IMPORTANT - PLEASE READ THE TERMS OF THIS SOFTWARE LICENSE AGREEMENT ("AGREEMENT") CAREFULLY. BY CLICKING ON THE "I AGREE" BUTTON, (1) YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTAND, AND AGREE TO BE BOUND BY THIS AGREEMENT, AND (2) YOU REPRESENT THAT YOU HAVE THE AUTHORITY TO ENTER INTO THIS AGREEMENT AND TO BE BOUND BY IT. IF YOU DO NOT AGREE TO ALL TERMS AND CONDITIONS OF THIS AGREEMENT, OR IF YOU DO NOT HAVE SUCH AUTHORITY, YOU SHOULD CLICK ON THE "CANCEL" BUTTON TO DISCONTINUE THE DOWNLOAD OF THE SOFTWARE.
This Agreement is a legal agreement between you and INNVO LABS LIMITED ("Company") for the accompanying software product, which includes the computer software and may include associated media, printed materials and "online" or electronic documentation (the "Licensed Software"). By downloading the Licensed Software you agree to be bound by the terms of this Agreement. If you do not agree to the terms and conditions of this Agreement, do not download or use the Licensed Software.
1. License. Subject to the terms of this Agreement, Company grants to you (i) a nontransferable, nonexclusive, royalty-free, fully paid, worldwide license to use, install, execute and display the Licensed Software, in executable object code format only, solely for your own non-commercial, personal purposes.
2. Restrictions. The rights granted to you in this Agreement are subject to the following restrictions: (a) you shall not license, sell, rent, lease, transfer, assign, distribute, display, host, outsource, disclose or otherwise commercially exploit or make the Licensed Software available to any third party ; (b) you shall not modify, make derivative works of, disassemble, reverse compile or reverse engineer any part of the Licensed Software; (c) you shall not access the Licensed Software in order to build a similar or competitive product or service; (d) except as expressly stated herein, no part of the Licensed Software may be copied, reproduced, distributed, republished, downloaded, displayed, posted or transmitted in any form or by any means, including but not limited to electronic, mechanical, photocopying, recording or other means; and (e) any future release, update, or other addition to functionality of the Licensed Software shall be subject to the terms of this Agreement.
3. Disclaimer of Warranties. The Licensed Software IS provided TO CUSTOMER FREE OF CHARGE, AND ON AN "AS-IS" BASIS. COMPANY PROVIDES NO TECHNICAL SUPPORT, WARRANTIES OR REMEDIES FOR THE LICENSED SOFTWARE. COMPANY AND ITS SUPPLIERS disclaim all express, implied or statutory warranties relating to the Licensed Software, including but not limited to, merchantability, fitness for a particular purpose, TITLE, and non-infringement. COMPANY does not warrant that use of the Licensed Software will be UNINTERRUPTED or error-free, that defects will be corrected, or that the Licensed Software is free of viruses or other harmful components. if applicable law requires any warranties with respect to the licensed software, all such warranties are limited in duration to ninety (90) days from the date of download.
4. Limitation of Remedies and Damages. NEITHER company NOR ITS SUPPLIERS shall be responsible or liable with respect to any subject matter of this Agreement or terms or conditions related thereto under any contract, negligence, strict liability or other theory (a) for loss or inaccuracy of data or cost of procurement of substitute goods, services or technology, or (b) for any indirect, incidental or consequential damages including, but not limited to loss of revenues and loss of profits. company's aggregate cumulative liability hereunder shall NOT exceed the greater of fifty dollars ($50.00) or the amount paid by customer for the licensed software that caused such damage. Certain states and/or jurisdictions do not allow the exclusion of implied warranties or limitation of liability for incidental or consequential damages, so the exclusions set forth above may not apply to you.
5. Basis of Bargain. The warranty disclaimer and limitation of liability set forth above are fundamental elements of the basis of the agreement between Company and you. Company would not be able to provide the Licensed Software on an economic basis without such limitations. The warranty disclaimer and limitation of liability inure to the benefit of Company's suppliers.
6. Restrictions May Not Apply. The limitations or exclusions of warranties and remedies contained in this Agreement shall apply to you only to the extent such limitations or exclusions and remedies are permitted under the laws of the jurisdiction where you are located.
7. Term and Termination. This Agreement and the licenses granted hereunder are effective on the date you accept the terms of this Agreement and shall continue unless this Agreement is terminated by either party pursuant to this section. Company may terminate this Agreement immediately upon notice to you in the event that you materially breach any of the terms hereof. You may terminate this Agreement at any time, with or without cause. You may terminate this Agreement by sending either an email to [email protected] with your name and the subject "REMOVE" or a letter by United States mail to: INNVO LABS CORPORATION, PMB #2540, 502 E. John Street, Room E, Carson City, NV 89706 or to such other address as Company may specify in writing by posting the new address on the Company website. Upon termination, the license granted hereunder shall terminate and you shall immediately destroy any copies of the Licensed Software in its possession, but the terms of this Agreement which are intended to survive termination will remain in effect.
8. Modifications. Company reserves the right to change the terms and conditions of this Agreement or its policies relating to the Licensed Software at any time, and such changes will be effective upon notice to you. Your continued use of the Licensed Software after any such changes shall constitute your consent to such changes.
9. Export. The Licensed Software and related technology are subject to U.S. export control laws and may be subject to export or import regulations in other countries. You agree to strictly comply with all such laws and regulations and acknowledge that you have the responsibility to obtain authorization to export, re-export, or import the Licensed Software and related technology, as may be required. You will indemnify and hold Company harmless from any and all claims, losses, liabilities, damages, fines, penalties, costs and expenses (including attorney's fees) arising from or relating to any breach of your obligations under this section. Your obligations under this section shall survive the expiration or termination of this Agreement.
10. Miscellaneous. Neither the rights nor the obligations arising under this Agreement are assignable by you, and any such attempted assignment or transfer shall be void and without effect. This Agreement shall be governed by and construed in accordance with the laws of the State of California and the United States without regard to the conflict of laws provisions therein that would require application of the laws of another State. Any action under or relating to this Agreement shall be brought solely in the state and federal courts located in California, with sole venue in the courts located in Santa Clara County and each party hereby submits to the personal jurisdiction of such courts. The United Nations Convention on Contracts for the International Sale of Goods shall not apply to this Agreement. In the event that any provision of this Agreement is found to be contrary to law, then such provision shall be construed as nearly as possible to reflect the intention of the parties, with the other provisions remaining in full force and effect. Any notice to you may be provided by email. This Agreement constitutes the entire agreement between the parties pertaining to the subject matter hereof, and any and all written or oral agreements previously existing between the parties are expressly canceled. Except as otherwise provided in Section 8, any modifications of this Agreement must be in writing and agreed to by both parties.
QUESTIONS OR ADDITIONAL INFORMATION. If you have questions regarding this Agreement, or wish to obtain additional information, please send an e-mail to [email protected].