MobiQpons
End User License Agreement
1. LICENSE GRANT. Subject to the terms of this Agreement, Licensor hereby grants You a limited, personal, non-sublicensable, non-transferable nonexclusive license to use the Licensor’s coupon-display software that You are about to install or which you have previously installed ("Software"), in object code form only, and only for Your personal, non-commercial use and only in accordance with any documentation that accompanies it (if any). The Software shall only be installed and used on your mobile device with respect to which the Software is offered to you by Licensor. The Software operates in conjunction with Licensor’s website located at http://www.MobiQpons.com (“Site”).
2. LICENSE RESTRICTIONS. Except as expressly and unambiguously permitted by this Agreement, You shall not, nor permit anyone else to, directly or indirectly: (i) copy, modify or distribute the Software (or any part of the Site); (ii) reverse engineer, disassemble, decompile or otherwise attempt to discover the source code or structure, sequence and organization of the Software (or any part of the Site) (except where the foregoing is expressly prohibited by applicable local law, and then only to the extent so prohibited); (iii) rent, lease or use the Software for timesharing or service bureau purposes, or otherwise use the Software (or any part of the Site) for the benefit of any third party; or (iv) use the Software (or any part of the Site) for commercial purposes. You shall maintain and not remove or obscure any proprietary (including, copyright) notices on the Software. As between the parties, title, ownership rights and intellectual property rights in and to the Software and Site, and any copies, portions or derivatives thereof, shall remain in Licensor and its suppliers. The Software is protected by the copyright laws of the United States and international copyright treaties. You acknowledge that the Software is licensed, not sold, to you. This Agreement does not give You any rights not expressly granted herein.
3. SUPPORT AND UPGRADES; TRACKING. This Agreement does not entitle You to any support, upgrades, patches, enhancements or fixes for the Software (“Updates”). However Licensor may, in its sole discretion, offer Updates from time to time and such Updates shall be deemed “Software” for the purposes hereof. If you do not promptly install all Updates offered to you by Licensor, you may not be able to take advantage of certain Software functions or features (and your Software may cease operation). You also acknowledge that the Software contains features that allow Licensor to remotely and automatically identify, track and analyze certain aspects of the use and performance of Software (and you consent to the foregoing) (in connection with this notice, please see Section 10 below).
4. FEES. The Software provided pursuant to this Agreement is currently offered without charge. You acknowledge that Licensor may, in the future, charge fees in connection with future Software offerings and/or related services.
5. INDEMNITY. You agree that Licensor shall have no liability whatsoever for any use You make of the Software. You shall indemnify and hold harmless Licensor from any claims, damages, liabilities, costs and fees (including, reasonable attorney fees) arising from Your use of the Software as well as from Your failure to comply with any term or condition of this Agreement.
6. WARRANTY DISCLAIMER. The SOFTWARE IS PROVIDED "AS IS" and LICENSOR hereby disclaims all EXPRESSed OR IMPLIED warranties AND CONDITIONS WITH RESPECT TO THE SOFTWARE, THE Site, ANY COUPONS AVAILABLE THROUGH USE OF THE SOFTWARE, AND OTHERWISE WITH RESPECT TO THIS AGREEMENT, including, without limitation, THE warranties of merchantability, SATISFACTORY QUALITY, AND fitness for a particular purpose, WHETHER SUCH WARRANTIES OR CONDITIONS MAY BE IMPLIED BY statute, custom, course of dealing between the parties, trade usage or common law. LICENSOR MAKES NO WARRANTY THAT THE SOFTWARE WILL BE UNINTERRUPTED, SECURE OR ERROR FREE. LICENSOR MAKES NO WARRANTIES WITH RESPECT TO ANY COUPONS PROVIDED THROUGH USE OF THE SOFTWARE, OR WITH RESPECT TO ANY GOODS OR SERVICES YOU PURCHASE THROUGH USE OF SUCH COUPONS. Licensor will not be responsible IN THE EVENT ANY VENDORS DO NOT HONOR THE COUPONS PROVIDED THROUGH USE OF THE SOFTWARE. This disclaimer of warrantIES AND CONDITIONS constitutes an essential part of this Agreement. SOME STATES OR JURISDICTIONS DO NOT ALLOW CERTAIN WARRANTY OR CONDITIONS LIMITATIONS, SO THE FOREGOING LIMITATIONS MAY NOT APPLY TO YOU.
7. LIMITATION OF LIABILITY. LICENSOR DOES NOT EXCLUDE OR LIMIT ITS LIABILITY (I) IN NEGLIGENCE FOR DEATH OR PERSONAL INJURY, (II) FOR FRAUD, OR (III) OTHERWISE TO THE EXTENT THAT ANY EXCLUSION OR LIMITATION OF ITS LIABILITY IS VOID, PROHIBITED OR UNENFORCEABLE BY LAW. EXCEPT FOR THE FOREGOING IN THIS SECTION 7, UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY, INCLUDING, BUT NOT LIMITED TO, TORT, CONTRACT, NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE, SHALL LICENSOR OR ITS SUPPLIERS, LICENSORS OR VENDOR PARTNERS BE LIABLE UNDER THE SUBJECT MATTER OF THIS AGREEMENT TO YOU OR ANY OTHER PERSON FOR ANY: (I) INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES, OR (II) ANY AMOUNTS IN THE AGGREGATE IN EXCESS OF $100.00 (U.S.). THE FOREGOING LIMITATIONS SHALL APPLY EVEN IF LICENSOR SHALL HAVE BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGES. SOME STATES OR JURISDICTIONS DO NOT ALLOW THE LIMITATION OF CERTAIN DAMAGES, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.
8. TERM AND TERMINATION. This Agreement shall continue until terminated as set forth in this section. You may terminate this Agreement and the license granted herein at any time by destroying or removing from all computers, hard drives, networks and other storage media all copies of the Software. Licensor may terminate this Agreement immediately upon notice if You violate any provisions of this Agreement. Upon receiving notice of termination from Licensor, You agree to destroy or remove from such storage media all copies of the Software. Any termination of this Agreement shall also terminate the licenses granted hereunder. Sections 2 and 4 through 11 shall survive termination of this Agreement.
9. EXPORT CONTROLS. You shall comply with all export laws and restrictions and regulations of the Department of Commerce, the United States Department of Treasury Office of Foreign Assets Control ("OFAC"), or other United States or foreign agency or authority, and You shall not export or allow the export or re-export of the Software in violation of any such restrictions, laws or regulations. By installing or using the Software, You agree to the foregoing and represent and warrant that You are not located in, under the control of or are a national or resident of any restricted country.
10. PRIVACY. Use of personal information gathered during, or by, Your use of the Software shall be governed by Licensor’s privacy policy currently located at: www.MobiQpons.com/privacy . By using the Software, You signify Your agreement to the policies and practices set forth in such privacy policy. If You do not agree to the privacy policy, do not use Software. Licensor reserves the right, at its discretion, to change, modify, add or remove portions of the privacy policy at any time. Changes shall be posted on the Site. Your continued use of the Software following the posting of changes to the privacy policy will mean You accept those changes. Licensor strongly urges You to review the privacy policy carefully.
11. MISCELLANEOUS. This Agreement represents the complete agreement concerning the Software between the parties and supersedes all prior agreements and representations between them. This Agreement may be amended only by a writing executed by both parties. If any provision of this Agreement is held to be unenforceable for any reason, such provision shall be reformed only to the extent necessary to make it enforceable. The failure of Licensor to act with respect to a breach of this Agreement by You or others does not constitute a waiver and shall not limit Licensor’s rights with respect to such breach or any subsequent breaches. This Agreement is personal to You and may not be assigned or transferred for any reason whatsoever without Licensor’s consent, and any action or conduct in violation of the foregoing shall be void and without effect. Licensor expressly reserves the right to assign this Agreement and to delegate any of its obligations hereunder. This Agreement shall be governed by and construed under California law as such law applies to agreements between California residents entered into and to be performed in California. Any dispute arising from or relating to the subject matter of this Agreement shall be finally settled by arbitration in San Francisco, California (USA) using the English language in accordance with the Arbitration Rules and Procedures of Judicial Arbitration and Mediation Services, Inc. ("JAMS") then in effect, by one commercial arbitrator with substantial experience in resolving intellectual property and commercial contract disputes, who shall be selected from the appropriate list of JAMS arbitrators in accordance with the Arbitration Rules and Procedures of JAMS. Judgment upon the award so rendered may be entered in a court having jurisdiction, or application may be made to such court for judicial acceptance of any award and an order of enforcement, as the case may be. Notwithstanding the foregoing, each party shall have the right to institute an action in a court of proper jurisdiction for injunctive or other equitable relief pending a final decision by the arbitrator. For all purposes of this Agreement, the parties hereby consent to the sole and exclusive jurisdiction and venue in the state and Federal courts located in San Francisco, California (USA). The party prevailing in any dispute under this Agreement shall be entitled to its actual costs and reasonable legal fees. The original of this Agreement has been written in English, and that version will apply if there is any dispute.
End User License Agreement
1. LICENSE GRANT. Subject to the terms of this Agreement, Licensor hereby grants You a limited, personal, non-sublicensable, non-transferable nonexclusive license to use the Licensor’s coupon-display software that You are about to install or which you have previously installed ("Software"), in object code form only, and only for Your personal, non-commercial use and only in accordance with any documentation that accompanies it (if any). The Software shall only be installed and used on your mobile device with respect to which the Software is offered to you by Licensor. The Software operates in conjunction with Licensor’s website located at http://www.MobiQpons.com (“Site”).
2. LICENSE RESTRICTIONS. Except as expressly and unambiguously permitted by this Agreement, You shall not, nor permit anyone else to, directly or indirectly: (i) copy, modify or distribute the Software (or any part of the Site); (ii) reverse engineer, disassemble, decompile or otherwise attempt to discover the source code or structure, sequence and organization of the Software (or any part of the Site) (except where the foregoing is expressly prohibited by applicable local law, and then only to the extent so prohibited); (iii) rent, lease or use the Software for timesharing or service bureau purposes, or otherwise use the Software (or any part of the Site) for the benefit of any third party; or (iv) use the Software (or any part of the Site) for commercial purposes. You shall maintain and not remove or obscure any proprietary (including, copyright) notices on the Software. As between the parties, title, ownership rights and intellectual property rights in and to the Software and Site, and any copies, portions or derivatives thereof, shall remain in Licensor and its suppliers. The Software is protected by the copyright laws of the United States and international copyright treaties. You acknowledge that the Software is licensed, not sold, to you. This Agreement does not give You any rights not expressly granted herein.
3. SUPPORT AND UPGRADES; TRACKING. This Agreement does not entitle You to any support, upgrades, patches, enhancements or fixes for the Software (“Updates”). However Licensor may, in its sole discretion, offer Updates from time to time and such Updates shall be deemed “Software” for the purposes hereof. If you do not promptly install all Updates offered to you by Licensor, you may not be able to take advantage of certain Software functions or features (and your Software may cease operation). You also acknowledge that the Software contains features that allow Licensor to remotely and automatically identify, track and analyze certain aspects of the use and performance of Software (and you consent to the foregoing) (in connection with this notice, please see Section 10 below).
4. FEES. The Software provided pursuant to this Agreement is currently offered without charge. You acknowledge that Licensor may, in the future, charge fees in connection with future Software offerings and/or related services.
5. INDEMNITY. You agree that Licensor shall have no liability whatsoever for any use You make of the Software. You shall indemnify and hold harmless Licensor from any claims, damages, liabilities, costs and fees (including, reasonable attorney fees) arising from Your use of the Software as well as from Your failure to comply with any term or condition of this Agreement.
6. WARRANTY DISCLAIMER. The SOFTWARE IS PROVIDED "AS IS" and LICENSOR hereby disclaims all EXPRESSed OR IMPLIED warranties AND CONDITIONS WITH RESPECT TO THE SOFTWARE, THE Site, ANY COUPONS AVAILABLE THROUGH USE OF THE SOFTWARE, AND OTHERWISE WITH RESPECT TO THIS AGREEMENT, including, without limitation, THE warranties of merchantability, SATISFACTORY QUALITY, AND fitness for a particular purpose, WHETHER SUCH WARRANTIES OR CONDITIONS MAY BE IMPLIED BY statute, custom, course of dealing between the parties, trade usage or common law. LICENSOR MAKES NO WARRANTY THAT THE SOFTWARE WILL BE UNINTERRUPTED, SECURE OR ERROR FREE. LICENSOR MAKES NO WARRANTIES WITH RESPECT TO ANY COUPONS PROVIDED THROUGH USE OF THE SOFTWARE, OR WITH RESPECT TO ANY GOODS OR SERVICES YOU PURCHASE THROUGH USE OF SUCH COUPONS. Licensor will not be responsible IN THE EVENT ANY VENDORS DO NOT HONOR THE COUPONS PROVIDED THROUGH USE OF THE SOFTWARE. This disclaimer of warrantIES AND CONDITIONS constitutes an essential part of this Agreement. SOME STATES OR JURISDICTIONS DO NOT ALLOW CERTAIN WARRANTY OR CONDITIONS LIMITATIONS, SO THE FOREGOING LIMITATIONS MAY NOT APPLY TO YOU.
7. LIMITATION OF LIABILITY. LICENSOR DOES NOT EXCLUDE OR LIMIT ITS LIABILITY (I) IN NEGLIGENCE FOR DEATH OR PERSONAL INJURY, (II) FOR FRAUD, OR (III) OTHERWISE TO THE EXTENT THAT ANY EXCLUSION OR LIMITATION OF ITS LIABILITY IS VOID, PROHIBITED OR UNENFORCEABLE BY LAW. EXCEPT FOR THE FOREGOING IN THIS SECTION 7, UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY, INCLUDING, BUT NOT LIMITED TO, TORT, CONTRACT, NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE, SHALL LICENSOR OR ITS SUPPLIERS, LICENSORS OR VENDOR PARTNERS BE LIABLE UNDER THE SUBJECT MATTER OF THIS AGREEMENT TO YOU OR ANY OTHER PERSON FOR ANY: (I) INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES, OR (II) ANY AMOUNTS IN THE AGGREGATE IN EXCESS OF $100.00 (U.S.). THE FOREGOING LIMITATIONS SHALL APPLY EVEN IF LICENSOR SHALL HAVE BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGES. SOME STATES OR JURISDICTIONS DO NOT ALLOW THE LIMITATION OF CERTAIN DAMAGES, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.
8. TERM AND TERMINATION. This Agreement shall continue until terminated as set forth in this section. You may terminate this Agreement and the license granted herein at any time by destroying or removing from all computers, hard drives, networks and other storage media all copies of the Software. Licensor may terminate this Agreement immediately upon notice if You violate any provisions of this Agreement. Upon receiving notice of termination from Licensor, You agree to destroy or remove from such storage media all copies of the Software. Any termination of this Agreement shall also terminate the licenses granted hereunder. Sections 2 and 4 through 11 shall survive termination of this Agreement.
9. EXPORT CONTROLS. You shall comply with all export laws and restrictions and regulations of the Department of Commerce, the United States Department of Treasury Office of Foreign Assets Control ("OFAC"), or other United States or foreign agency or authority, and You shall not export or allow the export or re-export of the Software in violation of any such restrictions, laws or regulations. By installing or using the Software, You agree to the foregoing and represent and warrant that You are not located in, under the control of or are a national or resident of any restricted country.
10. PRIVACY. Use of personal information gathered during, or by, Your use of the Software shall be governed by Licensor’s privacy policy currently located at: www.MobiQpons.com/privacy . By using the Software, You signify Your agreement to the policies and practices set forth in such privacy policy. If You do not agree to the privacy policy, do not use Software. Licensor reserves the right, at its discretion, to change, modify, add or remove portions of the privacy policy at any time. Changes shall be posted on the Site. Your continued use of the Software following the posting of changes to the privacy policy will mean You accept those changes. Licensor strongly urges You to review the privacy policy carefully.
11. MISCELLANEOUS. This Agreement represents the complete agreement concerning the Software between the parties and supersedes all prior agreements and representations between them. This Agreement may be amended only by a writing executed by both parties. If any provision of this Agreement is held to be unenforceable for any reason, such provision shall be reformed only to the extent necessary to make it enforceable. The failure of Licensor to act with respect to a breach of this Agreement by You or others does not constitute a waiver and shall not limit Licensor’s rights with respect to such breach or any subsequent breaches. This Agreement is personal to You and may not be assigned or transferred for any reason whatsoever without Licensor’s consent, and any action or conduct in violation of the foregoing shall be void and without effect. Licensor expressly reserves the right to assign this Agreement and to delegate any of its obligations hereunder. This Agreement shall be governed by and construed under California law as such law applies to agreements between California residents entered into and to be performed in California. Any dispute arising from or relating to the subject matter of this Agreement shall be finally settled by arbitration in San Francisco, California (USA) using the English language in accordance with the Arbitration Rules and Procedures of Judicial Arbitration and Mediation Services, Inc. ("JAMS") then in effect, by one commercial arbitrator with substantial experience in resolving intellectual property and commercial contract disputes, who shall be selected from the appropriate list of JAMS arbitrators in accordance with the Arbitration Rules and Procedures of JAMS. Judgment upon the award so rendered may be entered in a court having jurisdiction, or application may be made to such court for judicial acceptance of any award and an order of enforcement, as the case may be. Notwithstanding the foregoing, each party shall have the right to institute an action in a court of proper jurisdiction for injunctive or other equitable relief pending a final decision by the arbitrator. For all purposes of this Agreement, the parties hereby consent to the sole and exclusive jurisdiction and venue in the state and Federal courts located in San Francisco, California (USA). The party prevailing in any dispute under this Agreement shall be entitled to its actual costs and reasonable legal fees. The original of this Agreement has been written in English, and that version will apply if there is any dispute.
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