Beckons App End User License Agreement
This
MTELLI LLC Beckons Application End User License Agreement (ÒAgreementÓ) sets
forth a legally binding agreement between you and MTELLI LLC (ÒCompanyÓ)
for the Beckons Mobile Application.
This
Agreement constitutes a binding agreement between you and Company, and is
accepted by you upon your use of the Application (defined below). Please read
this Agreement carefully before using the Application. If you do not agree to
the terms contained in this Agreement, then you may not use the Application.
Your use of the Application constitutes your acknowledgement that you have the
legal authority to bind yourself or any party you represent to, and your
acceptance of, this Agreement. You acknowledge that you have read and agree to
be bound by this Agreement and to comply with all applicable laws, regulations
and/or rules with regard to your use of the Application.
You
represent and warrant that (a) you are not located in a country that is subject
to a U.S. Government embargo, or that has been designated by the U.S.
Government as a Òterrorist supportingÓ country and (b) you are not listed on
any U.S. Government Òwatch listÓ of prohibited or restricted parties, including
the Specially Designated Nationals list published by the Office of Foreign
Assets Control of the U.S. Treasury or the Denied Persons List published by the
U.S. Department of Commerce.
From
time to time we may update this Application and this Agreement. Your use of
this Application after we post any changes to this Agreement constitutes your
agreement to those changes. You agree to review this Agreement periodically to
ensure that you are familiar with the most recent version. Company may, in its
sole discretion, and at any time, discontinue this Application or any part
thereof, with or without notice, or may prevent your use of this Application
with or without notice to you. You agree that you do not have any rights in
this Application and Company will have no liability to you if this Application
is discontinued or your ability to access the Application is terminated.
YOU
MAY NOT USE THE APPLICATION FOR ANY PURPOSE THAT IS UNLAWFUL OR PROHIBITED BY
THIS AGREEMENT. YOUR ACCESS TO THE APPLICATION MAY BE TERMINATED IMMEDIATELY IN
COMPANYÕS SOLE DISCRETION, WITH OR WITHOUT NOTICE, IF YOU FAIL TO COMPLY WITH
ANY PROVISIONS OF THIS AGREEMENT AND/OR ADDITIONAL TERMS, OR FOR ANY OTHER
REASON, OR NO REASON.
Term;
Termination of Rights
This
Agreement is effective until terminated. Your rights under this Agreement will
terminate automatically without notice from Company if you fail to comply with
any term(s) of this Agreement. Upon the termination of this Agreement for any
reason, you shall cease all use of the Application. Provisions of this Agreement which by their terms or nature survive termination
shall survive, including all disclaimers and limitations of liability.
Definitions
Application.
ÒApplicationÓ means the Beckons Mobile Application (including all software,
code, files, images contained in or generated by the Beckons Mobile
Application, accompanying data, Boot ROM code and other embedded software), any
and all Application Updates (defined below) and documentation provided by
Company and any services performed, provided or enabled by or through the
Application.
Application
Updates. ÒApplication UpdatesÓ means updates or upgrades to the
Application to update, enhance or further develop the Application that Company
may, in its sole discretion, make available to you under the terms of this
Agreement.
Content. ÒContentÓ
means all information, communications, scripting, photos, text, hyperlinks,
displays, video, audio, graphics, music, sounds, images, and other materials
provided to you via the Application. The Application and all
Content are intended for the lawful use by registered users of the Application.
Grant
of License to You
License to You. Subject to the
terms and conditions of this Agreement, Company grants you a limited, personal,
non-transferable, non-exclusive license to access and use the Application and
Content (defined below) on a single device at a time that you own or control,
solely for your own personal, non-commercial use.
Restrictions.
Ownership; Reservation of Rights. Company
and its licensors retain ownership of all right, title and interest in and to
the Application and Content. Neither title nor any intellectual property rights
in the Application or any Content are transferred to you. Company reserves all
rights not expressly granted to you under this Agreement.
Users
of the Apple Application - LAEULA
If
you download and/or use our iPhone or iPad Application: You, the end-user of
this Application, acknowledge that this Agreement is entered into by and
between Company and you and not with Apple, Inc., and Apple, Inc. is not
responsible for the Application and/or its content. Notwithstanding the
foregoing, you acknowledge that Apple, Inc. and its subsidiaries are
third-party beneficiaries of this Agreement and that Apple, Inc. has the right
(and is deemed to have accepted the right) to enforce this Agreement. You
acknowledge that Apple, Inc. has no obligation whatsoever to maintain or
support the Application. You acknowledge that you have reviewed the App Store
Terms and Conditions (located online at
http://www.apple.com/legal/itunes/us/terms.html#APPS). This Agreement
incorporates by reference the Licensed Application End User License Agreement
(the ÒLAEULAÓ) published by Apple, Inc. (located online at
http://www.apple.com/legal/itunes/appstore/dev/stdeula/). For purposes of this
Agreement, the Application is considered the ÒLicensed ApplicationÓ as defined
in the LAEULA and Company is considered the ÒApplication ProviderÓ as defined
in the LAEULA. If any terms of this Agreement conflict with the terms of the
LAEULA, the terms of this Agreement shall control. You further acknowledge and
agree that in no event will Apple, Inc. be responsible for any claims relating
to the Application (including, without limitation, a third party claim that the
Application infringes that third partyÕs intellectual property rights) or your
use or possession of the Application, including but not limited to: (a) product
liability claims; (b) any claim that the Application fails to conform to any
applicable legal or regulatory requirement; and (c) claims arising under
consumer protection or similar legislation. You acknowledge and agree that, to
the maximum extent permitted by applicable law, Apple, Inc. will have no
warranty obligation whatsoever with respect to the Application.
Your
Content
Definition; License to Company. All
chat content, postings, remarks, suggestions, graphics, and other information
and materials that you communicate to Company through the Application or other
means (including but not limited to any message on bulletin boards, chat rooms,
email, or other means) (ÒYour ContentÓ) are subject to the following license
grant. By communicating Your Content to Company, and unless Company indicates
otherwise, you grant and acknowledge that you have granted to Company and its
affiliates a worldwide, nonexclusive, royalty-free, perpetual, irrevocable and
fully sublicensable right and license to use,
reproduce, copy, modify, display, adapt, publish, translate, create derivative
works from, publicly perform, reverse engineer, transfer, transmit, broadcast,
distribute, license, sell, give or otherwise make available Your Content
throughout the world in any form or media now or in the future known. You
further grant Company and its affiliates the right to use, non-materially alter
or omit the name you submit in connection with Your Content.
Unsolicited
Ideas; User Submissions
We
always welcome consumer feedback and appreciate your interest in sharing your
thoughts with us. However, it is our policy not to accept or consider
unsolicited ideas from outside the Company, including ideas for new or improved
products, technologies, product names, or promotion or marketing strategies.
CompanyÕs research and technical staff continuously work to improve CompanyÕs
products and methods and develop new products. The development process for new items
may continue for several years before being introduced to our customers. Should
you submit an idea, suggestions for improvements or other feedback to Company
(a ÒSubmissionÓ) despite CompanyÕs policy, Company will treat the Submission as
non-confidential and non-proprietary and Company will be free to use the
Submission for any purpose and will not be obligated to return or acknowledge
receipt of your Submission or making any payment to you or anyone else. Without
limiting the previous paragraph, all such Submissions that you communicate to
Company become and remain our property and you hereby irrevocably assign to
Company all worldwide right, title and interest in and to such Submissions,
including all intellectual property and other proprietary rights therein. If
and to the extent that you do not have the right to grant this assignment or
this assignment is not enforceable, such Submissions shall be subject to the
license grant by you to Company set forth above.
Your
Obligations
You
represent, warrant and covenant that: (a) you have the full right, power and
authority to enter into and perform this Agreement; (b) you have secured all
third-party consents, licenses, waivers and permissions necessary to enter into
and perform this Agreement, including, without limitation, waivers of rights of
privacy, publicity and personality from any third parties whose names,
likenesses, photographs, portrayals, or actual or imitated voices are depicted
in Your Content or any Submission made by you; (c) Your Content and Submissions
are true, accurate, current and complete and comply with this Agreement and you
will promptly notify Company if any of your information changes; (d) you will
use the Application and Content only for the purposes permitted herein; and (e)
use of Your Content and Submissions does not violate this Agreement or
applicable law and will not cause injury to any person or entity.
You
further agree that you will not submit any information, material or content
that is copyrighted, protected by trade secret or otherwise subject to third
party proprietary rights, including privacy and publicity rights, unless you
are the owner of such rights or have permission from their rightful owner to
post the material and to grant Company all of the rights granted under this
Agreement.
By
using the Application, you may be exposed to Content that you may find
offensive, indecent, inaccurate, misleading or otherwise objectionable. You
agree that you must evaluate, and bear all risks associated with, the use of
the Application and any Content provided on or through the Application,
including, but not limited to, whether you should rely on such Content.
Intellectual
Property Rights of Others
The
Company respects the intellectual property rights of others, and requests that
you do the same. This Application may include user-submitted Content, and
Company cannot and does not monitor the material submitted through the
Application. Company does not permit copyright infringing activities or
infringement of intellectual property rights on the Application, and Company
will remove all Content and submissions if properly notified that such Content
or user submission infringes on another's intellectual property rights, as set
forth below. Company will terminate in appropriate circumstances users of the
Application who are repeat infringers.
Company
also reserves the right to decide whether Content or a submission is
appropriate and complies with this Agreement for violations other than
copyright infringement, such as, but not limited to, pornography, obscene or
defamatory material.
You
acknowledge and agree that Company shall have the right (but not the
obligation), without prior notice, to review any of Your Content and any other
Content and to reject, delete, disable or remove any if Your Content and any
other Content and take any preventative measures Company feels appropriate in
its sole discretion, including but not limited to, terminating or blocking
access to the Application or any of Your Content or other Content, if Company
determines, in its sole discretion that any of Your Content, other Content or
any use of the Application or any of Your Content or Content: (a) does not
comply with the terms and conditions of this Agreement; (b) might violate any
law, rule, regulation or order or infringe upon or otherwise violate the rights
of any third party or subject Company to liability for any reason; or (c) might
adversely affect CompanyÕs public image, reputation or goodwill. Moreover,
Company reserves the right to reject, delete, disable or remove Your Content
and any other Content at any time, for the reasons set forth above, for any
other reason or for no reason, without prior notice.
If
you believe your work has been used in a manner that may constitute copyright
or trademark infringement, you may notify CompanyÕs agent, who can be reached
at: beckons@mtelli.com
Please
include all of the following in your notification:
Privacy
On
certain areas of our Application, you may be given the ability to provide us
with personally identifiable information. Please read our
(http://mtelli.com/beckons/privacypolicy.htm) for more information about
our information collection and use practices.
Accounts,
Security, Passwords
Certain
areas of the Application may require registration or may otherwise ask you to
provide information to participate in certain features or access certain
Content. If you elect not to provide such information, you may not be able to
access certain Content or participate in certain features of the Application.
If
the Application requires you to open an account or otherwise submit
information, you must complete the specified process by providing us with
current, complete, and accurate information as requested by the applicable
online registration form. It is your responsibility to maintain the currency,
completeness, and accuracy of your registration data and any loss caused by
your failure to do so is your responsibility. During the registration process,
you will be asked to choose a user name. At a later time you may be asked to
provide a password. You may also be prompted to grant Company access to your
location, contacts, and other device information. While sharing location
information with Company is not required to download and use the Application,
some Application features may not be available. It is entirely your responsibility
to maintain the confidentiality of your password and account. Additionally, you
are entirely responsible for any and all activities that occur under your
account. You agree to notify Company immediately of any unauthorized use of
your account. You further agree not to email, post, or otherwise disseminate
any username, password, or other information which
provides you access to the Application. Company is not liable for any loss that
you may incur as a result of someone else using your password or account,
either with or without your knowledge.
You
agree that Company may collect and use technical and usage data and related
information, including but not limited to technical information about your
device, date and time of Application access, system and application software,
and peripherals, that is gathered periodically to facilitate the provision of
software updates, product support and other services to you (if any) related to
the Application. You grant Company the permission to use this information to improve
its products or to provide services or technologies to you, as well as to
provide advertising content in which Company believes you may be interested,
including working with third parties who provide targeted advertising content.
Mobile
Service, Internet and Service Fees
The
use of the Application requires use of a mobile device and certain feature may
require wireless mobile data service, which must be obtained from your wireless
carrier, or certain features may require Internet access, which must be
obtained from your service provider; you are responsible for obtaining and
paying for such additional services and obtaining a suitable device, including
without limitation all usage charges related thereto. You are required to send
and receive, at your cost, electronic communications related to the
Application, including without limitation, administrative messages, service
announcements, diagnostic data reports, and Application Updates, from Company,
your mobile carrier or third party service providers. If you do not have an
unlimited wireless mobile data plan, you may incur additional charges from your
wireless service provider in connection with your use of the Application. You
are solely responsible for obtaining any additional subscription or connectivity
services or equipment necessary to access the Application, including but not
limited to payment of all third party fees associated therewith, including fees
for information sent to or through the Application.
The
Application may not work with all devices or all mobile carriers. Company makes
no representations that the Application will be compatible with or provided by
all mobile carriers. In the event that fees are charged for the Application, or
other third party service providers charge a fee for the products or services
they provide, you agree to pay such fee to the respective party in exchange for
your continued use of such products or services. Some services may be subject
to different or additional terms (including fees), which you will be required
to agree to prior to your use of such services.
Intellectual
Property Ownership
There
are a number of trademarks, logos, service marks, slogans, product names and
designations and other proprietary indicia (collectively ÒTrademarksÓ) used in
the Application and in the Content. By making these Trademarks available
through the Application and in the Content, Company is not granting you a
license to use them in any fashion, and you are not granted any license under
any of CompanyÕs or any third party's Trademarks or other intellectual property
rights, except as specifically set forth in this Agreement. No Company
Trademarks may be used as a username, icon, identifier, hyperlink
or in any other manner without CompanyÕs prior written permission.
The
Application, Content, and the selection, coordination, and arrangement thereof,
is owned either by Company, or its respective licensors. The unauthorized
copying, displaying, selling, distributing or other use of any Content or
Application is a violation of the law. You acknowledge having been advised by
Company that the Content and Application is protected in the U.S. and
internationally by a variety of laws, including but not limited to, copyright
laws and treaty provisions, trademark laws, patent laws and other intellectual
property and proprietary rights laws.
Representations,
Disclaimer of Warranties, and Limitations of Liability
Company
and its parents, subsidiaries, officers, employees, and website contractors and
each of their officers, employees and agents (collectively, ÒCompany
AffiliatesÓ) make no representation or warranty whatsoever regarding the
completeness, accuracy, timeliness or adequacy of any information, facts,
views, opinions, statements or recommendations contained on the Application.
Reference to any product, process, publication or service of any third party by
trade name, domain name, trademark, service mark, logo, manufacturer or
otherwise does not constitute or imply its endorsement or recommendation by
Company or the Company Affiliates.
The
Internet may be subject to breaches of security. Company and the Company
Affiliates are not responsible for any resulting damage to any userÕs device or
computer from any such security breach, or from any virus, bugs, tampering,
unauthorized intervention, fraud, error, omission, interruption, deletion,
defect, delay in operation or transmission, computer line failure or any other
technical or other malfunction. You should also be aware that e-mail and other
submissions over the Internet may not be secure, and you should consider this
before e-mailing Company or the Company Affiliates any information or posting
information to the Application. Company and the Company Affiliates make no
representation or warranty whatsoever regarding the suitability, functionality,
performance, availability or operation of the Application. This Application may
be temporarily unavailable due to maintenance or malfunction of computer
equipment.
THE
APPLICATION (INCLUDING ALL APPLICATION UPDATES) AND THE CONTENT ARE MADE
AVAILABLE ON AN ÒAS IS,Ó ÒAS AVAILABLEÓ AND ÒWITH ALL FAULTSÓ BASIS. COMPANY
AND THE COMPANY AFFILIATES SPECIFICALLY DISCLAIM ALL WARRANTIES, EXPRESS OR
IMPLIED, INCLUDING, WITHOUT LIMITATION, THE WARRANTIES OF MERCHANTABILITY,
QUALITY, FITNESS FOR A PARTICULAR PURPOSE AND NON- INFRINGEMENT, WITH RESPECT
TO THE APPLICATION AND THE CONTENT. COMPANY DOES NOT WARRANT THAT THE FUNCTIONS
CONTAINED IN OR SERVICES PERFORMED, PROVIDED OR ENABLED BY OR THROUGH THE
APPLICATION (INCLUDING ANY APPLICATION UPDATES) WILL MEET YOUR REQUIREMENTS,
THAT THE OPERATION OF THE APPLICATION, (INCLUDING ANY APPLICATION UPDATES) WILL
BE UNINTERRUPTED OR ERROR-FREE, THAT ANY CONTENT WILL BE ACCURATE OR COMPLETE,
OR THAT DEFECTS IN THE APPLICATION (INCLUDING ANY APPLICATION UPDATES) WILL BE
CORRECTED. No oral or written information or advice given by Company or an
authorized representative shall be deemed to alter this disclaimer of warranty,
or to create any warranty. In the event of any failure of the Licensed
Application to conform to any applicable warranty, the end-user may notify
Apple, and Apple will refund the purchase price for the Licensed Application to
that end-user; and that, to the maximum extent permitted by applicable law,
Apple will have no other warranty obligation whatsoever with respect to the
Licensed Application, and any other claims, losses, liabilities, damages, costs
or expenses attributable to any failure to conform to any warranty will be your
sole responsibility.
YOU
AGREE THAT COMPANY AND THE COMPANY AFFILIATES ARE NOT LIABLE TO YOU FOR ANY
DAMAGES OF ANY KIND, WHETHER BASED IN TORT, CONTRACT, STRICT LIABILITY OR
OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY DIRECT, SPECIAL, INDIRECT,
INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES RESULTING IN ANY WAY FROM OR IN
CONNECTION WITH: (I) THE APPLICATION OR THE CONTENT; (II) ANY ERRORS OR
OMISSIONS IN THE TECHNICAL OPERATION OR CONTENT OF THE APPLICATION; (III) ANY
ACTION TAKEN IN CONNECTION WITH AN INVESTIGATION BY COMPANY, LAW ENFORCEMENT OR
OTHER AUTHORITIES REGARDING YOUR USE OF THE APPLICATION OR THE CONTENT; (IV)
ANY ACTION TAKEN IN CONNECTION WITH COPYRIGHT OWNERS; OR (V) THE CONDUCT,
ACTIONS OR INACTIONS OF APPLICATION USERS OR YOUR INTERACTIONS OR RELATIONSHIPS
WITH APPLICATION USERS, EVEN IF COMPANY OR THE COMPANY AFFILIATES HAVE BEEN
ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, WHETHER CAUSED IN WHOLE OR IN PART
BY NEGLIGENCE, ACTS OF GOD, TELECOMMUNICATIONS FAILURE, OR THEFT OR DESTRUCTION
OF, OR UNAUTHORIZED ACCESS TO, THE APPLICATION OR ITS RELATED INFORMATION OR PROGRAMS.
IN NO EVENT SHALL COMPANYÕS AND THE COMPANY AFFILIATESÕ TOTAL CUMULATIVE
LIABILITY TO YOU, WHETHER ARISING IN CONTRACT, TORT, NEGLIGENCE, OR OTHERWISE,
EXCEED [ONE HUNDRED UNITED STATES DOLLARS (US $100)]. THE FOREGOING LIMITATIONS
OF LIABILITY AND THE DISCLAIMERS SET FORTH IN THIS AGREEMENT SHALL APPLY EVEN
IF DEEMED TO FAIL OF THEIR ESSENTIAL PURPOSE.
THE
APPLICATION MAY CONTAIN FACTS, OPINIONS, VIEWS, STATEMENTS AND RECOMMENDATIONS
OF THIRD PARTY INDIVIDUALS AND ORGANIZATIONS. COMPANY DOES NOT REPRESENT OR
ENDORSE THE ACCURACY, TIMELINESS OR RELIABILITY OF ANY FACTS, OPINIONS, VIEWS,
STATEMENTS OR RECOMMENDATIONS OR OTHER INFORMATION DISPLAYED, UPLOADED OR
DISTRIBUTED THROUGH THE APPLICATION. YOU ACKNOWLEDGE THAT ANY RELIANCE UPON ANY
SUCH FACTS, OPINIONS, VIEWS, STATEMENTS OR RECOMMENDATIONS IS AT YOUR SOLE
RISK. IN NO EVENT WILL COMPANY OR THE COMPANY AFFILIATES BE LIABLE TO YOU OR
ANYONE ELSE FOR LOSS OR INJURY, INCLUDING, WITHOUT LIMITATION, DEATH OR
PERSONAL INJURY.
SOME
JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF CERTAIN WARRANTIES
AND CONDITIONS, OR THE DISCLAIMER OF SOME TYPES OF DAMAGES, SO SOME OF THE
ABOVE MAY NOT APPLY TO YOU.
BY
ACCESSING THIS APPLICATION, REGISTERING WITH THE APPLICATION AND/OR ACCEPTING
ANY INFORMATION FROM THIS APPLICATION YOU AGREE TO INDEMNIFY, DEFEND AND HOLD
COMPANY AND THE COMPANY AFFILIATES HARMLESS FROM AND AGAINST ANY ACTUAL OR
ALLEGED CLAIMS, DEMANDS, CAUSES OF ACTION, JUDGMENTS, DAMAGES, LOSSES,
LIABILITIES, AND ALL COSTS AND EXPENSES OF DEFENSE (INCLUDING REASONABLE
ATTORNEYSÕ FEES AND COURT COSTS) ARISING OUT OF OR RELATING TO: (A) YOUR BREACH
OF THIS AGREEMENT; (B) YOUR VIOLATION OF ANY LOCAL, STATE, FEDERAL OR
INTERNATIONAL LAW, RULE OR REGULATION; (C) A CLAIM BY A THIRD PARTY THAT IS BASED
ON YOUR USE OF THE APPLICATION OR THE CONTENT OR ANY OF YOUR CONTENT OR
SUBMISSIONS; (D) INFORMATION OR MATERIAL POSTED OR TRANSMITTED THROUGH YOUR
COMPUTER OR ACCOUNT, EVEN IF NOT SUBMITTED BY YOU; (E) ANY MISREPRESENTATION
MADE BY YOU; (F) ANY DISPUTE BETWEEN YOU AND ANOTHER USER OF THE APPLICATION;
(G) THE THEFT, MISAPPROPRIATION OR DISCLOSURE OF YOUR PASSWORD; (H) YOUR
AUTHORIZATION OF ANYONE ELSE TO USE YOUR PASSWORD. YOU WILL COOPERATE AS FULLY
AND AS REASONABLY REQUIRED IN COMPANYÕS DEFENSE OF ANY CLAIM. COMPANY RESERVES
THE RIGHT, AT ITS OWN EXPENSE, TO ASSUME THE EXCLUSIVE DEFENSE AND CONTROL OF
ANY MATTER OTHERWISE SUBJECT TO INDEMNIFICATION BY YOU, AND YOU SHALL NOT, IN
ANY EVENT, SETTLE ANY MATTER WITHOUT THE WRITTEN CONSENT OF COMPANY.
Links
to Third-Party Applications and Services
The
Application may provide connectivity or links to other third-party services,
websites, applications, software, and other content from third-party providers
such as social media partners, wireless carriers, and third-party software
application developers (ÒThird-Party ServicesÓ). The Application may allow you
to add/configure certain Third-Party Services to your device. Company has no
control over, makes no representations or warranties whatsoever about any of the
Third-Party Services that you may access, is not responsible for the
availability of such Third-Party Services, and does not endorse nor is
responsible or liable for any content or other materials on or available from
such Third-Party Services. Your use of the Third-Party Services may be subject
to additional terms, including software license terms, of those third parties.
Users
who utilize the Third-Party Services should be aware that account and other
personal information held by those third parties may be transmitted through and
stored on Company servers and/or applications located in the United States and
elsewhere. You understand and agree that the companies that provide the
Third-Party Services may access, use and share certain information about you, if
you use the Third-Party Services. You understand and agree Company is not
responsible for these companies, or their use of any other of your information.
Your use of the Third-Party Services is at your own risk.
Assignment
Company
may assign this Agreement and any of the rights and licenses granted by you
under this Agreement, in whole or in part, at any time with or without notice
to you. You may not assign or otherwise transfer this Agreement or any rights
or licenses granted to you under this Agreement, in whole or in part, including
any rights to use all or any part of the Application, either temporarily or
permanently, to any other person. Any attempt by you to do so is void. To the
extent that you allow a third party to use your device, you shall remain solely
responsible for the use of the Application by others using the device.
General
Terms
Governing
Law; Jurisdiction. By using the Application, you agree that the statutes
and laws of the United States and the State of California without regard to conflicts
of laws principles, will apply to all matters relating to use of the
Application and the Services, and you agree that any litigation shall be
subject to the exclusive jurisdiction of the state or federal courts in San
Francisco County, California, USA. The United Nations Convention on Contracts
for the International Sale of Goods (1980) is hereby excluded in its entirety
from application to this Agreement. You agree that regardless of any statute or
law to the contrary, any claim or cause of action arising out of or related to
use of the Application or this Agreement must be filed within one (1) year
after such claim or cause of action arose or be forever barred. You further
agree that any disputes, claims and causes of action arising out of or connected
with the Application and/or this Agreement, will be resolved individually,
without resort to any form of class action. The section titles in this
Agreement are for convenience only and have no legal or contractual effect.
Electronic
Signature. You acknowledge and agree that your use of the Application may
involve you providing an Òelectronic signatureÓ indicating your desire to use
the Application. Your Òelectronic signatureÓ indicates your acceptance of this
Agreement, and your consent to receive communications about this Agreement
electronically. If you wish to receive communications in another manner, you
may contact us at 751 13th St, San Francisco, CA 94130 to change your
communication preferences.
Relationship. Both
you and Company acknowledge and agree that no partnership is formed and neither
of you nor Company has the power or the authority to obligate or bind the
other.
Force
Majeure. The failure of Company to comply with this Agreement because of
an act of God, war, fire, riot, terrorism, earthquake, actions of federal,
state or local governmental authorities or for any other reason beyond the
reasonable control of Company, shall not be deemed a breach of this Agreement.
Severability. If
any provision of this Agreement is held to be invalid by any law, rule, order
or regulation of any government or by the final determination of any state or
federal court, such invalidity shall not affect the enforceability of any other
provision of this Agreement.
Waiver. The
failure of Company to exercise or enforce any right or provision of this
Agreement shall not constitute a waiver of such right or provision.
Language. English
is the authoritative text of these Terms of Use and all communications,
notices, arbitrations and other actions and proceedings relating to these Terms
of Use shall be made and conducted in English.
International
Matters. The Company is controlled and operated from its United States
offices in California. We make no representation that the Application or any
Content are appropriate or available for use in any
particular location. Those who choose to access and use the Application and
Content do so on their own initiative and are responsible for compliance with
applicable local laws.
Further
Assurances. You agree to execute a hard copy of this Agreement and any
other documents, and take any actions, at Company's expense, requested by
Company to confirm and effectuate the intent of this Agreement and any of your
rights or obligations hereunder.
Entire
Agreement. This Agreement constitutes the entire agreement between you and
Company governing your use of the Application, superseding any prior agreements
between you and Company relating to your use of the foregoing. You may also be
subject to additional terms and conditions (including, but not limited to,
terms and conditions from your wireless carrier or operator) that may apply to
your use of the Application.