TERMS OF USE

Last Updated: April 2021

Please read these Terms Of Use (the "Terms") carefully before clicking the "I agree" button and accessing the SHIMANO CONNECT Lab(the "App").

By clicking the "I agree" button you acknowledge that you have read the Terms and agree to be bound by their provisions. If you want to retain a copy of these Terms, please visit https://bike.shimano.com/en-US/shimanoconnect/lab/termsofuse.html and save or print them.

IF YOU DO NOT AGREE TO THESE TERMS IN THEIR ENTIRETY YOU SHOULD NOT ACCESS OR USE THE APP OR ANY PART THEREOF.

1.Ownership of the Software

The App is licensed, not sold or transferred to you by Shimano Inc. ("Shimano", "we", "our" or "us"). All ownership rights, including copyrights, patents, trademarks and any other rights and interests in the App, its software or any of its copies remain solely with Shimano or its licensors.

2.Scope of License

2.1Subject to your acceptance of the Terms, Shimano grants you a revocable, non-exclusive, non-transferable, limited license to use the App solely for your personal, non-commercial purposes, strictly in accordance with the provisions of these Terms for the duration of the agreement. You will only use the App in a manner that complies with all applicable laws in the jurisdiction in which you use the App.

2.2You may not distribute or make the App available over a network. You may not transfer, rent, lease, lend, redistribute, or sublicense or otherwise allow any other third party to use the App. You may not decompile reverse-engineer, disassemble, adapt, decompose or otherwise attempt to derive the source code of, modify, or create derivative works of the App in whole or in part, or allow any third party to do any of the foregoing, except where allowed by mandatory provisions of applicable law.

2.3You may not remove or hide any references or notices to Shimano's patents, trademarks or copyrights from the App. The Shimano name, and all trademarks and logos displayed on the App are owned or used under license by us. The unauthorized use of any trademark displayed on the App is strictly prohibited.

3.Your responsibilities and assumption of risk

3.1You warrant that you are at least of 16 (sixteen) years of age. If you are under the legal age of majority in your jurisdiction, then you must review these Terms with your parent or guardian and they must understand and agree to these Terms in order for you to use the App. If you, or your parent or guardian, do not agree to these Terms in their entirety, then you must not access or use the App, or any part thereof.

3.2You bear the entire risk as to damages and the quality and performance of the App. You assume the risk as to any hardware, software, data or any other item as a result of the using of the App, including but not limited to costs of any repairs or replacement of any item or services. You assume the responsibility for the correct installation, use and results obtained from the App, including any user-generated-content on the App.

3.3The functionalities and features of the App may allow you to submit content, such as photographs, videos or comments, including associated metadata. If you choose to submit content, you warrant that you have the necessary license, right or permission to use the content. You are solely responsible for your submitted content and any consequences of posting or publishing them. By submitting the content to the App, you grant Shimano a non-revocable, perpetual, non-exclusive, royalty-free, transferable, worldwide license to use, copy, transmit, distribute, modify, create derivative works, adapt, delete, sublicense, combine with other ideas or works, publish, translate, publicly perform and publicly display said content, in whole or in part, in any format or medium, for any commercial purpose including the provision of the features and functionalities of the App.

3.4You are responsible for keeping your App account information and password secret, and for any activity that occurs under your account, including unauthorized activity. You agree to notify us immediately of any unauthorized use of your account or password.

3.5You agree that you will not submit any content which includes or relates to the following:

  • Content that violates data protection laws;
  • Content that is hateful, abusive, offensive or harassing, in particular any threats or insults based on sexual orientation, race, gender, ethnicity, disability or religion;
  • Content containing violence or pornography, sexual harassment or requests;
  • Virus, spywares, malwares, worms or any other files intended or capable of damaging communications equipment hardware or software; or
  • Any other illegal content.

3.6You may not assign any or all of your obligation or rights under these Terms.

3.7You shall indemnify Shimano, its affiliates or its subsidiaries or their directors, officers or employees, suppliers, agents and service providers against any failure by you to observe the provisions of the Terms and for all losses, damages and all reasonable expenses and costs, including legal fees, incurred by Shimano or them in third party claims arising out of the breach of your obligations under the provisions of these Terms.

3.8You agree that Shimano may receive, collect, store and use information in the course of the registration and during the use of the App. Shimano will handle such information in compliance with applicable privacy and data protection laws, as well as Shimano’s Data Protection Notice (as the same may be amended from time to time) .

4.No warranties by Shimano

4.1To the extent permitted by applicable laws and regulations, the App is provided to you on an "AS-IS" basis, and SHIMANO EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES, EXPRESS OR IMPLIED, WITH RESPECT TO THE APP, INCLUDING ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND OF NON-INFRINGEMENT OF THIRD PARTIES’ RIGHTS. No warranty is given that the App is error-free, fully secure, or that its use will be uninterrupted or that it will be without bugs or viruses or work in connection with any other software.

4.2To the extent permitted by laws and regulations, in no event shall Shimano, its affiliates or its subsidiaries or their directors, officers or employees be directly or indirectly liable in any manner to you or to any other party for any inaccuracy, mistake or defect in the contents to be obtained by you using the App. Shimano does not warrant, endorse or guarantee any product or service offered by a third-party through the App or any hyperlinked website or app.

4.3Use of the App requires that you supply a compatible device, internet access and may require obtaining updates or upgrades from time to time. Not all features or services will be available in all markets and coverage may be limited. Availability of features is subject to change. The App may be unavailable or interrupted from time to time for a variety of reasons, such as data plan coverage or during maintenance breaks and other times.

4.4Shimano makes no warranty with respect to any use of the App under the circumstances under which defects in the App may cause directly death, injury or physical damages.

5.Limited liability

5.1Shimano shall not be liable for any damages resulting from the use or inability to use the App, regardless of whether Shimano has been advised of the possibility of such damages or where such damages are foreseeable, whether in tort (including without limitation negligence) contract or otherwise, nor for damages arising from special circumstances, business interruption, loss of data, loss of profits, loss of business opportunity or savings, punitive, incidental, special, indirect or consequential damages whatsoever.

5.2Shimano's liability to you arising out of or relating to this license, the App or your use of it or inability to use it shall not exceed the amount of USD$100 (one hundred U.S. dollars).

5.3Nothing in these Terms shall be deemed to limit or exclude Shimano's liability for:

a
Death or personal injury caused by Shimano's gross negligence;
b
Fraud or fraudulent misrepresentation;
c
Willful misconduct or
d
Any other liability which may not be limited or excluded by law.

5.4You acknowledge and agree that your app store provider has no liability, responsibility or obligation to you, including with respect to the investigation, defense, settlement or discharge of a third party’s intellectual property infringement claim.

6.Term and Termination

6.1These Terms are effective from the moment of its acceptance until terminated by you or Shimano.

6.2You can terminate the agreement based on these Terms by ceasing all use of the App and deleting it. Shimano can terminate the agreement based on these Terms after prior 30(thirty) days' written notice.

6.3The agreement based on these Terms will terminate automatically after prior written notice by Shimano if you fail to comply with any provision herein.

6.4Upon termination, you shall cease all use of the App and delete all copies from your mobile device(s) or desktop.

6.5Those provisions that by their nature are intended to survive termination of the agreement based on these Terms, including in particular clauses 1, 2, 4, 5, 6.4, 13 and 14 will survive the termination of the agreement based on these Terms.

7.Third party websites and services

The App may allow you to connect with third party websites and/or use third party services. Please note that the use of those websites and services is governed by the terms of use of the respective website operators or service provider and is therefore out of the scope of these Terms and our responsibility. By clicking on links, you expressly relieve us from any and all liability arising from your use of any third party services, or from the content of any third party service. The use of Google Maps in the App is governed by Google's then-current Google Maps/Google Earth Additional Terms of Service at https://maps.google.com/help/terms_maps.html and Google's Privacy Policy available at https://www.google.com/policies/privacy/. We are not responsible for any data provided by Google or any other third parties or your reliance upon the same.

8.Amendments to these Terms

8.1Shimano reserves the right to modify, replace or update these Terms at any time for reasonable grounds. If a revision is material, Shimano will provide reasonable period notice prior to any new provisions taking effect. The necessary notice will be given in an appropriate manner either via the App or by any other reasonable means.

8.2By continuing to use the App, you agree to the changed Terms and to be bound by them. If you do not agree to the changes or modification of these Terms, then you must immediately stop using the App.

9.Notice

Any notice, request, direction, form or other communication to you from Shimano or from you to Shimano under these Terms shall be given in writing to the intended recipient, in your case, at the e-mail address you specified when you installed and/or registered the App, and if sent to Shimano, to:

Shimano INC.,

3-77 Oimatsu-cho, Sakai-ku, Sakai-City,

Osaka, Japan

10.Severability clause

If any provision of these Terms is held to be unenforceable or invalid, such provision will be interpreted to accomplish the objectives intended by it to the greatest extent possible under applicable law. In the event that such an interpretation is not possible, the provision will be deemed not applicable, whereas the remaining provisions will continue in full force and effect, provided that the non-applicable provision is not of material importance for your or Shimano's rights and benefits.

11.Entire Terms

These Terms constitute the entire agreement between you and Shimano with respect to the subject hereof, and any prior agreement, whether oral or written, with respect to the subject hereof shall be null and void.

12.Obligations related to export regulations laws

If you export and use the software from the country in which you were granted a license of the software, you shall comply with any applicable export or import related laws and regulations.

13.Governing law and jurisdiction

13.1These Terms, including their validity, interpretation and enforceability, and the relationship between Shimano and you shall be governed by the laws of Japan, excluding (i) its conflicts of law provisions and (ii) the United Nations Convention on Contracts for the International Sale of Goods.

13.2All disputes shall be settled by the Osaka District Court in Japan.

13.3Shimano is neither obliged nor willing to participate in dispute settlement proceedings before a consumer mediation body.

14.Further rights

Any right which has not been allocated in this Terms is reserved to Shimano.

15.The English language shall be the controlling language of these Terms. Any translation of these Terms is provided in order to comply with local requirements, and in the event of conflict or inconsistency between the English version and such translation, the English version shall prevail.