Quicklert's End-User License Agreement & Terms of Service
By installing, accessing or using the System and its applications, you signify that you have read, understood, and agree to be bound by this Electronic End-User License Agreement (EULA) and to the collection and use of your information as set forth in the Quicklert Inc Privacy Policy, whether or not you are a registered user of our Service. This Agreement applies to all visitors, users, and others who access the Service (“Users”).
QUICKLERT INC., ALONG WITH ITS ASSOCIATES TES, AFFILIATES AND PARTNERS (KNOWN AS "LICENSOR"), CREATOR OF THE QUICKLERT SOFTWARE AND ALERTING APPLICATION (KNOWN AS THE “SOFTWARE" OR “QUICKLERT APP” (INTENDED FOR MOBILE DEVICES) OR “DESKTOP COMPUTERS” OR “QUICKLERT SERVER” OR “QUICKLERT SOFTWARE” OR “APPLICATION” OR “APP” OR SIMPLY "QUICKLERT") OR THE QUICKLERT HOSTED NOTIFICATION SERVER ALSO KNOWN AS “THE SERVICE”, STATES HEREBY THE FOLLOWING TERMS OF USE AND END USER LICENSE AGREEMENT (KNOWN AS THE "LICENSE AGREEMENT") AS WELL AS THE PRIVACY POLICY (KNOWN AS THE "PRIVACY POLICY"), TO BE UPDATED AND AMENDED AT ANY TIME WITHOUT PRIOR CONSENT OF THE QUICKLERT USER OR ENTITY (KNOWN AS THE "USER", “ENTITY” OR "YOU"). BY INSTALLING AND/OR USING THE SOFTWARE/APP, YOU ARE UNDERSTANDING AND ACCEPTING THIS BINDING AGREEMENT AND YOU ARE SUBJECT TO ITS TERMS AND CONDITIONS. IF YOU DO NOT AGREE OR UNDERSTAND THIS LICENSE AGREEMENT, DO NOT INSTALL OR USE THE QUICKLERT APP OR SOFTWARE. IF THE QUICKLERT APPLICATION OR SOFTWARE IS ALREADY INSTALLED ON YOUR DEVICE OR SYSTEM (A “SINGLE DEVICE” OR “DEVICE” OR “SYSTEM” OR “DEVICE/SYSTEM” ALSO REFERRED HEREBY AS A “SINGLE COMPUTER SYSTEM” (BE EITHER A DESKTOP COMPUTER OR SERVER OR VIRTUAL DEVICE, VIRTUAL SERVER OR VIRTUAL COMPUTER SERVER) CONNECTED THROUGH QUICKLERT TO MOBILE DEVICES TO CREATE A “SINGLE SYSTEM” OR SIMPLY A “SYSTEM”) YOU MUST IMMEDIATELY UNINSTALL IT.
PLEASE READ THIS AGREEMENT CAREFULLY TO ENSURE THAT YOU UNDERSTAND EACH PROVISION. THIS AGREEMENT CONTAINS A MANDATORY ARBITRATION OF DISPUTES PROVISION THAT REQUIRES THE USE OF ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES, RATHER THAN JURY TRIALS OR CLASS ACTIONS.
NUMBER LIMITATION OF COMPUTER DEVICES
QUICKLERT INC grants you/your entity a non-exclusive license to use the software and its documentation, provided that you agree to the following: Use of QUICKLERT: You may install 1 binary copy of QUICKLERT in a single location on a hard disk or other storage device on a single computer or server –these configurations are known as A SINGLE QUICKLERT SERVER- along with the QUICKLERT APP for installation over multiple mobile devices to connect to the QUICKLERT SERVER OR QUICKLERT COMPUTER in order to provide QUICKLERT services. Provided QUICKLERT is configured for network use, install and use QUICKLERT on a single server for use on a single local area network for either (but not both) of the following purposes: A- Permanent installation onto a hard disk or other storage device for up to the permitted number of computers –OR- B- Use QUICKLERT over such network, provided the number of different IP phone devices on which QUICKLERT is used does not exceed the permitted number of Quicklert licenses (For example, if there are 100 IP phone devices connected to the server, with no more than 15 IP phone devices ever using QUICKLERT concurrently, but QUICKLERT will be used on 25 different IP phone devices at various times, the permitted number of IP phone devices for which you need a license is 25) This EULA applies to updates, supplements, add-on components, and Internet-based services components of the product that QUICKLERT INC may provide to you or make available to you after the date you obtain your initial copy of the product or software, unless QUICKLERT INC provides other terms along with the update, supplement or add-on component. QUICKLERT INC reserves the right to discontinue any application or services provided to you or made available to you through the use of the Product. This EULA does not grant you any rights to use the Quicklert Framework Software Development Kit or its components contained in the software to develop a software application that uses the Quicklert Framework technology. If you wish to use the Quicklert Framework technology to develop such an application, acquire a separate license for the Quicklert Framework technology, download the appropriate version, and install it on your system
INTENDED USE AND ITS LIMITATIONS
By using QUICKLERT, you acknowledge that you assume sole responsibility for safe use of QUICKLERT and the service it facilitates under ALL type of situations and interactions. This license entitles you/your entity to send/receive mobile alerts, emergency alerts and notifications. You may also acknowledge them, clear them or perform callbacks. You accept the ownership and responsibility of all generated content on your system/device that has a licensed QUICKLERT installed. You may not use QUICKLERT in a manner, which violates any law –local or federal- or in a manner that facilitates or encourages anyone else to violate any law. You are the author of your own generated digital content and you assume the responsibility of such content (including not infringing on third-party intellectual property rights).
1. Use of Quicklert Application Server
Grant of License – The provider of licenses (QUICKLERT INC) also know as the LICENSOR provides a notification, alert and mass alert management software and applications that can be used to deliver messages to desktop computers, mobile devices and other network connected devices. Subject to the terms and conditions of this EULA, the Licensor grants you a non-exclusive, non-transferable license to use the Software on a number of computer(s) and server(s) that is licensed through the provided Electronic Code (“ECode) from the Licensor. The Licensor reserves the right to update or modify the Application at any time, from time to time in its sole discretion, including without limitation to increase or change functionality of the Application.
2. Restrictions
You may not, nor may you assist other parties to, (a) except as expressly permitted herein, use copy, modify, or create derivative works of the Application or part thereof, (b) distribute or transfer the Application or part thereof or sublicense your right to use the Application hereunder, (c) reverse-engineer, disassemble, or attempt to derive the source code of the Application or part thereof, or (d) attempt to disable or circumvent any security or access control mechanism of the Application.
3. Ownership
You have no ownership rights in the Application. Rather, you have a license to use the Application only so long as this EULA remains in effect. Ownership of the Application and all intellectual property rights therein shall remain at all times with Licensor or its licensors. All rights not granted to you herein are reserved to the Licensor or its licensors. Any references to the sale or transfer of the Application herein or in any other communication between the Licensor and you shall mean only the license of the Application pursuant to the terms and conditions of this EULA. You have no obligation to provide us with any feedback concerning the Application. Nevertheless, if you provide us with any feedback concerning the Application, you also provide us with a non-exclusive, perpetual license to make all uses of such feedback.
4. Representation Concerning Age
You represent and warrant that you are at least thirteen (13) years old. Children under the age of thirteen (13) are not permitted to use the Application without prior consent from their legal guardian.
5. Sending and Receiving Messaging Mechanisms
The Application may utilize various methods to send messages to the devices and user account (with email address) or to the Quicklert App on the desktop computer or mobile devices running the Quicklert App. You represent and warrant that you, and not the Licensor, are the sender of such messages, e-mails, including any follow-up communication you cause the Application to send, and that each person to whom you send such a message, including follow-up messages, has provided you with prior express consent to send the message to that person. You also consent to receive messages from QUICKLERT INC, as well as other users.
A. Quicklert App (For iOS and Android)
– The software delivers messages generated or sent from the Quicklert Server to the Quicklert App (Available on App Store and Google Play Store) over WiFi or cellular data network. It also uses the Quicklert Hosted Notification Server to deliver notifications to the Quicklert App running on iPhone and Android based smartphones. Due to the nature of data network availability and other technological restrictions, Quicklert does not guaranty the delivery of the messages and notifications to the end-point or Quicklert App due to circumstances that may be beyond the Licensor control.
B. Windows Desktop Application
– The software delivers messages generated or sent from the Quicklert Server to the Quicklert Desktop Application running on Windows Operating System over the network. Due to the nature of data traveling through Internet traffic or network related issues or due to any other technological restrictions, Quicklert does not guaranty the delivery of the messages and notifications to the end-point or Quicklert Desktop Application due to circumstances that may be beyond the Licensor control.
C. E-mail
- The Software may utilize e-mails to send messages to you user account (with email address) created on the Quicklert server. You represent and warrant that you, and not the Licensor, are the sender of such e-mails, including any follow-up emails you cause the Application to send, and that each person or entity to whom you send such an e-mail, including follow-up emails, has provided you with prior express consent to send the e-mail to that person. You also consent to receive e-mails from QUICKLERT INC as well as other users, unless you remove your email address from the Quicklert server account or notification through email is disabled, along with SMS and MMS Messages.
D. Location-Based Dependent Services
- QUICKLERT INC may require the use of GPS, tower triangulation or other location based-services and technology. By using QUICKLERT, you acknowledge and authorize the use of tracking location technology, which could be partially or fully enabled on your mobile device at any time. The license provider expressly disclaims all liabilities for the failure of QUICKLERT to perform as intended if such features have been disabled and/or upon hardware failure or software failure. This includes any software/hardware technology installed on your mobile device that works together with QUICKLERT. In addition, any tracking location data (including collection, use and share) is authorized by the user to be collected by the license provider as necessary according to the provisions of this license agreement.
E. Quicklert Hosted Notification Service
- The Quicklert Hosted Notification Server (QHNS) if used by the software to deliver notifications to the Quicklert App running on iPhone and Android based smartphones. The (QHNS) Service is controlled and operated from facilities in the United States.QUICKLERT INC makes no representations that the Service is appropriate or available for use in other locations. Those who access or use the Service from other jurisdictions do so at their own volition and are entirely responsible for compliance with all applicable United States and local laws and regulations, including but not limited to export and import regulations. You may not use the Service if you are a resident of a country embargoed by the United States, or are a foreign person or entity blocked or denied by the United States government nor you or your organization should use the Service if the laws of the United States classifies you or your organization as a criminal enterprise (either domestic or foreign) or if you or your organization intend to use the Service to break the laws and regulations of the United States. Otherwise explicitly stated, all materials found on the Service are solely directed to individuals, companies, or other entities located in the United States.
6. Commercial Message or General Content Prohibited
As described further below, you, your organization or the party or individual responding or establishing communication with your and your organization are prohibited from using the Application to send advertising, commercial communications, or spam or send or receive indecent or offensive digital content (such as pornography of any age group, disturbing, shocking or violent imagery or digital content –including character depictions or manga- subversive or inflammatory or racial-biased imagery or textual) via any of the delivery mechanisms described above.
7. Digital Content
As used in this EULA, the term “Content” means all content on or made available through the Application, including but not limited to any form of messages you or any other user may make available through the Application. You are fully and solely responsible for any Content you make available through the Application, and represent and warrant that such Content complies with all applicable law and does not infringe third-party intellectual property rights. Licensor has no obligation to accept, display, review or maintain any Content. Moreover, the Licensor reserves the rights to remove and permanently delete any Content, including any Content of any user, without notice and for any reason. Content comes from a variety of sources. You understand Licensor is not responsible for the accuracy, usefulness, safety or intellectual property rights of or relating to this Content. Although users must agree to this EULA, it is possible that users (including unauthorized users) may post or transmit offensive or obscene materials to which you may be involuntarily exposed, and you hereby agree to waive, and do waive, any legal or equitable rights or remedies you have or may have against the Licensor with respect to thereto. The Licensor disclaims all liability, regardless of the form of action, for the acts or omissions of other members or users (including unauthorized users). Licensor does not endorse any content or any opinion, recommendation, or advice expressed in any Content, and licensor expressly disclaims any and all liability in connection with content.
You may not, or assist other parties to: A. Use the Application or any Content to disparage, threaten, harass, intimidate or abuse anyone or promote violence; Post, distribute, or make available or transmit any Content containing obscenity, or pornography of any age group; B. Post, distribute, or make available or transmit any viruses or other malicious software through the Application; C. Make available any Content that infringes or violates the contractual, intellectual property, moral rights or other rights of any party; D. Use the Application to send advertising, commercial communications, or spam, or for any other telemarketing purpose; or E. Conduct or promote any illegal activity through the Application.
8. Licensor’s Use of Content
The Licensor’s use and disclosure of any Content or any information concerning your use of the Application is subject to the terms and conditions of the QUICKLERT INC. Privacy Policy. By submitting, posting or making available any Content you grant Licensor and its successors and assigns a worldwide, non-exclusive, royalty-free, perpetual, sub licensable (through multiple tiers of sub licensees) and transferable license to use, copy, distribute, transmit, modify, prepare derivative works of, publicly display, and publicly perform such Content (a) as directed by you, through the Application, (b) as directed by other users to whom you send Content, and (c) for the purpose of commercially promoting the Application or Licensor’s business, in any media format and through any media channels. In using any Content to commercially promote the Application or the Licensor’s business. The Licensor will make commercially reasonable efforts to remove from the Content any content that may be considered private or confidential. You represent and warrant that you have all necessary rights to grant Licensor the license and waiver set forth in this Section. QUICKLERT INC shall have no responsibility or liability for any use of Content by third parties to whom you provide such Content or to whom you direct QUICKLERT INC to provide such Content.
9. Warranty Disclaimer
The Application is provided “AS - IS”. The Licensor and its licensors expressly disclaim any warranties with respect to the Application and any Content available through the Application, including without limitation, any statutory or implied warranties of merchantability, fit for a particular purpose, title or non-infringement. The Licensor does not warrant that the Application will meet your requirements, that the operation of the Application will be continuous or error-free, that the Application will operate as intended or at all under all conditions, or that any defects in the Application will be corrected by the Licensor. The Application is not fault-tolerant and is not designed, manufactured or intended for use with high-risk activities.
10. Indemnification
You shall defend, indemnify and hold the Licensor, its affiliates, employees, officers, directors, contractors and agents harmless from and against any and all claims, losses, liabilities, costs and expenses directly or indirectly arising out of or connected with: A. Your breach of any provision of this EULA, or any representation or warranty made by you herein; B. Your use of the Application and any Content made available by you; and Any third party allegations (even though such allegations may be false, fraudulent or groundless) regarding (a) or (b) above. C. Notwithstanding such obligations, the Licensor may control any defense of such claims. If the Licensor requires you to defend such claims, your choice of counsel must be reasonably satisfactory to the Licensor. You shall not settle or compromise claims that impose any obligation on the Licensor or admits any fault on the part of the Licensor without its prior written consent. The Licensor may participate in the defense of all claims with counsel of its own choice at its own expense.
11. Termination
The Licensor may suspend or terminate your account or this EULA at any time and for any reason at the Licensor’s sole discretion, including if (i) you violate its terms, including by displaying or transmitting infringing or illegal material; (ii) The Licensor is unable to verify or authenticate any information you provide; (iii) such information becomes inaccurate; or (iv) The Licensor decides in its sole discretion to cease offering the Application. Upon termination, you must immediately cease use of the Application. All sections of this EULA shall survive the termination or expiration of this EULA for any reason. Revisions to this EULA – The Licensor reserves the right to make changes to this EULA at any time. Such changes will be effective ten (10) days thereafter, and your continued use of the Application means that you agree to be bound by the changes. Please check the EULA regularly for any changes.
12. Infringement
The Licensor respects the intellectual property rights of others and expects its users to do the same. The Licensor will remove all infringing Content if properly notified that it infringes third party copyrights, and may do so at its sole discretion, without prior notice to users at any time. Under the United States Digital Millennium Copyright Act of 1998 (the “DMCA”), it is Licensor’s policy to respond expeditiously to copyright owners who believe Content infringes their rights. Licensor reserves the right to remove any Content without prior notice to you, any other user, or any third party. If you believe that Content made available through the Application infringes your copyright, you may send us a notice requesting that it be removed, or access to it blocked. If you believe that such a notice has been wrongly filed against you, the DMCA lets you send us a counter-notice. Notices and counter-notices must meet the DMCA’s requirements. We suggest that you consult your legal advisor before filing a notice or counter-notice. Be aware that there can be substantial penalties for false claims. Notices and counter-notices may be sent to info@quicklert.com. It is the Licensor’s policy that in appropriate circumstances the account of users who have committed multiple infringements shall be terminated.
13. Controlling Law
This EULA shall be construed, interpreted and governed by the laws of the State of the LICENSOR without regard to conflicts of law provisions thereof. Any action, suit or other proceeding arising under or relating to this EULA shall be brought in a court of competent jurisdiction in Delaware, USA and the parties hereby consent to the sole jurisdiction of such courts. This EULA constitutes the entire agreement between the parties hereto. If a court of competent jurisdiction finds any part of this EULA invalid or unenforceable, such provision shall be interpreted as necessary to give maximum effect to its provisions and the remainder of this EULA shall remain in effect. You agree that any proceedings to resolve or litigate any dispute will be conducted solely on an individual basis. You also agree to waive the right to litigate disputes in court before a jury. The Licensor may assign or transfer any of its rights or obligations hereunder without your consent. You may not assign any of your obligations or rights hereunder.
14. DISCLAIMER OF PERFORMANCE
QUICKLERT AIDS THE USER/ENTITY FOR THE PURPOSE OF FACILITATING COMMUNICATION BETWEEN YOU, YOUR ENTITY AND THIRD-PARTY RECIPIENTS. BY INSTALLING AND USING QUICKLERT, YOU ACKNOWEDGE THAT YOU MAY USE QUICKLERT FOR THE PURPOSE OF COMMUNICATION WITH OTHE USERS AND THIRD-PARTY ENTITIES (WHICH INCLUDES -BUT NOT LIMITED TO- EMERGENCY PERSONNEL UNDER LIFE-THREATING EVENTS). THE LICENSE PROVIDER EXPRESSLY CANNOT GUARANTEE THAT BY USING QUICKLERT YOU WILL BE SUCCESSFUL IN COMMUNICATING OR COMMUNICATING IN A TIMELY MANNER OR ALERTING OTHER USERS AND THIRD-PARTY ENTITIES IN ANY TYPE OF SCENARIO OR CIRCUNSTANCE. THIS MAY INCLUDE EMERGENCY CASES, LIFE-THREATING SCENARIOS –INCLUDING SCENARIOS WHERE BODY INJURY HAS OCCURRED- THIS ALSO RELATES TO REPORTING THEFT OR DAMAGE, INCLUDING RIOTS, FLOODS, FIRE, -OR- AS A MEANS OF NOTIFYING EMERGENCY RESPONSE PERSONNEL (FOR EXAMPLE: POLICE, EMS AMBULANCE, FIRE DEPARTMENT, EMT’S OR TO REPORT YOUR GEOGRAPHICAL LOCATION TO FAMILY MEMBERS, FRIENDS, EMERGENCY OR LAW ENFORCEMENT AGENCIES. IN ADDITION, THE LICENSE PROVIDER CANNOT GUARANTEE THAT ANY FAMILY MEMBER, FRIENDS, THIRD PARTY ENTITIES, EMERGENCY PERSONNEL, POLICE OR ANY FIRST ARRIVAL INDIVIDUALS WILL RESPOND IN A TIMELY MANNER TO YOUR REPORTS OR ALERTS -OR AT ALL-, OR THAT THE MOST APPROPRIATE PERSONNEL WILL RESPOND (EMERGENCY RESPONSE PERSONNEL IN CERTAIN CASES MAY NOT RESPOND BECAUSE OF LOCAL REGULATIONS, LAWS OR POLICIES). IN NO CIRCUMSTANCES SHALL THE LICENSE PROVIDER, ALONG WITH ITS ASSOCIATES, AFFILIATES AND PARTNERS BE FOUND RESPONSIBLE FOR THE PERFORMANCE, UNDERPERFORMANCE OR LACK OF PERFORMANCE –INCLUDING FAILURE TO OBTAIN GEOLOCATION DATA, REGARDLESS OF ITS INTENDED USE. YOU ASSUME SOLE RESPONSIBILITY FOR THE USE OF QUICKLERT AND FOR THE SAFETY OF YOURSELF AND ANYONE YOU CONTACT USING QUICKLERT. YOU ACKNOWLEDGE AND AGREE THAT USE OF QUICKLERT IS AT YOUR OWN RISK. FURTHERMORE, QUICKLERT AND ANY DOCUMENTATION OR MANUALS ARE PROVIDED ‘AS IS’ AND WITHOUT EXPRESS WARRANTY OF ANY KIND. THE LICENSE PROVIDER DISCLAIMS ALL WARRANTIES IMPLIED OR STATED IN THIS LICENSE AGREEMENT, INCLUDING ANY WARRANTIES OF MERCHANTABILITY, QUALITY AND/OR INTENDED USE OF QUICKLERT. THE SOLE RISK ARISING FROM THE USE AND ITS PERFORMANCE IN ANY SITUATION REMAINS WITH YOU/YOUR ENTITY.
15. LIMITATION OF LIABILITY
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL THE LICENSOR, ITS AFFILIATES, AGENTS, DIRECTORS, EMPLOYEES, SUPPLIERS OR LICENSORS BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES, THAT RESULT FROM THE USE OF, OR INABILITY TO USE, THIS SERVICE. UNDER NO CIRCUMSTANCES WILL LICENSOR BE RESPONSIBLE FOR ANY DAMAGE, LOSS OR INJURY RESULTING FROM HACKING, TAMPERING OR OTHER UNAUTHORIZED ACCESS OR USE OF THE SERVICE OR YOUR ACCOUNT OR THE INFORMATION CONTAINED THEREIN. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE LICENSOR ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ANY (I) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT; (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO OR USE OF OUR SERVICE; (III) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION STORED THEREIN; (IV) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE SERVICE; (V) ANY BUGS, VIRUSES, TROJAN HORSES, SPAMWARE OR BLOATWARE OR THE LIKE THAT MAY BE TRANSMITTED TO OR THROUGH OUR SERVICE BY ANY THIRD PARTY; (VI) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE THROUGH THE SERVICE; AND/OR (VII) USER CONTENT OR THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY. IN NO EVENT SHALL LICENSOR, ITS AFFILIATES, AGENTS, DIRECTORS, EMPLOYEES, SUPPLIERS, OR LICENSORS BE LIABLE TO YOU FOR ANY CLAIMS, PROCEEDINGS, LIABILITIES, OBLIGATIONS, DAMAGES, LOSSES OR COSTS IN AN AMOUNT EXCEEDING THE AMOUNT YOU PAID TO LICENSOR HEREUNDER OR $100.00, WHICHEVER IS GREATER. THIS LIMITATION OF LIABILITY SECTION APPLIES WHETHER THE ALLEGED LIABILITY IS BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR ANY OTHER BASIS, EVEN IF LICENSOR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION. SOME STATES DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU. THIS AGREEMENT GIVES YOU SPECIFIC LEGAL RIGHTS, AND YOU MAY ALSO HAVE OTHER RIGHTS, WHICH VARY FROM STATE TO STATE. THE DISCLAIMERS, EXCLUSIONS, AND LIMITATIONS OF LIABILITY UNDER THIS AGREEMENT WILL NOT APPLY TO THE EXTENT PROHIBITED BY APPLICABLE LAW. The Service is controlled and operated from facilities in the United States. The LICENSOR makes no representations that the Service is appropriate or available for use in other locations. Those who access or use the Service from other jurisdictions do so at their own volition and are entirely responsible for compliance with all applicable United States and local laws and regulations, including but not limited to export and import regulations. You may not use the Service if you are a resident of a country embargoed by the United States, or are a foreign person or entity blocked or denied by the United States government. Unless otherwise explicitly stated, all materials found on the Service are solely directed to individuals, companies, or other entities located in the United States.
16. Governing Law and Arbitration
A. Governing Law
You agree that: (i) the Service shall be deemed solely based in the USA; and (ii) the Service shall be deemed a passive one that does not give rise to personal jurisdiction over the LICENSOR, either specific or general, in jurisdictions other than in Delaware, USA. This Agreement shall be governed by the internal substantive laws of the State of Illinois, without respect to its conflict of laws principles. The parties acknowledge that this Agreement evidences a transaction involving interstate commerce. Notwithstanding the preceding sentences with respect to the substantive law, any arbitration conducted pursuant to the terms of this Agreement shall be governed by the Federal Arbitration Act (9 U.S.C. §§ 1-16). The application of the United Nations Convention on Contracts for the International Sale of Goods is expressly excluded. You agree to submit to the personal jurisdiction of the federal and state courts located in Illinois for any actions for which we retain the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a our copyrights, trademarks, trade secrets, patents, or other intellectual property or proprietary rights, as set forth in the Arbitration provision below.
B. Arbitration
READ THIS SECTION CAREFULLY BECAUSE IT REQUIRES THE PARTIES TO ARBITRATE THEIR DISPUTES AND LIMITS THE MANNER IN WHICH YOU CAN SEEK RELIEF FROM THE LICENSOR. In the unlikely event that the LICENSOR has not been able to resolve a dispute it has with you after 60 days, we each agree to resolve any claim, dispute, or controversy (excluding any LICENSOR’s claims for injunctive or other equitable relief) arising out of or in connection with or relating to these Terms of Use, or the breach or alleged breach thereof (collectively, “Claims”), by binding arbitration by the Judicial Mediation and Arbitration Services (“JAMS”) under the Optional Expedited Arbitration Procedures then in effect for JAMS, except as provided herein. The arbitration will be conducted in Delaware, USA unless you and the LICENSOR agree otherwise. Each party will be responsible for paying any JAMS filing, administrative and arbitrator fees in accordance with JAMS rules. The award rendered by the arbitrator shall include costs of arbitration, reasonable attorneys’ fees and reasonable costs for expert and other witnesses, and any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. Nothing in this Section shall be deemed as preventing the LICENSOR from seeking injunctive or other equitable relief from the courts as necessary to protect any of the LICENSOR’s proprietary interests. ALL CLAIMS MUST BE BROUGHT IN THE PARTIES’ INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION, COLLECTIVE ACTION, AND PRIVATE ATTORNEY GENERAL ACTION OR OTHER REPRESENTATIVE PROCEEDING. THIS WAIVER APPLIES TO CLASS ARBITRATION, AND, UNLESS WE AGREE OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON’S CLAIMS. YOU AGREE THAT, BY ENTERING INTO THIS TERMS OF SERVICE, YOU AND LICENSOR ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION, COLLECTIVE ACTION, PRIVATE ATTORNEY GENERAL ACTION, OR OTHER REPRESENTATIVE PROCEEDING OF ANY KIND.
17. Mobile Software
A. Mobile and Desktop Application/Software
The Licensor makes available software to access the Quicklert App (also known as the “mobile software”) via a mobile device (known as the “Mobile Device Hardware/Software”). To use the Mobile Device Hardware/Software with Quicklert, you must have a mobile device that is compatible with the Quicklert App and the Quicklert Hosted Notification Server AND the mobile device Operating System along with its performance updates (available through the commercial data mobile provider) must be compatible with the Quicklert App . The LICENSOR does not warrant that the Quicklert App and the Mobile Service will be compatible with your Mobile Device Hardware/Software. The LICENSOR hereby grants you a non-exclusive, non-transferable, revocable license to use a compiled code copy of the Mobile Software for one LICENSEE account owned or leased solely by you, for your personal use. You may not: (i) modify, disassemble, decompile or reverse engineer the Mobile Software, except to the extent that such restriction is expressly prohibited by law; (ii) rent, lease, loan, resell, sublicense, distribute or otherwise transfer the Mobile Software to any third party or use the Mobile Software to provide time sharing or similar services for any third party; (iii) make any copies of the Mobile Software; (iv) remove, circumvent, disable, damage or otherwise interfere with security-related features of the Mobile Software, features that prevent or restrict use or copying of any content accessible through the Mobile Software, or features that enforce limitations on use of the Mobile Software; or (v) delete the copyright and other proprietary rights notices on the Mobile Software. You acknowledge that the LICENSOR may from time to time issue upgraded versions of the Mobile Software, and may automatically electronically upgrade the version of the Mobile Software that you are using on your mobile device. You consent to such automatic upgrading on your mobile device, and agree that the terms and conditions of this Agreement will apply to all such upgrades. Any third-party code that may be incorporated in the Mobile Software is covered by the applicable open source or third-party license EULA, if any, authorizing use of such code. The foregoing license grant is not a sale of the Mobile Software or any copy thereof, and the LICENSOR or its third party partners or suppliers retain all right, title, and interest in the Mobile Software (and any copy thereof). Any attempt by you to transfer any of the rights, duties or obligations hereunder, except as expressly provided for in this Agreement, is void. The LICENSOR reserves all rights not expressly granted under this Agreement. If the Mobile Software is being acquired on behalf of the United States Government, then the following provision applies. Use, duplication, or disclosure of the Mobile Software by the U.S. Government is subject to restrictions set forth in this Agreement and as provided in DFARS 227.7202-1(a) and 227.7202-3(a) (1995), DFARS 252.227-7013(c)(1)(ii) (OCT 1988), FAR 12.212(a) (1995), FAR 52.227-19, or FAR 52.227-14 (ALT III), as applicable. The Mobile Software originates in the United States, and is subject to United States export laws and regulations. The Mobile Software may not be exported or re-exported to certain countries or those persons or entities prohibited from receiving exports from the United States. In addition, the Mobile Software may be subject to the import and export laws of other countries. You agree to comply with all United States and foreign laws related to use of the Mobile Software and the LICENSOR Service. (1) Mobile Software from iTunes and the Google App Store (Google Play). The following applies to any Mobile Software you acquire from the iTunes Store (“iTunes-Sourced Software”) and/or the Google App Store (Google Play).: You acknowledge and agree that this Agreement is solely between you and the LICENSOR, not Apple or Google, and that Apple or Google has no responsibility for the iTunes-Sourced Software or Google Play-Sourced Software or any content thereof. Your use of the iTunes-Sourced Software and/or Google Play-Sourced Software must comply with the App Store and Google Play Terms of Service. You acknowledge that Apple and Google has no obligation whatsoever to furnish any maintenance and support services with respect to the iTunes-Sourced Software and the Google Play-Sourced Software. In the event of any failure of the iTunes-Sourced Software or the Google Play-Sourced Software to conform to any applicable warranty, you may notify Apple and/or Google, and Apple and/or Google will refund the purchase price for the iTunes-Sourced Software or Google Play-Sourced Software to you; to the maximum extent permitted by applicable law, Apple and/or Google will have no other warranty obligation whatsoever with respect to the iTunes-Sourced Software or the Google Play-Sourced Software, and any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty will be solely governed by this Agreement and any law applicable to the LICENSOR as provider of the software. You acknowledge that Apple and/or Google is not responsible for addressing any claims of you or any third party relating to the iTunes-Sourced Software or the Google Play-Sourced Software in your possession and/or use of the iTunes-Sourced Software or the Google Play-Sourced Software, including, but not limited to: (i) product liability claims; (ii) any claim that the iTunes-Sourced Software fails or the Google Play-Sourced Software to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation; and all such claims are governed solely by this Agreement and any law applicable to the LICENSOR as provider of the software. You acknowledge that, in the event of any third party claim that the iTunes-Sourced Software or the Google Play-Sourced Software in your possession and use of that iTunes-Sourced Software or the Google Play-Sourced Software infringes that third party’s intellectual property rights, the LICENSOR, not Apple or Google, will be solely responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim to the extent required by this Agreement. You and the LICENSOR acknowledge and agree that Apple or Google , and Apple’s or Google’s subsidiaries, are third party beneficiaries of this Agreement as relates to your license of the iTunes-Sourced Software or the Google Play-Sourced Software, and that, upon your acceptance of the terms and conditions of this Agreement, Apple or Gogole will have the right (and will be deemed to have accepted the right) to enforce this Agreement as relates to your license of the iTunes-Sourced Software or the Google Play-Sourced Software against you as a third party beneficiary thereof.
18. USE OF THIRD PARTY BINARY CODE
SUN MICROSYSTEMS, INC (ORACLE). Read the terms of this agreement and any provided Sun Microsystems, Inc. Read license terms collectively (agreement) carefully before using QUICKLERT at Read all licenses applied to the use of Sun Microsystems (Oracle) products at http://www.oracle.com/us/sun/index.htm. By using, or opening or downloading or obtaining a copy of QUICKLERT, you agree to the terms of agreement for SUN MICROSYSTEMS AND QUICKLERT INC. If you do not agree to all these terms, do not use QUICKLERT and/or promptly uninstall any copy of QUICKLERT from your computer/system.
APACHE SOFTWARE FOUNDATION. This product includes software developed by the Apache Software Foundation. Read applicable license at http://www.apache.org/licenses. By using, or opening or downloading or obtaining a copy of QUICKLERT, you agree to the terms of agreement for the APACHE Software Foundation AND QUICKLERT INC. If you do not agree to all these terms, do not use QUICKLERT and/or promptly uninstall any copy of QUICKLERT from your computer/system.
MICROSOFT CORPORATION. This product includes Microsoft’s 2014 SQL Express Server. All applicable licenses for individual or volume use for MS 2014 SQL Express Server is detailed at http://www.microsoft.com/en-us/Licensing/product-licensing/sql-server-2014.aspx. By using, or opening or downloading or obtaining a copy of QUICKLERT, you agree to the terms of agreement for the Microsoft Corporation AND QUICKLERT INC. If you do not agree to all these terms, do not use QUICKLERT and/or promptly uninstall any copy of QUICKLERT from your computer/system.'
HIBERNATE.ORG. The usage of Hibernate.org code or project work, under all applicable licenses, including LGPL 2.1 or the ASL 2.0. are specified in http://hibernate.org/community/license. Hibernate is Free Software. For more information on the usage license and product code, visit their website at http://hibernate.org. By using, or opening or downloading or obtaining a copy of QUICKLERT, you agree to the terms of agreement for Hibernate.org AND QUICKLERT INC. If you do not agree to all these terms, do not use QUICKLERT and/or promptly uninstall any copy of QUICKLERT from your computer/system.
19. General Statements Contractual to this EULA
A. Assignment
This Agreement, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by QUICKLERT INC without restriction. Any attempted transfer or assignment in violation hereof shall be null and void.
B. Notification Procedures and Changes to the Agreement
QUICKLERT INC may provide notifications, whether such notifications are required by law or are for marketing or other business related purposes, to you via email notice, written or hard copy notice, or through posting of such notice on our website, as determined by QUICKLERT INC, at our sole discretion. QUICKLERT INC, reserves the right to determine the form and means of providing notifications to our Software Users, provided that you may opt out of certain means of notification as described in this Agreement. IPC, LLC., is not responsible for any automatic filtering you or your network provider may apply to email notifications we send to the email address you provide us. QUICKLERT INC, may, at its sole discretion, modify or update this Agreement from time to time, and so you should review this page periodically. When we change the Agreement in a material manner, we will update the ‘last modified’ date at the bottom of this page. Your continued use of the Service after any such change constitutes your acceptance of the new Terms of Use. If you do not agree to any of these terms or any future Terms of Use, do not use or access (or continue to access) the Service.
C. Entire Agreement and Service
This Agreement, together with any amendments and any additional agreements you may enter into with QUICKLERT INC, in connection with the Service, shall constitute the entire agreement between you and QUICKLERT INC, concerning the Service. If a court of competent jurisdiction deems any provision of this Agreement invalid, the invalidity of such provision shall not affect the validity of the remaining provisions of this Agreement, which shall remain in full force and effect.
D. No Waiver
No waiver of any term of this Agreement shall be deemed a further or continuing waiver of such term or any other term, and QUICKLERT INC’s failure to assert any right or provision under this Agreement shall not constitute a waiver of such right or provision.
E. Contact
Please contact us info@quicklert.com with any questions regarding this Agreement. All other trademarks are registered trademark of the respected companies.
This Agreement was last modified on June 13th 2017.