Our End User License Agreement (“EULA”)
This SimplyBuilt End User License Agreement ("EULA") governs the use of SimplyBuilt application and template source code. If an individual ("you") downloads, runs, installs, or otherwise uses the SimplyBuilt application, templates, or any portion of them (the "Application"), you accept the terms of this EULA and agree to the following terms and conditions (the "Terms and Conditions"). If you do not accept these Terms and Conditions, you may not download, install or use the Application, and you must uninstall and permanently delete any copies you have made of the Application.
This EULA is a legally binding agreement between you and SimplyBuilt LLC ("SimplyBuilt"). You intend to be legally bound to this EULA to the same extent as if SimplyBuilt and you physically signed this EULA. By installing, copying, or otherwise using the Application, you agree to be bound by the terms and conditions contained in this EULA. If you do not agree to this entire EULA, you may not install or use the Application or related SimplyBuilt software.
"Application" means SimplyBuilt software product(s), Templates, Template Work and the Platform used or downloaded in connection with your SimplyBuilt website, and includes, to the extent provided by SimplyBuilt, (i) any revisions, updates and/or upgrades thereto; (ii) any data, images, executable files, databases, data engines, computer software or similar items normally used or distributed with computer software products; and (iii) any associated media, documentation (including physical, electronic and on-line) and printed materials.
"Intellectual Property Rights" means any and all rights existing from time to time under patent law, copyright law, trade secret law, trademark law, unfair competition law, and any and all other proprietary rights, and any and all applications, renewals, extensions and restorations thereof, now or hereafter in force and effect worldwide. The terms "derivative works," "distribute," "distribution," "reproduce" and "reproduction" have the same meaning here as under United States Copyright Act of 1976, as amended.
Party (individually) and the Parties (collectively) mean You, the Users and SimplyBuilt referred to in this EULA.
Platform means the products and services currently offered by SimplyBuilt through www.simplybuilt.com,
Template means the template source code.
Template Work means any derivative work based upon the Template.
User is any user of the Template or a Template Work.
Permitted Uses of Application:
SimplyBuilt grants you the non-exclusive, non-transferable, limited right and license to install and use this Application solely and exclusively for your personal use.
You may not use the Application in any manner that could damage, disable, overburden, or impair the Application (or servers or networks connected to the Application), nor may you use the Application in any manner that could interfere with any other party's use and enjoyment of the Application (or servers or networks connected to the Application).
You agree that you are solely responsible for (and that SimplyBuilt has no responsibility to you or to any third-party for) your use of the Application, any breach of your obligations under the Terms and Conditions, and for the consequences (including any loss or damage which SimplyBuilt may suffer) of any such breach.
Restrictions on Use:
The Template and any Template Works may only be operated, run, and installed on the SimplyBuilt Platform, and all Users of the Template and any Template Works must enable the developer feature (as set forth in the SimplyBuilt Platform) as a condition to such Users continued use of the Template and any Template Work.
Except as expressly permitted in this License, you shall not, directly or indirectly, (i) use the Template or any Template Work for any purpose which may be deemed by SimplyBuilt, in its sole discretion, to be competitive or in conflict with the SimplyBuilt's business or the SimplyBuilt Platform, or (ii) disable or circumvent any access control or related device, process or procedure established with respect to the Template.
If you distribute a Template Work, you must, in connection with such distribution, (i) display a prominent link to this EULA, (ii) retain all copyright, trademark, and attribution notices that are present in the Template, any Template Work and any associated files, and (iii) require that all Users agree to be bound by the terms of this EULA with respect to such Template Work prior to using, downloading or installing any Template Work.
The Application is owned by SimplyBuilt and/or its licensor(s) and is protected by copyright laws and international treaties. You may not remove the copyright notice from any copy of the Application.
Grant of License: The Application is not being sold to you. Rather, it is licensed to you as a non-exclusive, non-transferable, revocable, non-sublicensable limited license to (i) download, copy, modify, and display the Template, (ii) create Template Works, and (iii) distribute the object code versions of Template Works to third party Users basis solely for use by you, and you alone, under the terms of this agreement. SimplyBuilt retains all title to and ownership of the Application and Platform, and reserves all rights not expressly granted to you in this EULA.
You acknowledge that SimplyBuilt and/or third parties own all right, title and interest in and to the Application and content, excluding content provided by you, that may be presented or accessed through the Application, including without limitation all Intellectual Property Rights. You agree that you will not, and will not allow
any third-party to:
a. Copy, sell, license, distribute, transfer, modify, adapt, translate, prepare derivative works from, decompile, reverse engineer, disassemble or otherwise attempt to derive source code from the Application or content that may be presented or accessed through the Application for any purpose, unless otherwise permitted;
b. Take any action to circumvent or defeat the security or content usage rules provided, deployed or enforced by any functionality (including without limitation digital rights management functionality) contained in the Application;
c. Use the Application to access, copy, transfer, trans-code or retransmit content in violation of any law or third-party rights; or
d. Remove, obscure, or alter SimplyBuilt's or any third party's copyright notices, trademarks, or other proprietary rights notices affixed to or contained within or accessed in conjunction with or through the Application.
Sensitive Personal Data:
You acknowledge that:
SimplyBuilt is not responsible for the consequences of any property damage, personal identity theft, loss of material belongings, personal injury, harm, and/or personal health or medical conditions, and/or any negative occurrence, activity, and/or situation having occurred as a result of entering and storing personal information and/or sensitive information through the use of the Application; You UNDERSTAND, and AGREE to the precautionary advice to NOT use ACTUAL bank account information and/or other financial institution information, and to NOT share, store, and/or transfer the data contained within the Application on public and/or non-secure networks, which includes both wired and wireless networks. You agree to own the risks of such actions and to not hold SimplyBuilt accountable for any and all consequences of actions and behavior that is not in accordance with the above advice.
One Archival Copy:
You may only make one archival copy, which may only be used for backup purposes, and may not be distributed to others.
No Transfer of License: You may not transfer your license of the Application to anyone. Also you may not sub-license any of your rights granted by this EULA.
Decompiling, Disassembling or Reverse Engineering:
You acknowledge that the Application contains trade secrets and other proprietary information of SimplyBuilt and/or its licensor(s). You may not decompile, disassemble or otherwise reverse engineer the Application, or engage in any other activities to obtain underlying information that is not visible to the user in connection with normal use of the Application.
These Terms and Conditions will continue to apply until terminated by either you or SimplyBuilt as set forth below. You may terminate these Terms and Conditions at any time by permanently deleting the Application from all of your devices in its entirety. Your rights automatically and immediately terminate without notice from
SimplyBuilt or any Third Party if you fail to comply with any provision of these Terms and Conditions. In such event, you must immediately delete the Application. Upon termination, SimplyBuilt may also enforce any rights provided by law. The terms of Section 4 (Restrictions on Use), Section 7 (Proprietary Rights), Section 12 (Termination), Section 16 (Indemnification) Section 17 (Disclaimer of Warranties), Section 18 (Limitation of Liability), and Section 19 (Miscellaneous) will survive such termination.
This EULA is binding you as well as to your employees, employers, contractors and agents and any successors and assignees, family members, friends, coworkers, acquaintances of any type, that for one reason or another, with or without your permission, gain access to and use the Application on your device.
U.S. Government Restricted Rights:
This Application, related materials and documentation have been developed entirely with private funds. If the user of the Application is an agency, department, employee, or other entity of the United States Government, the use, duplication, reproduction, release, modification, disclosure, or transfer of the Application, including technical data or manuals, is restricted by the terms, conditions and covenants contained in these Terms and Conditions. In accordance with Federal Acquisition Regulation 12.212 for civilian agencies and Defense Federal Acquisition Regulation Supplement 227.7202 for military agencies, use of the Application is further restricted by these Terms and Conditions.
The Application may be subject to export controls or restrictions by the United States or other countries or territories. You agree to comply with all applicable U.S. and international export laws and regulations. These laws include restrictions on destinations, end users, and end use.
To the maximum extent permitted by law, you agree to defend, indemnify and hold harmless SimplyBuilt its affiliates and their respective directors, officers, employees and agents from and against any and all claims, actions, suits or proceedings, as well as any and all losses, liabilities, damages, costs and expenses (including reasonable attorneys fees) arising out of or accruing from your use of the Application, including downloading, installing, or and/or using of the Application, and/or your violation of these
Terms and Conditions.
DISCLAIMER OF WARRANTIES:
SIMPLYBUILT DOES NOT WARRANT THAT THE FUNCTIONS CONTAINED IN THE APPLICATION, TEMPLATES OR PLATFORM WILL MEET YOUR REQUIREMENTS AND/OR NEEDS, AND/OR THAT THE OPERATION OF THE APPLICATION WILL BE UNINTERRUPTED, ERROR-FREE OR FREE FROM MALICIOUS CODE ("MALICIOUS CODE" MEANS ANY PROGRAM CODE DESIGNED TO CONTAMINATE OTHER COMPUTER PROGRAMS AND/OR COMPUTER DATA, CONSUME COMPUTER RESOURCES, MODIFY, DESTROY, RECORD, OR TRANSMIT DATA, OR IN SOME OTHER FASHION USURP THE NORMAL OPERATION OF THE
COMPUTER, COMPUTER SYSTEM OR COMPUTER NETWORK, INCLUDING VIRUSES, TROJAN HORSES, DROPPERS, WORMS, LOGIC BOMBS, AND THE LIKE).
THIS APPLICATION IS PROVIDED "AS IS" WITHOUT ANY WARRANTY OF ANY KIND. SIMPLYBUILT IS NOT OBLIGATED TO PROVIDE ANY UPDATES, UPGRADES OR TECHNICAL SUPPORT FOR THIS APPLICATION. FURTHER, SIMPLYBUILT SHALL NOT BE LIABLE FOR THE ACCURACY OF ANY INFORMATION PROVIDED BY SIMPLYBUILT OR ANY THIRD-PARTY NOR FOR ANY DAMAGES CAUSED, EITHER DIRECTLY OR INDIRECTLY, BY ACTS TAKEN OR OMISSIONS MADE BY YOU AS A RESULT OF SUCH INFORMATION.
YOU ASSUME FULL RESPONSIBILITY FOR THE SELECTION OF THE APPLICATION TO ACHIEVE YOUR INTENDED RESULTS, AND FOR THE INSTALLATION, USE AND RESULTS OBTAINED FROM THE APPLICATION. YOU ALSO ASSUME THE ENTIRE RISK AS IT APPLIES TO THE QUALITY AND PERFORMANCE OF THE APPLICATION. SHOULD THE APPLICATION PROVE DEFECTIVE, YOU WILL BE ABLE TO RECEIVE A FULL REFUND FOR THE PRICE PAID BY YOU TO PURCHASE THE APPLICATION, IF AND ONLY IF THE REQUEST FOR THAT REFUND IS RECEIVED WITHIN THIRTY (30) DAYS FROM THE TIME THAT YOU HAVE PERCEIVED IT TO BE DEFECTIVE.
YOU EXPRESSLY UNDERSTAND AND AGREE THAT YOUR USE OF THE APPLICATION IS AT YOUR SOLE DISCRETION AND RISK AND THAT THE APPLICATION IS PROVIDED AS IS AND AS AVAILABLE WITHOUT WARRANTY OF ANY KIND.
YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER, MOBILE DEVICE, ANY OTHER DEVICE, OR LOSS OF DATA THAT RESULTS FROM SUCH USE.
SIMPLYBUILT FURTHER EXPRESSLY DISCLAIMS ALL WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT, WITH RESPECT TO THE APPLICATION.
LIMITATION OF LIABILITY: YOU EXPRESSLY UNDERSTAND AND AGREE THAT SIMPLYBUILT, ITS SUBSIDIARIES AND AFFILIATES, AND ITS LICENSOR(S) ARE NOT LIABLE TO YOU UNDER ANY THEORY OF LIABILITY FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL CONSEQUENTIAL OR EXEMPLARY DAMAGES OR FOR ANY LOST PROFITS, LOST SAVINGS, LOST REVENUES OR LOST DATA ARISING
FROM OR RELATING TO THE APPLICATION OR THIS EULA, EVEN IF SIMPLYBUILT OR ITS LICENSOR(S) HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN ANY CASE, THE LIABILITY IS LIMITED TO THE AMOUNT OF MONEY YOU PAID TO USE THE APPLICATION, REGARDLESS OF THE FORM OF THE CLAIM, AND ONLY IF WITHIN THE DEFECTIVE APPLICATION GRACE PERIOD AS DEFINED PREVIOUSLY.
These Terms and Conditions constitute the entire EULA between you and SimplyBuilt relating to the Application and govern your use of the Application, and completely replace any prior or contemporaneous agreements between you, SimplyBuilt regarding the Application.
The failure of SimplyBuilt to exercise or enforce any right or provision of these Terms and Conditions does not constitute a waiver of such right or provision, which will still be available to SimplyBuilt.
If any court of law, having the jurisdiction to decide on this matter, rules that any provision of this EULA or these Terms and Conditions is invalid, then that provision will be removed from the Terms and Conditions without affecting the rest of the EULA. The remaining provisions of the EULA will continue to be valid and enforceable.
The rights granted in this EULA may not be assigned or transferred by you without the prior written approval of SimplyBuilt. You are not permitted to delegate your responsibilities or obligations under this EULA without the prior written approval of SimplyBuilt.
These Terms and Conditions and your relationship with SimplyBuilt under this EULA will be governed by the laws of the State of New York without regard to its conflict of laws provisions. You, SimplyBuilt agree to submit to the exclusive jurisdiction of the courts located within the county of New York, New York to resolve any legal matter arising from this EULA or these Terms and Conditions, and you hereby submit to the personal jurisdiction of such courts and waive any objection based upon improper venue or inconvenient forum. You hereby waive any right to a jury trial in any proceeding arising out of or related to this EULA. Notwithstanding this, you agree that SimplyBuilt will still be allowed to apply for injunctive remedies (or an equivalent type of urgent legal relief) in any jurisdiction.
You designate your mailing address indicated within your customer contact information for service of process for any action or proceeding arising under this EULA, and waive any U.S. and international treaty provisions with respect to such service of process. Service of process upon you in any action or proceeding arising hereunder may be by registered or certified mail (return receipt requested), and shall have the same effect as if delivered personally.
© SimplyBuilt 2014