Terms of Service

Last Updated: 21th April, 2017

The following terms and conditions (the “Agreement”) govern all use of the STEPS.Lifemobile app (“Application”), website, mailbox, and the products and services weoffer (collectively, the “Service”). The Service is provided to you by STEPSLIFE, S.L. with registered address at C/. Bobines 48, 08190 Sant Cugat DelVallès, Barcelona, Spain with Company Tax number B-66902487, in the Barcelona CommercialRegistry Volume 44671, Sheet 81, Page 4955399, Inscription 1 (“We/us” or“StepsLife”). The Service is subject to your acceptance of all of the terms andconditions contained herein. This Agreement includes the provisions in thisdocument, as well as those in the Privacy Policy. Please read themcarefully.

BY USING ORACCESSING ANY PART OF THE SERVICE, YOU ACCEPT AND AGREE TO BE BOUND BY THISAGREEMENT AND ALL INCORPORATED TERMS AND CONDITIONS.

We reservethe right to modify or replace any of the terms or conditions of this Agreementat any time. You will then be notified of such changes by email, accountnotification, or a notice posted on the Service. Your continued use of theService following the notification of any changes to this Agreement constitutesacceptance of those changes. If you do not agree, you may close your account,which will terminate this Agreement.

You represent and warrant that: (a) you are of legal age to form a bindingcontract, and (b) you have legal rights as a parent or guardian of any childthat you are recording and (c) if the child is 14 years old or more, you haveinformed the child that you are making recordings / pictures and storing theserecordings on the Service, and have his/her consent for this.

1 SCOPE OFSERVICE

StepsLifeprovides a platform and App where parents may capture and preserve specialmoments in their child’s life and an email account for the child for receivingContent. The Service is operated through a mobile app. For the child, theService is essentially a private time capsule that will help them relive someof the most important moments of their younger lives – life events that trulydefine us.

The Serviceis not an open social network but a closed platform, that allows users byinvitation only. Access to the Service is managed by parents and guardians(“Account Administrators’) on behalf of their children.  AccountAdministrators may invite other users, such as friends or relatives (“InvitedUsers”), to connect to their Child’s StepsLife account, so that they can sharetheir memories of the child. These Invited Users are then able to view, receiveand send messages, audio files, videos, images and other content from the Appor by email to the child’s StepsLife email account.

Account Registration

As an Account Administrator or other user of the Service,you will be required to sign up for a StepsLife account, and select a password,user name (“StepsLife User ID”), and an e-mail account for the child, andindicate his/her gender. You promise to provide us with accurate, complete, andupdated registration information about yourself and your child. You may notselect as your StepsLife User ID a name that you don’t have the right to use,or another person’s name with the intent to impersonate that person. You maynot transfer your account to anyone else without our prior written permission.

You willonly use the Service for your own personal, non-commercial use, and not onbehalf of or for the benefit of any third party (other than your child), andonly in a manner that complies with these Terms and all laws that apply to you.If your use of the Service is prohibited by applicable laws, then you are notauthorized to use the Service. We cannot and will not be responsible for yourusing the Service in a way that breaks the law.

You willnot share your StepsLife User ID or password with anyone, and you must protectthe security of your StepsLife User ID and password. You are responsible forany activity associated with your account.

2 RESTRICTIONS

You shallnot, nor permit anyone else to, directly or indirectly: (i) reverseengineer, disassemble, decompile or otherwise attempt to discover the sourcecode or underlying algorithms of all or any part of the Service (except thatthis restriction shall not apply to the limited extent restrictions on reverseengineering are prohibited by applicable local law); (ii) modify or createderivatives of any part of the Service; (iii) rent, lease, or use the Servicefor any direct commercial purpose (such as charging other users to engage withthe Service in any manner); (iv) remove or obscure any proprietary notices onthe Service; (v) use the Service for any unlawful purpose; (vi) access any partof the Service in a manner not explicitly permitted by these terms; (vii) sendunwanted messages or emails (i.e.,“spam”) to StepsLife’s users orotherwise through the Service; (viii) use domain names or web URLs of StepLifein your username without our prior written consent; (ix) interfere or disruptthe Service in any way; or (x) access the Service via any automated means includingwithout limitation scripts, bots, spiders, crawlers, or scrapers.

Using ourService does not give you ownership of any intellectual property rights in ourService or any third party content you access. You may not use third partycontent from our Service unless you obtain permission from its owner or areotherwise permitted by law. This Agreement does not grant you the right to useany branding or logos used in our Service. Do not remove, obscure, or alter anylegal notices displayed in or along with our Service.

In theevent you submit any information to the Service (such as during theregistration process), you represent and warrant that you have full right andauthority to do so – and that such information is complete and accurate. Youare responsible for all activity that occurs on your Service account (pleasenever share your log-in details with anyone).

3 USERCONTENT

Our Serviceallows users to upload, submit, store, send or receive content (your“Content”).  You retain ownership of any intellectual property rights thatyou hold in your Content, but by using the Service, you grant us the followingright and license:

When youupload, submit, store, send or receive Content to or through our Service, yougrant StepsLife (and those companies we work with) a worldwide license to host,store, reproduce, modify (to reformat or adapt and only so that your Contentworks better with our Service), communicate, publish, publicly display anddistribute such Content only through our Service to you and your Invited Users.The rights you grant in this license are for the limited purpose of operatingand improving our Service, and to develop new features.  This licenseterminates if and when you terminate your account.  We may offer you waysto access and remove content from an active StepsLife account, but cannotguarantee that you will always have the ability to do so. Make sure you havethe necessary rights to grant us this license for any content that you submitto our Service.

Except asmentioned below, the above license granted by you for your Content shallterminate within a commercially reasonable time after you delete or remove anyContent from the Service.

Notwithstandingthe foregoing, you understand and agree that your Content may be stored (includingin any third party cloud storage services) in our backup procedures and will bedeleted within a reasonable time from termination of your account. In addition,your Content posted to another user’s StepLife account may remain viewableelsewhere in that other account to the extent that they were copied or storedby other users. In addition, your Content may be downloaded or saved by otherInvited Users authorised to access this Content - e.g. your Content that yousend in a text message to a friend - may be retained by the recipient users tothe extent so downloaded.

If youprovide us (in a direct email or otherwise) with any feedback, suggestions,improvements, enhancements, and/or feature requests relating to the Service(“Feedback”), then you grant StepsLife a worldwide, non-exclusive,royalty-free, sublicenseable and transferable license to use, reproduce,distribute and otherwise fully exploit such Feedback for any purpose.

Youunderstand and agree that StepsLife, in performing the required technical stepsto provide the Service to our users (including you), may need to make changesto your Content to conform and adapt such content to the technical and legalrequirements of connection networks, devices, services, or media, and theforegoing licenses include the rights to do so.

Inconnection with your Content, you affirm, represent, and warrant that (and thatyou can and will demonstrate to StepsLife full satisfaction upon its requestthat): (i) You have all necessary rights, licenses, consents (including fromany child who is 14 or older) and waivers to grant all of the rights andlicenses you grant above, (ii) your Content does not violate any laws orregulations, and (iii) your Content does not infringe or otherwise violate anythird party rights (including, without limitation, intellectual propertyrights, and the rights of publicity and privacy).

4 USERCONTENT RESTRICTIONS

You mustnot submit any content that is in violation of these terms or our Community Guidelines.

You aresolely responsible for your Content and the consequences of posting, publishingor sharing. You agree that StepsLife has no liability with respect to any ofyour Content, and you irrevocably release StepsLife and its officers anddirectors, employees, agents, representatives and affiliates, from any and allliability arising out of or relating to any and all such Content.

StepsLifereserves the right at any time and at its discretion to decide whether yourContent is inappropriate or violates this Agreement (including our CommunityGuidelines). We do not monitor any Content on a regular basis, however we maymake spot checks and also review Content if it is reported. StepsLife mayremove any of your Content at any time – especially but not limited if there isa violation of the Community Guidelines, this Agreement, orany related agreement – with or without prior notice, however we will informyou subsequently of any reported or removed Content.

Unlessotherwise indicated in the subscription fees, your Content is limited to 20GBof data.

5 GENERALCONTENT

You agreethat the Service contains information and other content specifically providedby StepsLife or its partners or suppliers and that such content is protected bycopyrights, trademarks, service marks, patents, trade secrets or otherproprietary rights and laws. For example, StepsLife, the StepsLife logos andany other product or service name or slogan contained in the Service aretrademarks of StepsLife or its partners or suppliers. Except as expresslyauthorized by StepsLife in writing, you shall not sell, license, rent, modify,distribute, copy, reproduce, transmit, publicly display, publicly perform,publish, adapt, edit or create derivative works from such content. Reproducing,copying or distributing any such content, including any materials or designelements on the Service, for any purpose is strictly prohibited other than asexpressly authorized in this Agreement or without the express prior writtenpermission of StepsLife. Any authorized use of such content must be inaccordance with any guidelines that StepsLife may provide you from time totime.

6 FEES

StepsLifeoffers up to 1GB of storage for the entire duration of your StepsLife account.If you require more storage, you may subscribe to the Service with your creditcard, subject to the yearly fees as stated on our website www.steps.life, which may be subjectto change from time to time.

Prices arestated with/without VAT or sales tax, as indicated on the webpage. Full detailsof the arrangements for payment, delivery, performance of the services as wellas applicable VAT are set out at http://steps.life/#pricing

Allpayments are processed through third party providers as set out in our PrivacyPolicy.

As theservice is delivered electronically from the moment of account registration,advance fees are not refundable and you have no statutory right of withdrawal.However, you may terminate your account thereafter at any time, but with norefund.

7 YOUR INFORMATION

You mustprovide current, complete and accurate information for your billing account.You must promptly notify us or our payment processor if your payment method iscanceled (e.g., for loss or theft) or if you become aware of a potential breachof security, such as the unauthorized disclosure or use of your name. Youauthorize us to make periodic payments by debit from your payment method(credit card, etc.) in accordance with your subscription until you terminateyour account or otherwise inform us that the payment method is no longer valid.

8 WARRANTYDISCLAIMER

We will usereasonable efforts to provide the Service diligently and professionally. Exceptas expressly indicated and to the maximum extent permitted by applicable law,the service is provided on an “as is” basis, without warranties of any kind,either express or implied, including, without limitation, implied warranties ofmerchantability, fitness for a particular purpose or non- infringement.Stepslife and its licensors make no warranty that (i) the Service is free ofviruses or other harmful components, or (ii) the results of using the Servicewill meet your expectations. In addition, Stepslife and its licensors make nowarranties with respect to any user content. You access, engage with, downloadand use user content at your own risk. The foregoing disclaimer shall not applyto the extent prohibited by applicable law. Stepslife makes no representationor warranties with respect to any third party products or services availablethrough, or advertised on, the service.

9 LIMITATION OF LIABILITY

To themaximum extent permitted by applicable law, in no event shall Stepslife, itsofficers, directors, employees, agents, or licensors be liable under contract,tort, strict liability, negligence or any other legal theory with respect tothe Service or any other subject matter of this agreement for any direct orindirect or consequential loss, including without limitation, damages, loss ofreputation, equipment failures or other damage or loss, arising out of orrelating in any way to (i) the use or the inability to use the App andServices; (ii) reliance placed by you on the completeness, accuracy orexistence of any of the Services (iii) any changes which we may make to theServices, or for any permanent or temporary cessation in the provision of theServices (iv) unauthorised access to or alteration of your data or failure tokeep your password or account details secure and confidential; (v) the deletionof, corruption of, or failure to store, any your content and othercommunications data maintained or transmitted by or through your use of theServices; (vi) any errors in any content or for any loss or damage of any kindincurred as a result of your use of any Content posted, emailed, transmitted,or otherwise made available via the Service; or (vii) statements or conduct ofany third party on the Service.

Ouraggregate liability arising out of this statement or StepLife will not exceedthe greater of one hundred euros (€100) or, in the event of total loss of yourContent, the total amounts paid by you to us in the previous year of Service.Applicable law may not allow the limitation or exclusion of liability orincidental or consequential damages, so the above limitation or exclusion maynot apply to you. In such cases, our liability will be limited to the fullestextent permitted by applicable law.

Inaddition, StepsLife shall have no responsibility or liability with respect toany user content. The foregoing limitations shall not apply to any grossnegligence or intentional misconduct by StepsLife and to the extent prohibitedby applicable law. StepsLife has no liability in connection with any thirdparty products or service available through, or advertised on, the service(such as, Google’s cloud services or third party product promotions).

10 INDEMNITY

Each partyshall indemnify and hold harmless the other, and any affiliates, partners, andtheir partners, employees, contractors, directors, suppliers andrepresentatives from all liabilities, losses, damages, claims, and expenses,including reasonable attorneys' fees, that arise from or in connection with (i)its breach of this Agreement, (ii) any content (including, without limitation,with respect to the violation of any third party intellectual property rights,or rights of privacy or publicity) or (ii) any disputes or other issues it hasor may have with any other StepsLife users. The indemnifying party reserves theright to assume the exclusive defense and control of any matter otherwise subjectto indemnification hereunder, in which event the other party will fully assistand cooperate with the indemnifying party in asserting any available defenses.

11 THIRDPARTY WEBSITES AND ADVERTISING

The Servicemay contain links or connections to third party websites or services that arenot owned or controlled by StepsLife. When you access third party websites oruse third party services, you accept that there are risks in doing so, and thatStepsLife is not responsible for such risks. We encourage you to be aware whenyou leave the Service and to read the terms and conditions and privacy policyof each third party website or service that you visit or utilize.

StepsLifehas no control over, and assumes no responsibility for, the content, accuracy,privacy policies, or practices of or opinions expressed in any third partywebsites or by any third party that you interact with through the Service. Inaddition, StepsLife will not and cannot monitor, verify, censor or edit thecontent of any third party site or service. By using the Service, you releaseand hold us harmless from any and all liability arising from your use of anythird party website or service.

Yourinteractions with organizations and/or individuals found on or through theService, including payment and delivery of goods or services, and any otherterms, conditions, warranties or representations associated with such dealings,are solely between you and such organizations and/or individuals. You shouldmake whatever investigation you feel necessary or appropriate before proceedingwith any online or offline transaction with any of these third parties. Youagree that StepsLife shall not be responsible or liable for any loss or damageof any sort incurred as the result of any such dealings.

12 TERM ANDTERMINATION

The term ofthis Agreement shall commence upon registration and creation of your StepsLifeAccount and shall continue for one (1) year. The term shall renew automaticallyfor one-year periods, until termination of this Agreement by either party, forany reason.

If you wantto terminate this Agreement, you must cancel your Service account. You cancancel your account at any time by selecting the ‘delete this StepsLifeAccount’ on your profile page within the Application. If you do not have anaccount, you can terminate this Agreement by ceasing to use the Service. Forvoluntary termination in this manner, no fees are refundable.

In theevent of termination without cause by StepsLife, you may retrieve your contentfor a period of 30 days and will be refunded proportionally to the remainingtime of your subscription (credit card refund).

StepsLifemay terminate or suspend your access to the Service for materially violatingthis Agreement and will provide you notice of the breach of this Agreement andits intention to terminate.  You will have the right to retrieve yourcontent for a period of 30 days, but have no rights of any refund.  Afterthat 30-day period, your account and content will be deleted and you may nolonger access (or attempt to access) the Service without signing up for a newaccount.  All provisions of this Agreement which by their nature shouldsurvive termination shall survive termination, including, without limitation,all warranty disclaimers, limitations of liability and disputes resolutions provisions.

13 PRIVACY

StepsLifetakes the privacy of its users very seriously. We urge you to review our Privacy Policy which is part ofthese Terms. If you have any questions or concerns about how we use yourpersonal information – the answers should be in the policy. If not, the policycontains our contact information – so you can reach out to us with inquiries.

14 COPYRIGHTPOLICY / Other Rights

We respectthe intellectual property rights of others and expect users of the Service todo the same.  We will respond to notices of alleged copyright infringementthat comply with applicable law and are properly provided to us.

If youbelieve that your content has been copied in a way that constitutes copyrightinfringement or an infringement of any other third party rights, please provideus at help@steps.life with thefollowing information: (i) a physical or electronic signature of the copyrightowner or a person authorized to act on their behalf, or the person whose rightsare otherwise breached; (ii) identification of the material that is claimed tobe infringing or to be the subject of infringing activity and that is to beremoved or access to which is to be disabled, and information reasonablysufficient to permit us to locate the material; (iii) identification of thethird party work or rights claimed to have been infringed; (iv) your contactinformation, including your address, telephone number, and an email address;(v) a statement by you that you have a good faith belief that use of thematerial in the manner complained of is not authorized by the copyright owneror other rightsholder or the law; and (vi) a statement that the information inthe notification is accurate, and, under penalty of perjury, that you are thecopyright owner/rightsholder or that you are authorized to act on their behalf.

You mayalso contact us at:

STEPSLIFE S.L.

CarrerVallespir 19, 4-1

08173Sant Cugat del Valles (Barcelona)

SPAIN

Att:Abuse Report

We reservethe right to remove content alleged to be infringing or otherwise illegalwithout prior notice and at our sole discretion. In appropriate circumstances,we will also terminate a user's account if the user is determined to be arepeat infringer.

15 APPLEDEVICE TERMS

In theevent you are using the StepsLife mobile application (“App”) in connection witha device provided by Apple, Inc. (“Apple”), these Terms incorporate andsupplement the Apple, Inc. (“Apple”) Terms and Conditions (available at http://www.apple.com/legal/itunes/us/terms.html#service),including without limitation the Licensed Application End User Agreementtherein (“Apple Terms”).  The Apple Terms incorporate and supplement our Privacy Policy.

Should anyprovisions in the terms, conditions, or other policies listed above conflictwith these Terms, these Terms will control, solely to the extent suchprovisions apply to the Application.

The following shall apply:

Youacknowledge and agree that StepsLife, and not Apple, is responsible foraddressing any claims you or any third party may have in relation to theApp.  You further acknowledge and agree that, in the event of any thirdparty claim that the App or your possession and use of the App infringes thatthird party’s intellectual property rights, StepsLife, and not Apple, will beresponsible for the investigation, defense, settlement or discharge of any suchinfringement claim.

Weacknowledge and agree that, in your use of the App, you will comply with anyapplicable third party terms of agreement, which may affect or be affected bysuch use. We acknowledge and agree that Apple and Apple’s subsidiaries arethird party beneficiaries of this Agreement, and that upon your acceptance ofthis Agreement, Apple will have the right (and will be deemed to have acceptedthe right) to enforce this Agreement against you as the third party beneficiaryhereof.

16 DISPUTERESOLUTION

InformalMediation. Ideally, if you have any concerns or complaint againstStepsLife, we would like to resolve the issue without resorting to formal courtor arbitration proceedings. Therefore, before filing a claim against StepsLife,you agree to try to resolve the dispute informally by contacting help@steps.life. StepsLife willattempt to resolve the dispute informally (and will contact you via email). Ifa dispute is not resolved within 15 days of submission, you may bring a formalproceeding.

Please notethat the European Commission provides an online dispute resolution platform forEuropean consumers available here: http://ec.europa.eu/consumers/odr/.

ThisAgreement shall be governed by the laws of Spain, without giving effect to theconflicts of law provisions thereof or the United Nations Convention onContracts for the International Sale of Goods. The parties expressly agree thatany conflict which may arise in relation to the interpretation or performanceof this Agreement will be submitted exclusively to the ordinary courts ofBarcelona, Spain, without prejudice to any other jurisdiction or court to whichyou, as consumer may be entitled to submit such conflict.

17 GENERAL

The failure of either party to exercise in any respect any right provided for herein shall not be deemed a waiver of any further rights hereunder. StepsLife shall not be liable for any failure to perform its obligations hereunder where such failure results from any cause beyond StepsLife reasonable control, including, without limitation, mechanical, electronic or communications failure or degradation. If any provision of this Agreement is found to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary so that this Agreement shall otherwise remain in full force and effect and enforceable. This Agreement is not assignable, transferable or sublicensable by you except with StepsLife prior written consent. StepsLife may transfer, assign or delegate this Agreement and its rights and obligations upon notice to Users, and provided the assignee guarantees to the Users to respect the provisions of this Agreement (or substantially similar provisions that do not prejudice or diminish the Users’ rights hereunder).

Both parties agree that this Agreement is the complete and exclusive statement of the mutual understanding of the parties and supersedes and cancels all previous written and oral agreements, communications and other understandings relating to the subject matter of this Agreement, and that all modifications must be in a writing signed by both parties, except as otherwise provided herein. No agency, partnership, joint venture, or employment is created as a result of this Agreement.

The Service utilizes Google Cloud Platform; servers are located in West Europe.

Contact:

If you have any concerns regarding this Agreement, please contact us at help@steps.life.