persons under 18, including children under the age of 13. By using the Services,
you affirm that you are at least 18 years of age. If you are under the age of 18, you must not use or access the
4. SERVICE SECURITY
4.1. Personal Security. Be smart when using the Services or any Third Party Sites. You should not disclose
personal information to strangers that would enable them to locate you offline. This means you should not give out
your name, address, place of employment, school, etc., while communicating with other users of the Services.
4.2. Service Security. You are prohibited from violating, or attempting to violate, the security of the Services.
Any such violations may result in criminal and/or civil penalties against you, as well as the termination of your
privilege to use the Services, at Spin’s sole discretion. Spin reserves the right to investigate any alleged or
suspected violations and, if a criminal violation is suspected, refer such suspected violation to the appropriate
law enforcement agencies and cooperate fully with such investigations, including, but not limited to, the
disclosure of any or all of your activities on or related to the Services.
5. MATERIALS SUBMITTED TO THE SERVICES; LICENSE GRANT FROM YOU TO SPIN
5.1. User Content. This section governs any material that you upload or transmit to or through the Services
including, without limitation, comments, messages, photographs, or any other form of copyrighted material
(collectively, “User Content
”). You are solely responsible for all User Content you submit to or through
the Services. You agree, represent, and warrant that i) any User Content you upload or transmit to or through the
Services is truthful, accurate, not misleading, and offered in good faith, ii) you have all rights, licenses,
permissions, and authorizations necessary to upload or transmit the User Content to the Services and grant the
rights to the User Content as set forth in these Terms, and iii) the Use of such User Content in a manner
consistent with these Terms will not (a) infringe the rights of any third party, including copyright, trademark,
patent and other intellectual property rights or other protected rights, such as the rights of privacy or
publicity, or (b) require Spin or any Third Party Site on or through which the Services are made available to pay
any fees of any kind to any third party. We have the right, but not the obligation, to monitor, review, access,
and remove any or all of your User Content from the Services at our sole discretion.
5.2. License Grants. You retain ownership of any User Content you provide to the Services. Except as expressly
assignable, sublicensable, revocable, royalty-free license throughout the universe to reproduce, distribute,
publicly display, communicate to the public, make available, publicly perform (including by means of digital audio
transmissions) on a through-to-the-audience basis, create derivative works from, and otherwise use and exploit
”) all User Content you upload to or through the Services in any media or technology now
existing or developed in the future; to advertise, market, and promote your User Content, Spin, and the Services,
with your name, image, voice, likeness, and/or any photographs or artwork made available by or on your behalf
through the Services; and to sublicense any User Content, in each of the foregoing instances, in Spin’s sole
5.3. Reporting of User Content. If you locate any User Content on or through the Services that you find offensive
or objectionable, or if you believe any User Content is infringing of your intellectual property rights, please
report such User Content to Spin by sending an email to email@example.com. Spin reserves the sole right, but not
obligation, to remove any message that it deems inappropriate in its sole discretion and without any liability to
6.1. Log In Credentials. In order to use some of the Services you will have to register for an account on the
Services or log in using your Facebook credentials and agree to additional terms and conditions included in the
Membership Agreement. When registering you may be required to provide Spin with certain personal information,
which may include your name, birth date, email address, and, in some cases, payment information. This information
confidentiality of your log-in credentials in order to use the Services, and are fully responsible for all
activities that occur through the use of your credentials. You agree to notify Spin immediately of any
unauthorized use of your log-in credentials or any other breach of security with respect to your account. Spin
will not be liable for any loss or damage arising from unauthorized use of your credentials prior to you notifying
Spin of such unauthorized use or loss of your credentials. You understand that on certain Spin websites or Third
Party Sites your user name and profile picture may be publicly available and that search engines may index your
name and profile photo.
6.2. Accuracy of Information. You agree to provide true, accurate, current, and complete information about
yourself as requested in any registration forms required by Spin. You also agree to update the information about
yourself promptly, and as necessary, to keep it current and accurate. If messages sent to an email address
provided by you are returned as undeliverable, Spin reserves the right to terminate your account immediately with
or without notice to you and without any liability to you or any third party.
6.3. Invitation Service. Spin may offer an invitation service to tell a friend about the Services. If you choose
to use our invitation service, we may ask you for information needed to send the invitation, such as your friend’s
email address. We may also offer you the opportunity to invite your friend via third party services such as
Facebook or Twitter. We will automatically send your friend an email inviting him or her to try the Service. By
providing email addresses of non-Users, you represent that you have the right to do so and that such information
may also be provided to the third party service that you have designated to contact the non-User. We store and use
this information to send this invitation, to register a friend if your invitation is accepted, and to track the
success of our invitation service. Your friend may contact us at firstname.lastname@example.org to request that we remove this
information from our database.
7. OTHER PROHIBITED ACTIVITIES
7.1. In using the Services, you agree not to:
a) Upload or otherwise transmit to or through the Services any information that is unlawful, harmful, harassing,
defamatory, libelous, threatening, vulgar, sexually explicit, hateful or otherwise objectionable material of any
kind or information that contains a link to such objectionable material;
b) Attempt to, or harass, abuse, or harm or advocate or incite harassment, abuse or harm of another person or
group, including Spin employees;
c) Upload, post or otherwise transmit any unsolicited or unauthorized advertising, promotional materials, junk
mail, spam, chain letters, pyramid schemes or any other form of solicitation (commercial or otherwise);
d) Create a false identify or impersonate another person or entity in any way;
e) Solicit or attempt to solicit personal information from other users of the Services;
f) Restrict, discourage or inhibit any person from using the Services, disclose personal information about a third
person on the Services or obtained from the Services without the consent of such person or collect information
about users of the Services;
g) Use the Service, without Spin’s express written consent, for any commercial purpose, including, communicating
or facilitating any commercial advertisement or solicitation;
h) Undertake, cause, permit or authorize the modification, creation of derivative works, translation, reverse
engineering, decompiling, disassembling or hacking of any aspect of the Services or any part thereof, or attempt
to do any of the foregoing, except and solely to the extent permitted by these Terms, the authorized features of
the Services, or by law, or otherwise attempt to use or access any portion of the Services other than as intended
i) Gain unauthorized access to the Services, to other users’ accounts, names or personally identifiable
information, or to other computers or websites connected or linked to the Services;
j) Reproduce, distribute, publicly display, publicly perform, sell, trade, resell or exploit any portion of the
Services, use of the Services, access to the Services or content obtained through the Services, for any purpose
other than expressly permitted by these Terms, including, by way of example and not limitation, by doing or
engaging in any of the following without Spin’s express written consent:
i. framing, embedding and/or passing off User Content obtained from the Services in such a manner as to present
them as originating from a source other than the Services;
ii. copying, caching or reformatting any User Content for commercial purposes in any manner whatsoever, whether by
copying to physical or electronic media for purposes of buffering delivery or converting transmissions from the
Service to alternative delivery formats;
iii. altering, defacing, mutilating or otherwise bypassing any approved software through which the Services are
made available; and
iv. using any trademarks, service marks, design marks, logos, photographs or other content belonging to Spin or
obtained from the Services.
k) Post, transmit or otherwise make available any virus, worm, spyware or any other computer code, file or program
that may or is intended to damage or hijack the operation of any hardware, software or telecommunications
equipment, or any other aspect of the Services or communications equipment and computers connected to the
l) Remove, disable, damage, circumvent or otherwise interfere with any security-related features of the Services,
features that prevent or restrict the use or copying of any part of the Services or any content on the Services,
or features that enforce limitations on the use of the Services or any content on the Services;
m) Use any scraper, spider, cheats, exploits, robots or other automated means of any kind to access, modify or
interfere with the Services, or harvest or manipulate data, except and solely to the extent permitted by these
Terms and the features of the Services, deep-link to any feature or content on the Services, bypass any robot
exclusion headers or other measures we may use to prevent or restrict access to the Services;
n) Interfere with or disrupt the Services, networks or servers connected to the Services or violate the
regulations, policies or procedures of such networks or servers;
o) Violate any applicable federal, state or local laws or regulations or these Terms; or
p) Assist or permit any persons in engaging in any of the activities described above.
8. INTELLECTUAL PROPERTY RIGHTS
8.1. Generally. The content made available on or through the Services, including without limitation, any text,
software, graphics, photos, sounds, music, videos and interactive features, but excluding User Content, may be
protected by copyright or other intellectual property rights and owned by Spin or third party licensors of Spin.
No material made available on or through the Services may be copied, reproduced, republished, uploaded, posted,
transmitted, or distributed in any way without written permission of the copyright owner. Modification of
materials obtained from the Services, including, but not limited to, User Content, for any other purpose,
including, without limitation, any commercial purpose, is a violation of the copyrights and other proprietary
rights of Spin or its licensors, unless you have obtained express written authorization to the contrary. All
design rights, databases and compilations and other intellectual property rights, in each case whether registered
or unregistered, and related goodwill are proprietary to Spin.
8.2. Trademarks. All trademarks, service marks, logos and trade names on the Services, whether registered or
unregistered, are proprietary to Spin or to other companies where so indicated. You may not reproduce, download or
otherwise use any such trademarks, service marks, logos or trade names without the prior written consent of the
appropriate owner thereof.
8.3. No Implied Rights. There are no implied licenses granted in these Terms.
8.4. Feedback. You agree that Spin shall acquire, and you hereby grant and otherwise transfer to Spin, any and all
right, title, and interest in and to any actual or suggested modifications, design changes, improvements, and
other information regarding the features and performance of the Services you offer (“Feedback”) to Spin, without
the payment of additional consideration.
9. LINKS TO THIRD PARTY SITES
As you use the Services you may notice links to Third Party Sites. These links are for convenience only. If you
use these links, you will leave the Services. Certain of these Third Party Sites may make use of Spin’s
proprietary intellectual property rights (such as copyrights, trademarks, service marks, logos and trade names)
under license from Spin. Spin is not responsible for the availability or content of these Third Party Sites or for
any viruses or other damaging elements encountered in linking to a Third Party Site, whether or not Spin is
affiliated with the owners of such Third Party Sites. In addition, the provisioning of these links to Third Party
Sites is not an endorsement or approval by Spin of the organizations sponsoring such Third Party Sites or their
products or services. These Terms do not apply to Third Party Sites, and you should review applicable terms and
policies, including any relevant privacy policies, associated with any Third Party Sites, applications, software
YOU AGREE THAT SPIN WILL NOT BE RESPONSIBLE OR LIABLE FOR ANY LOSS OR DAMAGE OF ANY SORT INCURRED AS THE RESULT OF
ANY SUCH DEALINGS YOU MAY HAVE ON OR THROUGH A THIRD PARTY SITE OR AS THE RESULT OF THE PRESENCE OF ANY THIRD
PARTY ADVERTISING ON THE SERVICES.
You agree to indemnify, defend, and hold harmless Spin and its parent, subsidiaries, affiliates, investors,
sublicensees or any related companies, licensors and suppliers, and their respective directors, officers,
employees, agents, representatives, contractors, and assigns, from all damages, injuries, liabilities, costs, fees
and expenses (including, but not limited to, attorneys’ fees and court costs) arising from or in any way related
to: (1) your use or misuse of the Services; (2) your User Content, including Spin’s or any user’s Use of your User
Content consistent with these Terms; (3) your breach or other violation of these Terms, including any
representations, warranties and covenants herein; or (4) your violation of the rights of any other person or
entity, including, but not limited to, claims that any User Content infringes or violates any third-party
intellectual property rights or other proprietary rights. Notwithstanding the foregoing, Spin reserves the right,
at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify
Spin if Spin, in its reasonable discretion, concludes that you are not adequately protecting Spin’s interests or
are incapable of protecting Spin’s interests, and you agree to cooperate with Spin’s defense of these claims. You
agree not to settle any matter without the prior written consent from Spin. Spin will use reasonable efforts to
notify you of any such claim, action or proceeding upon becoming aware of it.
THE SERVICES, USER CONTENT, AND ANY THIRD PARTY CONTENT, SOFTWARE OR APPS MADE AVAILABLE ON OR THROUGH OR IN
RELATION TO THE SERVICES, ARE PROVIDED ON AN “AS IS
,” “AS AVAILABLE
,” “WITH ALL FAULTS
WITHOUT REPRESENTATIONS OR WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IN
TERMS OF CORRECTNESS, ACCURACY, RELIABILITY OR OTHERWISE.
TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, SPIN AND ITS AFFILIATES, PARTNERS, LICENSORS, AND
SUPPLIERS HEREBY DISCLAIM ALL EXPRESS, IMPLIED AND STATUTORY WARRANTIES OF ANY KIND, INCLUDING, BUT NOT LIMITED
TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. NO ADVICE OR
INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM Spin, AN EMPLOYEE OR REPRESENTATIVE OF SPIN OR THROUGH
THE SERVICES WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED HEREIN. SPIN AND ITS AFFILIATES, PARTNERS, LICENSORS,
AND SUPPLIERS DO NOT WARRANT THAT THE SERVICES OR ANY PART THEREOF, OR ANY PRODUCTS OR CONTENT OFFERED THROUGH THE
SERVICES, WILL BE UNINTERRUPTED, OR FREE OF ERRORS, VIRUSES OR OTHER HARMFUL COMPONENTS AND DO NOT WARRANT THAT
ANY OF THE FOREGOING WILL BE CORRECTED. YOU UNDERSTAND AND AGREE THAT YOU USE, ACCESS, DOWNLOAD, OR OTHERWISE
OBTAIN INFORMATION, MATERIALS, OR DATA THROUGH THE SERVICES OR ANY ASSOCIATED SITES OR APPLICATIONS AT YOUR OWN
DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR PROPERTY (INCLUDING YOUR
COMPUTER SYSTEM USED IN CONNECTION WITH THE SERVICES) OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OR USE OF
SUCH MATERIAL OR DATA.
12. LIMITATION OF LIABILITY
IN NO EVENT WILL SPIN OR ITS OFFICERS, DIRECTORS, LICENSORS OR SUPPLIERS BE LIABLE TO ANY PARTY FOR ANY DIRECT,
INDIRECT, SPECIAL OR OTHER CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH: (1) THE USE OR ACCESS OF OR
INABILITY TO USE OR ACCESS THE SERVICES; (2) ANY PRODUCTS ADVERTISED, PROMOTED OR DISPLAYED ON THE SERVICES; AND
(3) CONTENT MADE AVAILABLE THROUGH THE SERVICES, IN EACH INSTANCE, INCLUDING, WITHOUT LIMITATION, ANY LOST
PROFITS, BUSINESS INTERRUPTION, OR OTHERWISE, WHETHER BASED IN TORT, CONTRACT OR OTHER LEGAL THEORY, EVEN IF Spin
OR ITS LICENSORS OR SUPPLIERS ARE EXPRESSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL SPIN OR
ITS LICENSORS OR SUPPLIERS BE LIABLE IN THE AGGREGATE FOR ANY DAMAGES INCURRED BY YOU THAT EXCEED THE GREATER OF
(A) ONE HUNDRED DOLLARS OR (B) THE AMOUNT OF FEES YOU HAVE PAID SPIN IN THE 12 MONTHS PRIOR TO THE ACTION GIVING
RISE TO THE LIABILITY.
13. LIMITATIONS; BASIS OF THE BARGAIN
APPLICABLE LAW MAY NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY OR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO
THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. IN SUCH CASES, YOU AGREE THAT BECAUSE SUCH WARRANTY
DISCLAIMERS AND LIMITATIONS OF LIABILITY REFLECT A REASONABLE AND FAIR ALLOCATION OF RISK BETWEEN YOU AND SPIN,
AND ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN YOU AND SPIN, SPIN'S LIABILITY WILL BE LIMITED TO
THE MAXIMUM EXTENT PERMITTED BY LAW. YOU UNDERSTAND AND AGREE THAT SPIN WOULD NOT BE ABLE TO OFFER THE SERVICES TO
YOU ON AN ECONOMICALLY FEASIBLE BASIS WITHOUT THESE LIMITATIONS.
14. TERM AND TERMINATION
14.1. Term. These Terms, as amended, will be effective commencing with your first use, pre-registration or
registration of the Services and will remain in full force and effect throughout your use of the Services.
14.2. Termination by Spin. Spin may terminate your use of the Services or any of our features or services at any
time and for any reason, with or without notice, for conduct violating these Terms or upon Spin’s sole
determination. You hereby agree to Spin’s broad right of termination. You agree that if your use of the Services
is terminated pursuant to these Terms, you will not attempt to use the Services under any name, real or assumed,
and further agree that if you violate this restriction after being terminated, you will indemnify and hold us
harmless from any and all liability that we may incur therefor.
14.3. Termination by You. You are free to terminate your use of the Services at any time. You can simply choose to
stop visiting or using any aspect of the Services. If you wish to terminate your account on the Services, you may
do so by sending an email to email@example.com or using any other account termination functionality that may be offered
through the Services.
incorporated into these Terms by reference.
16. JURISDICTIONAL ISSUES
The Site and the Services are controlled and operated by Spin from its offices within the State of California.
Spin makes no representation that materials on the Services are appropriate or available for use in other
locations. Those who choose to access or use the Services from other locations, including from outside the United
States of America, do so on their own initiative and are responsible for compliance with local laws, if and to the
extent local laws are applicable. Access to the Services from jurisdictions where the contents or practices of the
Services are illegal, unauthorized or penalized is strictly prohibited.
17. NOTICE AND PROCEDURE FOR MAKING CLAIMS OF COPYRIGHT OR OTHER INTELLECTUAL PROPERTY
17.1.1 If you are a copyright owner or an agent thereof, and you believe that any content posted on the Site or
App infringes your copyrights, you may submit a notification pursuant to the Digital Millennium Copyright Act
“) by providing our Designated Copyright Agent with the following information in writing (see 17
U.S.C. § 512(c)(3) for further detail):
17.1.1 A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive
right that is allegedly infringed;
17.1.2 Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works on
the Site or App are covered by a single notification, a representative list of such works at the Site or App;
17.1.3 Identification of the material that is claimed to be infringing or to be the subject of infringing activity
and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit
Spin to locate the material;
17.1.4 Information reasonably sufficient to permit Spin to contact the complaining party, such as an address,
telephone number, and, if available, an electronic mail address at which the complaining party may be
17.1.5 A statement that the complaining party has a good faith belief that use of the material in the manner
complained of is not authorized by the copyright owner, its agent, or the law; and
17.1.6 A statement that the information in the notification is accurate, and under penalty of perjury, that the
complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly
17.2 The Spin Designated Copyright Agent to receive notifications of claimed infringement can be reached as
follows: Copyright Agent at Skinny Labs Inc., 548 Market St #53726, San Francisco, CA, or by email at: firstname.lastname@example.org.
For clarity, only DMCA notices should go to the Spin Designated Copyright Agent. Any other feedback, comments,
requests for technical support or other communications should be directed to Spin customer service. You
acknowledge that if you fail to comply with all of these requirements, your DMCA notice may not be valid.
18. CHOICE OF LAW; VENUE
Any dispute arising out of or relating to this Agreement or the breach thereof shall be governed by the federal
laws of the United States and the laws of the State of California, USA for all claims, without regard to or
application of choice of laws, rules or principles. The parties hereby consent to the exclusive jurisdiction of
the state and federal courts in California, USA, for all claims and both parties expressly waive any objections or
defense based upon lack of personal jurisdiction or venue.
19.1. Waiver. A provision of these Terms may be waived only by a written instrument executed by the party entitled
to the benefit of such provision. The failure of Spin to exercise or enforce any right or provision of these Terms
will not constitute a waiver of such right or provision.
19.2. Severability. If any provision of these Terms shall be unlawful, void, or for any reason unenforceable, then
that provision shall be deemed severable from these Terms and shall not affect the validity and enforceability of
any remaining provisions.
19.3. Assignment. These Terms, and any rights and licenses granted hereunder, may not be transferred or assigned
by you, but may be assigned by Spin without restriction. Any assignment attempted to be made by you in violation
of these Terms shall be void. These Terms will be binding upon and inure to the benefit of the parties hereto, and
permitted successors and assigns.
19.4. No Agency. You agree that no joint venture, partnership, employment, or agency relationship exists between
you and Spin as a result of these Terms or use of the Services.
19.5. Survival. The provisions of these Terms that are intended to survive the termination of these Terms by their
nature will survive the termination of these Terms, including, but not limited to, Sections 4 (Service Security),
5 (Materials Submitted to the Services; License Grant from you to Spin), 7 (Other Prohibited Activities), 8
(Intellectual Property Rights), 9 (Links to Third Party Sites), 10 (Indemnity), 11 (Disclaimers), 12 (Limitation
of Liability), 13 (Limitations; Basis of the Bargain), 15 (Privacy), 17 (Notice and Procedure for Making Claims of
Copyright or Other Intellectual Property Infringements), 18 (Dispute Resolution), 19 (Miscellaneous), 20
19.6. Headings. The heading references herein are for convenience purposes only, do not constitute a part of these
Terms, and shall not be deemed to limit or affect any of the provisions hereof.
19.7. Entire Agreement. This is the entire agreement between you and Spin relating to the subject matter herein
and supersedes all previous communications, representations, understandings and agreements, either oral or
written, between the parties with respect to said subject matter. These Terms shall not be modified except in a
writing, signed by both parties, or by a change to these Terms made by Spin as authorized in these Terms.
19.8. Disclosures. The services hereunder are offered by Skinny Labs Inc. located at 165 South Park St, San
Francisco, CA 94107. You may contact us by sending correspondence to the foregoing address or by emailing us at
email@example.com. If you are a California resident, you may have these Terms mailed to you electronically by sending
a letter to the foregoing address with your electronic mail address and a request for these Terms.
20.1 Eligibility To be eligible for the Services, the Member must:
a) Own or control a mobile device that is compatible with the Apps and Spin vehicles. Member is responsible for
obtaining at its own expense all equipment and services needed to access the Services via such mobile device.
Member understands that its wireless carrier may charge it certain fees for data, text messaging, and other
wireless access or communications services. Spin does not guarantee that the Apps can be accessed through all
wireless devices or service plans or are available in all geographical locations.
b) Be at least 18 years old.
c) To the extent permitted by law, agree to allow Spin to track Member’s movements whenever the App is running on
The Member agrees to pay to Spin charges and fees, in accordance to that presented in the
20.3 No Refunds.
All costs and fees are final and nonrefundable.
20.4 Method of Payment.
Member shall pay all fees and costs incurred when due. Member agrees that Spin may
charge Member’s selected payment method for any such payments. Spin accepts payments through payment methods
detailed on the applicable payment screen, which may include various credit cards, Stripe, Square, and PayPal.
Member may be asked to provide Spin with a credit card number from a card issuer that Spin accepts in order to
activate and/or pay for any fees related to the Services.
Spin may seek pre-authorization of Member’s credit card account prior to a fee or
cost becoming due to verify the credit card is valid and/or has the necessary funds or credit available to cover
such fees or costs. Such pre-authorization may be in an amount up to the full replacement cost of a Spin Bike.
These pre-authorizations will reduce Member’s available balance by the authorization amount until it is released
or reconciled with the actual charge. Member should contact its card issuer if it has additional questions
regarding when an authorization amount will be removed from a statement. Charges occur within a reasonable time of
the transaction or shortly thereafter, and multiple charges during the same period may be aggregated together.
Spin does not accept payment forms other than those specified on the applicable payment screen.
Member is responsible for paying any governmental taxes imposed on Member’s use of the
Services, including, but not limited to, sales, use or value-added taxes. To the extent Spin is obligated to
collect such taxes, the applicable tax will be added to Member’s bill.
20.7 Disputed Charges. MEMBER AGREES TO SUBMIT ANY DISPUTES REGARDING ANY CHARGE TO MEMBER IN WRITING TO SPIN
WITHIN 30 DAYS OF SUCH CHARGE, OTHERWISE SUCH DISPUTE WILL BE WAIVED AND SUCH CHARGE WILL BE FINAL AND NOT SUBJECT
20.8 Delinquent Accounts.
Any Member Account which is delinquent will be suspended or terminated solely at
Spin’ discretion. Any credit card which is rejected may result in suspension or termination of Member solely at
Spin’ discretion. The Member must notify Spin in the event of the credit card on record being changed, expiring,
or being no longer valid and replace it with a valid credit card. Spin may seek third party assistance with unpaid
or delinquent accounts if the Member does not pay outstanding charges.
In addition to all its other rights and recourses set out in the Terms, Spin reserves the
right to impose service fees on the Member, in case of non-observance by the Member of any provision of this
Agreement, in the manner and amounts specified in the Terms.
20.10 Choice of Law; Venue. Any dispute arising out of or relating to this Terms or the breach thereof shall be
governed by the federal laws of the United States and the laws of the State of California, USA for all claims,
without regard to or application of choice of laws, rules or principles. The parties hereby consent to the
exclusive jurisdiction of the state and federal courts in California, USA, for all claims and both parties
expressly waive any objections or defense based upon lack of personal jurisdiction or venue. The prevailing party
to such dispute shall be entitled to recover its reasonable costs incurred in prosecuting or defending against
such dispute, including its reasonable attorneys’ fees and experts’ fees.
20.11 Data Breach Notification.
Notwithstanding Member’s determination to opt-out of receiving electronic
messages or cease use of the Services, Member agrees that in the event an incident occurs in which a third party
obtains unauthorized access to Member’s personal data provided to Spin, Member agrees that should Spin become
legally obligated to provide notice of such unauthorized access Spin may provide such notice to Member
electronically by using the email address or mobile telephone number provided by Member.
20.12 Force Majeure. Neither party will be liable for any delay or failure in performance to the extent the delay
or failure is caused by events beyond the party’s reasonable control, including, a significant failure of the
Internet, fire, flood, acts of God, explosion, war or the engagement of hostilities, strike, embargo, labor
dispute, government requirement, civil disturbances, or civil or military authority.
20.13 Reporting of Accidents and Cooperation.
If, while Member is in possession of a Spin Bike, the Spin
Bike is involved in an incident that results in injury or damage to a third party or third party property, Member
must, as soon as possible, but in any event within 1 hour, notify 911 (if appropriate), contact the police and
fill out an official police report, contact Spin immediately and provide the following information to Spin:
- Date, time and location of incident;
- Identification information for any other vehicles involved (e.g., license plate,
vehicle identification number, make and model);
- Insurance information for third party vehicles involved (e.g., policy number,
name, address and phone number of insurance agent);
- Contact information for third parties involved and owners of involved vehicles,
if different (e.g., name, address, phone number, driver’s license number);
- Contact information for witnesses (e.g., name, address, phone number); and
- Circumstances surrounding event.
Member must not, without Spin’ prior written consent, make or give any offer, promise of payment, settlement,
waiver, release, indemnity, or admission of liability in relation to the incident.
In the event of injury or damage to a Spin Bike, a third party or third party property, Member agrees to cooperate
fully with Spin’ investigation of such event and the defense of any resulting claim or litigation.
Member agrees that Spin or its insurer may at its own cost bring, defend, enforce, or settle any legal proceeding
against a third party in Member’s name in relation to the incident.
Member is responsible for any damage caused to Spin’ property during the entire time a
Member is responsible for a Spin Bike if such damage is determined to be the fault of Member or not otherwise
attributed to a third party. Member is responsible for the full cost of any damage caused to a third party or a
third party’s property during the entire time a Member is responsible for a Spin Bike if such damage is determined
to be the fault of Member or not otherwise attributed to a third party.
20.15 Who May Operate a Spin Bike.
Only Members in good standing may operate a Spin Bike. Non-Members are expressly prohibited from operating a Spin
Bike. Subletting or re-letting of the Spin Bike to another person, even to another Member, is expressly
Only persons over the age of 18 may become a Member and may operate a Spin Bike.
Persons over 250 pounds may not operate a Spin Bike, as such weight exceeds the maximum weight limit for a Spin
Only one person may ride a Spin Bike at a time, which may carry one passenger in addition to the driver.
20.16 Prohibited Uses. Spin Bikes shall not be used as follows:
To carry a passenger;
To propel or tow any vehicle, trailer, or other object;
To “lane split” in moving traffic – riding between lanes of traffic or lanes of traffic and parking in order to
pass other vehicles while those vehicles are also moving;
To transport animals of any kind or nature, living or otherwise;
During a race, competition or to perform tricks;
For the primary purpose of transporting people or operating a taxi service;
By a Member while under the influence of drugs or alcohol;
During the commission of a crime or other illegal activity;
In a negligent or abusive manner or for any use outside the scope of a Spin Bike’s intended purpose (violating a
traffic law, or receiving a ticket in an accident is not automatically a violation of this provision, but may be
an indication that a violation of this provision has occurred);
By anyone who has provided Spin with false information in order to become or remain a Member;
To carry over 40 pounds of cargo;
While there is inclement weather, including heavy rain, snow, electrical storms or strong wind, which make it more
dangerous to operate a Spin Bike; or
While texting, emailing, using a cell phone, or otherwise using a mobile device other than to operate the Spin
Bike that may distract from driving safely or otherwise engaging in any activity that may be prohibited by
The foregoing list is not intended to be exhaustive and any unreasonable or inappropriate use of a Spin Bike, as
determined by Spin in its sole discretion, or any violation of law will be deemed to be a violation of the
20.17 Spin Bike Use.
Member must return the Spin Bike to a legal parking location secured, clean and in good working condition.
Prior to taking possession of a Spin Bike, Member must inspect the Spin Bike for evidence of damage and disrepair
(e.g., obvious dents, flat tires, out of service lights, and working brakes). If any damage or disrepair is
discovered, Member must notify Spin immediately to avoid being held responsible for such damage or disrepair. If
Member fails to report any evidence of damage prior to using the Spin Bike, Member may be liable for the cost of
repairing the Spin Bike. For Member’s own safety, Member is prohibited from operating a Spin Bike if any of the
following equipment is not in good working order: tires, brakes, lights and signals, or mirrors.
Members are responsible for all charges and costs incurred, and any damages, related to the Spin Bike from the
time a Member activates a Spin Bike until the Spin Bike is returned and ends trip on the App.
Member must notify Spin immediately in the event that the Spin Bike: malfunctions; is damaged; or is stolen.
Member is responsible for any violations, including but not limited to traffic violations incurred, including
fines for late payment and any processing fees, due to Member’s use of a Spin Bike.
Member agrees to pay for all violations incurred. Such violations must be reported to Spin as
soon as reasonably possible, but in any event, in advance of the deadline to respond to the notice of violation.
If Member fails to pay for any violations incurred, and Spin pays such violations, member agrees that Spin may
charge member’s payment method on record in accordance with the Terms.
20.18 Fees and Penalties
Leaving your Spin Bike unlocked: $20. If you forget to lock up your Spin Bike, we will charge you a $25 fee for
re-securing your Spin Bike.
Safety violations: $20.
If you carry a passenger, let someone else ride your Spin Bike, or use your Spin
bike in any other way that is unsafe to you or others, including moving violations while biking, we will charge
you a $20 fee and may limit your use of the service.
Stolen Spin Bike:
If your Spin Bike is stolen during your rental - after starting a trip and before ending
the trip on the App - and we are unable to recover the vehicle through our tracking technology or other means,
Spin may charge you $100. If your Spin Bike is stolen due to your actions, you may be liable for up to $200.