Terms of Service

These Terms of Service ("Terms") govern your access to and use of the PROOF platform, website, and related services operated by PROOF Verified Effort, Inc. ("PROOF," "we," "us," or "our"). By creating an account or using the Service, you agree to these Terms. If you do not agree, do not use the Service.

1. Definitions

• Service — the PROOF website (verifiedeffort.com), the PROOF application (proof.verifiedeffort.com), our APIs, and any related features we offer.
• Athlete — an individual who creates a PROOF account to track verified athletic effort and earn rewards from participating brands.
• Brand — an entity that creates a PROOF brand account to operate a verified-effort loyalty program for its customers.
• PROOF Miles (PM) — our effort-normalized internal unit, calculated from verified athletic activity using the PROOF Effort Index ("PEI").
• Brand Program — a brand's configured set of milestones, sport allowlist, welcome bonus rules, anniversary multiplier, challenges, and discount templates.
• Reward — a discount code or other benefit issued to an athlete by a brand on the PROOF platform, typically generated through the brand's Shopify integration.
• Connected Platform — a third-party fitness service (e.g., Strava; additional integrations planned) that an athlete authorizes PROOF to read activity data from.

2. Eligibility

You must be at least 16 years old to create a PROOF account. By creating an account you represent that you meet this age requirement and that the information you provide is accurate. Accounts are for individual athletes or for authorized representatives of a brand entity; you may not create an account on behalf of someone else without their authorization.

3. Accounts and Account Security

You are responsible for maintaining the confidentiality of your account credentials and for all activity that occurs under your account. Notify us at team@verifiedeffort.com immediately if you suspect unauthorized access. We may suspend or terminate accounts that show signs of compromise, fraud, or material breach of these Terms.

You may delete your account at any time through your account settings. Deletion is described in our Privacy Policy and removes your personal data within 30 days, subject to legal retention requirements.

4. Athletes — Connecting Fitness Platforms

To earn verified-effort rewards, you connect a fitness platform (currently Strava; additional integrations planned) through that platform's OAuth authorization flow. By connecting, you:

• Authorize PROOF to read activity data from the connected platform per the scope shown in the OAuth consent screen.
• Agree that the connected platform's own terms and privacy policy continue to govern your relationship with that platform.
• Acknowledge that you may revoke PROOF's access at any time through your PROOF account settings or directly through the connected platform's settings.

PROOF does not control, modify, or store data on the connected platform. We only read activity data as authorized by you and as permitted by each platform's API agreement.

5. Athletes — How Rewards Work

When you join a brand's program, your verified activity in the brand's allowlisted sports accrues PROOF Miles toward that brand. When you cross a brand-configured milestone, the brand's program issues a reward — typically a single-use discount code generated through the brand's Shopify store and locked to your account.

Important conditions:

• Rewards are issued by brands, not by PROOF. The brand sets the discount value, the eligible products, the expiration window, and any other restrictions.
• Discount codes are typically generated on first redemption attempt ("lazy generation") and are single-use, locked to your athlete account at the brand's Shopify store.
• PROOF Miles are an internal unit, have no cash value, are not transferable, and cannot be exchanged for currency. They do not constitute a financial instrument or security.
• Lifetime PROOF Miles are intended to persist across the network for as long as your account exists; however, we reserve the right to adjust, recompute, or remove PM credits that result from system errors, fraud, or duplicate activity recordings.

6. Athletes — Acceptable Use

You agree not to:

• Submit, fabricate, or upload activity data that does not reflect real physical effort by you, recorded by your fitness device or app.
• Use multiple devices to record the same physical activity in a way that causes double credit, or otherwise attempt to circumvent PROOF's fraud-screening gates.
• Use someone else's fitness account, share access to your PROOF account, or operate multiple PROOF accounts to gain rewards from a single brand.
• Reverse engineer, decompile, scrape, or attempt to extract source code from the Service.
• Use the Service to violate the terms of any connected platform or any brand's program rules.

We screen activities for fraud signals, including but not limited to: unrealistic speed for the sport, manually entered activities, overlapping multi-device recordings, and future-dated submissions. Activities that fail these checks do not credit and may result in account review.

7. Brands — Brand Accounts and Approval

Brand accounts are created via the brand sign-up flow and require PROOF approval before activation. Approval is at our discretion. Once approved, the brand may configure its program and open enrollment to athletes via its /join/ URL.

By creating a brand account, the individual creating the account represents that they are authorized to act on behalf of the brand entity and to bind the brand to these Terms. The brand entity is responsible for the conduct of all users with administrative access to its brand account.

8. Brands — Program Configuration and Responsibility

Brands are solely responsible for the configuration of their loyalty program, including:

• Milestone thresholds, reward values, and the Shopify price_rule_id templates that back each milestone.
• The sport allowlist, welcome bonus rules, anniversary multiplier, challenges, and reward expiry windows for the brand's program.
• The accuracy of any Shopify integration credentials, ESP webhook endpoints, or other third-party connections supplied to PROOF.
• Honoring discount codes generated by PROOF on the brand's behalf at the brand's Shopify store, subject to the restrictions configured in the brand's price_rule template.
• Compliance with applicable laws (consumer protection, advertising, tax) governing the brand's loyalty program and the rewards offered.

PROOF provides the infrastructure to verify athletic effort, accumulate brand-specific PROOF Miles, and trigger reward issuance. PROOF is not a party to the underlying transaction between the brand and the athlete and does not act as a merchant of record for the brand's products or discounts.

9. Brands — Athlete Data Provided to Brands

When an athlete joins a brand's program, the brand receives only the limited data described in our Privacy Policy §4.1 — tier, brand-specific PM, milestone status, and email for opted-in program communications. The brand does not receive raw GPS data, full activity history, or data from other brand programs the athlete has joined.

Brands agree to use athlete data only for the operation of the brand's loyalty program and to handle that data in compliance with applicable privacy laws (including CCPA, CPRA, and GDPR where applicable). Brands may not sell, rent, or transfer athlete data obtained through PROOF to any third party.

10. Pricing and Fees

The Service is currently in beta. Brand pricing tiers are listed on the marketing site for reference, but commercial billing terms for brand accounts are individually confirmed in writing during onboarding. We will give brands at least 30 days' notice before charging or changing fees on their account.

Athlete accounts are free. Athletes are not charged to use the Service or to receive rewards from connected brands.

11. Intellectual Property

The PROOF name, logo, the PROOF Effort Index, the PROOF Miles unit, and all non-user-generated content on the Service are the property of PROOF Verified Effort, Inc. and are protected by copyright, trademark, and other intellectual property laws. You may not use any of these marks or content without our prior written permission, except as required for the legitimate use of the Service (for example, a brand referring to its participation in PROOF in its own marketing materials).

Athletes retain ownership of their original fitness activity data. By using the Service, you grant PROOF a non-exclusive, worldwide, royalty-free license to process that data as necessary to operate the Service and as described in our Privacy Policy.

12. Service Availability and Changes

We aim to keep the Service available continuously but do not guarantee uninterrupted availability. We may perform scheduled maintenance, deploy updates, or experience unplanned downtime. We may also add, modify, or remove features at any time. We will give brands and athletes reasonable notice of material changes that affect their use of the Service.

13. Suspension and Termination

You may terminate your account at any time. We may suspend or terminate your account without prior notice if we reasonably believe you have:

• Violated these Terms or any applicable law
• Submitted fraudulent activity data or attempted to circumvent fraud gates
• Misused brand or athlete data obtained through the Service
• Compromised the security or operation of the Service

Upon termination, your right to use the Service ends immediately. Sections 11 (Intellectual Property), 14 (Disclaimer), 15 (Limitation of Liability), 16 (Indemnification), 17 (Governing Law), and 18 (Dispute Resolution) survive termination.

14. Disclaimer of Warranties

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, PROOF DISCLAIMS ALL WARRANTIES, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. PROOF DOES NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE, OR FREE OF HARMFUL COMPONENTS, OR THAT VERIFIED EFFORT CALCULATIONS, REWARD ISSUANCE, OR DATA TRANSMISSION TO BRANDS OR FITNESS PLATFORMS WILL BE ACCURATE OR TIMELY IN EVERY INSTANCE.

15. Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY LAW, PROOF AND ITS OFFICERS, EMPLOYEES, AGENTS, AND AFFILIATES SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUES, DATA, BUSINESS, OR GOODWILL, ARISING FROM OR RELATED TO YOUR USE OF THE SERVICE.

PROOF'S TOTAL CUMULATIVE LIABILITY ARISING FROM OR RELATED TO THESE TERMS OR THE SERVICE SHALL NOT EXCEED THE GREATER OF (a) THE AMOUNTS PAID BY YOU TO PROOF IN THE TWELVE MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR (b) ONE HUNDRED U.S. DOLLARS ($100).

Some jurisdictions do not allow the exclusion or limitation of certain damages; in such jurisdictions, our liability is limited to the maximum extent permitted by law.

16. Indemnification

You agree to indemnify, defend, and hold harmless PROOF and its officers, employees, and agents from any claims, damages, liabilities, costs, or expenses (including reasonable attorneys' fees) arising from your use of the Service, your violation of these Terms, your violation of any third-party right (including any connected platform or brand program rules), or — for brands — claims arising from the operation of your loyalty program.

17. Governing Law

These Terms are governed by the laws of the State of California, United States, without regard to its conflict of laws principles. The federal and state courts located in San Francisco County, California shall have exclusive jurisdiction over any dispute arising from these Terms or your use of the Service, except as provided in Section 18.

18. Dispute Resolution

Before filing any legal action, you agree to first contact us at team@verifiedeffort.com to attempt informal resolution. Most disputes can be resolved through good-faith communication.

If informal resolution fails, any dispute, claim, or controversy arising out of or relating to these Terms or the Service shall be resolved through binding individual arbitration administered by the American Arbitration Association ("AAA") under its Commercial Arbitration Rules, in San Francisco, California. Each party shall bear its own attorneys' fees and costs unless the arbitrator awards them otherwise. THE PARTIES WAIVE ANY RIGHT TO PARTICIPATE IN A CLASS ACTION.

Notwithstanding the above, either party may bring an individual action in small claims court for disputes within that court's jurisdiction, and either party may seek injunctive relief in court for misuse of intellectual property.

19. Changes to These Terms

We may update these Terms from time to time. If we make material changes, we will notify you by email or by posting a notice on the Service prior to the change becoming effective. The "Effective date" at the top of this page indicates when the Terms were last revised. Your continued use of the Service after changes are posted constitutes your acceptance of the updated Terms.

20. Miscellaneous

These Terms, together with our Privacy Policy, constitute the entire agreement between you and PROOF concerning the Service. If any provision is held unenforceable, the remaining provisions remain in full force. Our failure to enforce any right or provision is not a waiver of that right or provision. You may not assign or transfer these Terms or your account without our prior written consent; we may assign them in connection with a merger, acquisition, or sale of assets.

21. Contact Us

Questions about these Terms? Contact us at:

PROOF Verified Effort, Inc.
Email: team@verifiedeffort.com

These Terms are designed to comply with applicable U.S. consumer-protection, intellectual-property, and electronic-contracting laws, and to operate alongside the Strava API Agreement that governs PROOF's connected-platform integration.