This End-User License Agreement (the "EULA" or "Agreement") governs Your use of the SHOUTBOTtm Software Application, account and service ("collectively, the SHOUTBOT APP") provided by ShoutBot Inc. , its subsidiaries and contractors ( "Company", "SHOUTBOT", "we" or "us) to operate on Your iPhone, iTouch or iPad device. This EULA governs only the SHOUTBOT APP which may operate on an iPhone, iTouch or iPad device, or other computing device marketed or manufactured by Apple, Inc. (your "Apple Computing Device").
Your use of the SHOUTBOT APP constitutes Your acceptance of the terms of this Agreement, which may be amended from time to time by the Company. If You do not agree to any of the following terms, please do not use the SHOUTBOT APP. The most recent version of this Agreement shall always be available on the Internet at http://shoutbot.com/legal/eula and the most recent version shall supersede any and all other versions of this Agreement. Company reserves the right to change or modify this Agreement or any other Company policies related to use of the SHOUTBOT APP at any time and at its sole discretion by posting revisions on the Internet at http://shoutbot.com. You understand and agree that Your continued use of the SHOUTBOT APP following the posting of these changes or modifications will constitute acceptance of such changes or modifications. SHOUTBOT may update or change this Agreement at any time and recommends that You review the this Agreement regularly. Without limiting the foregoing, if SHOUTBOT makes a change or modification to this Agreement that materially impacts Your use of the SHOUTBOT APP, Company may provide prior notice of any such change or modification in its sole discretion.
1. License. Subject to the terms of this Agreement, Company grants to You a nontransferable, nonexclusive, royalty-free, fully paid, worldwide license (without the right to sublicense) to install and use one copy of the SHOUTBOT APP, in executable object code format only, solely on Your Apple Computing Device. This Agreement does not entitle You to receive and does not obligate Company to provide hard-copy documentation, support, telephone assistance, upgrades, enhancements or updates to the SHOUTBOT APP.
2. Your Representations And Acknowledgements. Company and You, the end-user of the SHOUTBOT APP, acknowledge that the Agreement is entered into by and between Company and You and not with Apple, Inc. 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. The Company is solely responsible for the SHOUTBOT APP. You acknowledge that Apple, Inc. has no obligation whatsoever to furnish any maintenance and support services with respect to the SHOUTBOT APP. You acknowledge that You have reviewed and agreed to the App Store Terms and Conditions (located online at http://www.apple.com/legal/itunes/us/terms.html#APPS. You represent and warrant that (i) You are 13, years of age or older; (ii) Your use of the SHOUTBOT APP will not violate the privacy rights, publicity rights, copyrights, contract rights, intellectual property rights or any other rights of any person and does not result in a breach of contract between You and a third party.; (iii) 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 "terrorist supporting" country; and (iv) You are not listed on any U.S. Government "watch list" 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.
3. Incorporation of Apple, Inc.'s SHOUTBOT APP End User License Agreement. This Agreement incorporates by reference the SHOUTBOT APP End User License Agreement (the "APPLE AGREEMENT") published by Apple, Inc. (which can be found at http://www.apple.com/legal/itunes/us/terms.html#EULA and governs Your use of SHOUTBOT except as otherwise set forth in this License. For purposes of this Agreement, the "SHOUTBOT APP" is considered the "SHOUTBOT APP" as defined in the APPLE AGREEMENT and "Company" is considered the "Application Provider" as defined in the APPLE AGREEMENT. If any terms of this Agreement conflict with the terms of the APPLE AGREEMENT, the terms of this Agreement shall control.
4. Allowable Uses of the SHOUTBOT APP. License Restrictions. Use of the SHOUTBOT APP and any of Your Information transmitted in connection with the SHOUTBOT APP is limited to the functionality of the SHOUTBOT APP. In no event may the SHOUTBOT APP be used in a manner that (a) harasses, abuses, threatens, defames or otherwise infringes or violates the rights of any other party; (b) is unlawful, fraudulent or deceptive; (c) uses technology or other means to access Company's proprietary information that is not authorized by Company; (d) uses or launches any automated system to access Company's website or computer systems; (e) attempts to introduce viruses or any other malicious computer code that interrupts, destroys or limits the functionality of any computer SHOUTBOT APP, hardware or telecommunications equipment; (f) attempts to gain unauthorized access to Company's computer network or user accounts; (g) encourages conduct that would constitute a criminal offense, or would give rise to civil liability; (h) violates this Agreement. Company reserves the right, in its sole discretion, to terminate this Agreement, request that You remove the SHOUTBOT APP from Your Apple Computing Device for any reason, including but not limited to Company's reasonable conclusion that You have violated this Agreement. You agree to the following restrictions (i) You will use the SHOUTBOT APP only for Yourself and for lawful, non-commercial purposes and in compliance with applicable law; (ii) You may only create a SHOUTBOT APP account for Yourself and not for anyone else and may not transfer or assign Your SHOUTBOT APP account; (iii) You will not create a SHOUTBOT APP account or use the SHOUTBOT APP under a false identity or by impersonating any person or entity; (iv) You will not use the SHOUTBOT APP to transmit or store any communications or messages that are obscene, abusive, harassing, threatening, racist, malicious, fraudulent, defamatory, libelous, offensive, harmful to minors, or that violate or infringe the rights of third parties; (iv) You will not use the SHOUTBOT APP solely for Your personal, noncommercial use and in compliance with applicable law; (v) You will not duplicate, copy or distribute the SHOUTBOT APP except as necessary to use it on Your Apple Computing Device; (vi) You will not license, sell, rent, lease, transfer, assign, distribute, host, outsource, disclose or otherwise commercially exploit the SHOUTBOT APP or make the SHOUTBOT APP available to any third party; (vi) You will not copy the written materials accompanying the SHOUTBOT APP; (e) to not modify, translate, make derivative works of, disassemble, reverse compile or reverse engineer any part of the SHOUTBOT APP in order to build a similar or competitive product or service; and (f) You will preserve all copyright and other proprietary rights notices on the SHOUTBOT APP and all copies thereof. You acknowledge Any use of the SHOUTBOT APP in any manner not allowed under this Agreement or the APPLE AGREEMENT is prohibited, including, without limitation, resale, transfer, modification or distribution of the SHOUTBOT APP or copying or distribution of voicefiles, soundfiles, text, pictures, barcodes, video, data, hyperlinks, displays and other content ("Content") provided by the SHOUTBOT APP.
5. Content Rights. You retain Your rights to any Content you submit, post or display on or through the Services. By submitting, posting or displaying Content on or through the Services, you grant us a worldwide, non-exclusive, royalty-free license (with the right to sublicense) to use, copy, reproduce, process, adapt, modify, publish, transmit, display and distribute such Content in any and all media or distribution methods (now known or later developed). But what's Yours is Yours - you own Your Content (and Your voicefiles and soundfiles are part of that Content). You authorize us to make Your Content available to the rest of the world and to let others do the same. You agree that this license includes the right for the Company to provide, promote, and improve the SHOUTBOT APP and to make Content submitted to or through the SHOUTBOT APP available to other companies, organizations or individuals who partner with the Company for the syndication, broadcast, distribution or publication of such Content on other media and services, subject to our terms and conditions for such Content use. Such additional uses by the Company, or other companies, organizations or individuals who partner with the Company, may be made with no compensation paid to you with respect to the Content that you submit, post, transmit or otherwise make available through the SHOUTBOT APP. We encourage and permit broad re-use of Content We may modify or adapt Your Content in order to transmit, display or distribute it over computer networks and in various media and/or make changes to Your Content as are necessary to conform and adapt that Content to any requirements or limitations of any networks, devices, services or media. You understand that Your Content may be syndicated, broadcast, distributed, or published by our partners and if you do not have the right to submit Content for such use, it may subject you to liability. The Company will not be responsible or liable for any use of Your Content by the Company in accordance with these Terms. You represent and warrant that you have all the rights, power and authority necessary to grant the rights granted herein to any Content.
6. Responsibility for Content and Review of Content. You are responsible for your use of the SHOUTBOT APP, for any voicefiles, soundfiles or other Content which you post to the SHOUTBOT APP, and for any consequences thereof, , including the use of Your Content by other users and our third party partners. The Content you submit, post, or display may viewed by other users of the SHOUTBOT APP and through third party services and websites. You should only provide Content that you are comfortable sharing with others as provided under this Agreement and the applicable circumstances. What you say on the SHOUTBOT APP may be viewed all around the world instantly. All Content, whether publicly posted or privately transmitted, is the sole responsibility of the person who originated such Content. We may not monitor or control the Content posted via the SHOUTBOT APP and, we cannot take responsibility for such Content. Any use or reliance on any Content or materials posted via the SHOUTBOT APP or obtained by you through the SHOUTBOT APP is at your own risk. We do not endorse, support, represent or guarantee the completeness, truthfulness, accuracy, or reliability of any Content or communications posted via the SHOUTBOT APP or endorse any opinions expressed via the SHOUTBOT APP. You understand that by using the SHOUTBOT APP, you may be exposed to Content that might be offensive, harmful, inaccurate or otherwise inappropriate, or in some cases, postings that have been mislabeled or are otherwise deceptive. Under no circumstances will the Company be liable in any way for any Content, including, but not limited to, any errors or omissions in any Content, or any loss or damage of any kind incurred as a result of the use of any Content posted, emailed, transmitted or otherwise made available via the SHOUTBOT APP or broadcast elsewhere. You agree that Your use of the SHOUTBOT APP, including any Content may be reviewed by Company for compliance with this Agreement, including potential technical, non-technical or decency issues, such as: being unintelligible; containing offensive, indecent, or objectionable behavior or Content; violating the rights of any person or entity; or harming or threatening the safety of any person or entity. You agree that Company may reject, remove, ban, delete or refuse to post Content for any or no reason. You agree to waive any right to contest any decision by Company to reject, remove, ban, delete, or refuse to host Content. Spamming is not allowed.
7. No Warranty. YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT USE OF THE SHOUTBOT APP IS AT YOUR SOLE RISK AND THAT THE ENTIRE RISK AS TO SATISFACTORY QUALITY, PERFORMANCE, ACCURACY AND EFFORT IS WITH YOU. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SHOUTBOT APP AND SERVICES PERFORMED OR PROVIDED BY THE SHOUTBOT APP IS PROVIDED "AS IS" AND "AS AVAILABLE", WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND, AND COMPANY HEREBY DISCLAIMS ALL WARRANTIES AND CONDITIONS WITH RESPECT TO THE SHOUTBOT APP AND SERVICES, EITHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES AND/OR CONDITIONS OF MERCHANTABILITY, OF SATISFACTORY QUALITY, OF FITNESS FOR A PARTICULAR PURPOSE, OF ACCURACY, OF QUIET ENJOYMENT, AND NON-INFRINGEMENT OF THIRD PARTY RIGHTS. COMPANY DOES NOT WARRANT AGAINST INTERFERENCE WITH YOUR ENJOYMENT OF THE SHOUTBOT APP, THAT THE FUNCTIONS CONTAINED IN, OR SERVICES PERFORMED OR PROVIDED BY, THE SHOUTBOT APP WILL MEET YOUR REQUIREMENTS, THAT THE OPERATION OF THE SHOUTBOT APP WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT DEFECTS IN THE SHOUTBOT APP WILL BE CORRECTED. COMPANY ASSUMES NO RESPONSIBILITY FOR ANY ERROR, OMISSION, INTERRUPTION, DELETION, DEFECT, DELAY IN OPERATION OR TRANSMISSION, COMMUNICATIONS LINE FAILURE, THEFT OR DESTRUCTION OR UNAUTHORIZED ACCESS TO, OR ALTERATION OF, ANY COMMUNICATION. COMPANY IS NOT RESPONSIBLE FOR ANY PROBLEMS OR TECHNICAL MALFUNCTION OF ANY TELEPHONE NETWORK OR LINES, COMPUTER ONLINE SYSTEMS, SERVERS OR PROVIDERS, COMPUTER EQUIPMENT, SOFTWARE, FAILURE OF ANY EMAIL OR PLAYERS DUE TO TECHNICAL PROBLEMS OR TRAFFIC CONGESTION ON THE INTERNET OR ON ANY OF THE SERVICES OR COMBINATION THEREOF, INCLUDING ANY INJURY OR DAMAGE TO USERS OR TO ANY PERSON'S COMPUTER RELATED TO OR RESULTING FROM PARTICIPATION OR DOWNLOADING MATERIALS IN CONNECTION WITH THE COMPANY SERVICES. SHOULD THE SHOUTBOT APP PROVE DEFECTIVE, YOU ASSUME THE ENTIRE COST OF ALL NECESSARY SERVICING, REPAIR OR CORRECTION. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY COMPANY OR ITS AUTHORIZED REPRESENTATIVE SHALL CREATE A WARRANTY. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES OR LIMITATIONS ON APPLICABLE STATUTORY RIGHTS OF A CONSUMER, SO THE ABOVE EXCLUSION AND LIMITATIONS MAY NOT APPLY TO YOU.
8. Limitation of Liability. UNDER NO CIRCUMSTANCES SHALL COMPANY BE RESPONSIBLE FOR ANY LOSS OR DAMAGE, INCLUDING PERSONAL INJURY OR DEATH, RESULTING FROM USE OF THE SERVICES, FROM ANY CONTENT POSTED ON OR THROUGH THE SERVICES, OR FROM THE CONDUCT OF ANY USERS OF THE SERVICES, WHETHER ONLINE OR OFFLINE. COMPANY CANNOT GUARANTEE AND DOES NOT PROMISE ANY SPECIFIC RESULTS FROM USE OF THE COMPANY SERVICES. TO THE FULLEST EXTENT ALLOWABLE UNDER APPLICABLE LAW, (A) IN NO EVENT SHALL COMPANY BE LIABLE TO YOU WITH RESPECT TO USE OF THE SHOUTBOT APP; AND (B) IN NO EVENT SHALL COMPANY BE LIABLE TO YOU FOR PERSONAL INJURY, OR FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES OR LOSSES ARISING OUT OF OR IN ANY WAY RELATING TO THIS AGREEMENT OR YOUR USE OR INABILITY TO USE THE SHOUTBOT APP, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOST PROFITS, LOSS OR CORRUPTION OF DATA OR FAILURE OR MALFUNCTION OF YOUR APPLE COMPUTING DEVICE, HOWEVER CAUSED, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT OR OTHERWISE) AND EVEN IF COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.. YOUR SOLE REMEDY UNDER THIS AGREEMENT IS TO CEASE USE OF THE SHOUTBOT APP. IN NO EVENT SHALL COMPANY'S TOTAL LIABILITY TO YOU FOR ALL DAMAGES (OTHER THAN AS MAY BE REQUIRED BY APPLICABLE LAW IN CASES INVOLVING PERSONAL INJURY) EXCEED THE AMOUNT PRICE PAID FOR THE SHOUTBOT APP, IF ANY. The foregoing limitations will apply even if the above stated remedy fails of its essential purpose. Some jurisdictions do not allow the limitation of liability for personal injury, or of incidental or consequential damages, so this limitation may not apply to you.
9. Indemnification and Waiver. YOU AGREE TO DEFEND, INDEMNIFY, AND HOLD HARMLESS COMPANY AND ITS EMPLOYEES, CONTRACTORS, OFFICERS, AND DIRECTORS FROM ANY AND ALL CLAIMS, SUITS, DAMAGES, COSTS, LAWSUITS, FINES, PENALTIES, LIABILITIES, EXPENSES (INCLUDING ATTORNEY'S FEES AND COSTS OF EXPERTS) THAT ARISE FROM YOUR USE OR MISUSE OF THE SHOUTBOT APP, ANY ACTIVITY RELATED TO YOUR ACCESS TO OR USE OF SHOUTBOT (INCLUDING NEGLIGENT OR WRONGFUL CONDUCT), VIOLATION OF THIS AGREEMENT OR VIOLATION OF ANY RIGHTS OF A THIRD PARTY AND SHOUTBOT'S AUTHORIZED USE OF DATA AND CONTENT PROVIDED BY YOU OR OBTAINED AT YOUR DIRECTION AS AUTHORIZED BY YOU. COMPANY RESERVES THE RIGHT TO ASSUME THE EXCLUSIVE DEFENSE AND CONTROL OF ANY MATTER OTHERWISE SUBJECT TO INDEMNIFICATION BY YOU, IN WHICH EVENT YOU WILL COOPERATE IN ASSERTING ANY AVAILABLE DEFENSES. YOU AND SHOUTBOT AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING.
10. Registration. Upon completing the registration information for Your SHOUTBOT account, You may select or we will assign to You a Screen Name and You will be required to select a password. Please choose a strong password and do not reveal Your password to others. You agree that You are responsible for keeping Your password confidential and secure, and further understand that You are solely responsible and liable for any activities that occur under Your SHOUTBOT account and Screen Name. You agree that all information You provide to SHOUTBOT during the registration process will be complete and accurate information. You shall keep this information up to date while using the Service.
12. Limitations on Use; Account Ownership; Deletion of Content. Check the terms of Your agreement with Your carrier to determine if Your carrier restricts or imposes fees or charges for data (including VoIP) transmissions. Data use rates or other carrier charges may apply. You are solely responsible for all fees and charges imposed by carriers. You acknowledge and agree that: (i) while SHOUTBOT APP offers message management and transmission features, it does not have all the capabilities of wired and wireless communication services and, as such, it is not a replacement for Your wired or wireless phone; (ii) SHOUTBOT APP communications are limited to connections within the contiguous United States (i.e. excluding Alaska, Hawaii, and U.S. territories) and may be limited, suspended, blocked or restricted by geography, number, duration or other criteria as determined by Company at any time in its sole discretion and without liability to You; (iii) placing and receiving emergency service calls or messages is not supported; (iv) You are limited to use one account which is owned by Company and licensed to you under this Agreement; (v) Company may reclaim the account used by You if You fail to use the SHOUTBOT APP for a period of 90 days and may otherwise discontinue availability and reclaim accounts at any time without liability to You; (vi) If Company deactivates a Screen Name, Company has the right to reassign it to another user and (vii) Your Content, including voice files, may be subject to limitations as to the number and duration and may be deleted, each as determined by Company in its sole discretion.
13. Use and Requirements to Use the Service. The services that the Company provides are always evolving and the form and nature of the SHOUTBOT APP that the Company provides may change from time to time without prior notice to you. In addition, the Company may stop (permanently or temporarily) providing the SHOUTBOT APP (or any features within the SHOUTBOT APP) to you or to users generally and may not be able to provide you with prior notice. We also retain the right to create limits on access, use and storage at our sole discretion at any time without prior notice to you. An Internet connection is required to use SHOUTBOT. You are solely responsible for any fees and costs associated with that Internet connection, such as fees of Internet access providers and wireless carriers which provide Internet access. You hereby grant COMPANY a license to use, copy, transmit, distribute, store and cache messages and data (such as voice messages, pictures and files) on and through its systems and those of its providers. You represent and warrant to COMPANY that You have all necessary rights to grant the foregoing license and that COMPANY's exercise of the rights granted by You will not violate applicable law or infringe or violate the rights of any party. You may receive communications from COMPANY through the SHOUTBOT APP such as service announcements and administrative messages, and You will not be able to opt out of receiving them. The SHOUTBOT APP displays advertisements and promotions, and You agree that Company may place such advertisements and promotions on, about, or in conjunction with Your Content. These advertisements and promotions may be targeted to the Content or information on the SHOUTBOT APP, queries made through the SHOUTBOT APP, or other information. The types and extent of advertising by the Company on the SHOUTBOT APP are subject to change. In consideration for the Company granting you access to and use of the SHOUTBOT APP, you agree that the Company and its third party providers and partners may place such advertising on the SHOUTBOT APP or in connection with the display of Content or information from the SHOUTBOT APP regardless of whether submitted by you. The manner, mode and extent of such advertising and promotion are subject to change without specific notice to You.
14. Ownership; Intellectual Property Rights. All right, title, and interest, including all intellectual property rights, in and to the Licensed Application made available through SHOUTBOT are owned by SHOUTBOT or its suppliers. You and Company acknowledge that, in the event of any third party claim that the SHOUTBOT APP or Your use of the SHOUTBOT APP infringes any third party's intellectual property rights, Company, not Apple, will be solely responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim. Should the SHOUTBOT APP be found to infringe any intellectual property rights of a third party, Your sole remedy shall be either to cease using the SHOUTBOT APP or to use a non- infringing version of the SHOUTBOT APP should Company choose to provide You with such a non-infringing version.
15. Product Claims. You acknowledge that Company, not Apple, Inc., is responsible for addressing any claims of the end-user or any third party relating to the SHOUTBOT APP or Your possession and/or use of the SHOUTBOT APP, including, but not limited to: (i) product liability claims; (ii) any claim that the SHOUTBOT APP fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation.
16. Contact Information. Should You wish to contact the Company with any questions, complaints or claims with respect to the SHOUTBOT APP, You should visit the Company's website at http://shoutbot.com or email firstname.lastname@example.org. Company, not Apple, is responsible for addressing any questions, comments or claims relating to the SHOUTBOT APP and/or your use of the SHOUTBOT APP.
17. Proprietary Rights. The word mark "SHOUTBOT" and the "SHOUTBOT" logo are trademarks of SHOUTBOT, Inc. You acknowledge that no title to the intellectual property in the SHOUTBOT APP is transferred to You. You further acknowledge that title and full ownership rights to the SHOUTBOT APP will remain the exclusive property of Company and/or its suppliers, and You will not acquire any rights to the SHOUTBOT APP, except as expressly set forth above. All title and copyrights in and to the SHOUTBOT APP (including but not limited to any images, photographs, animations, video, audio, music, text and "applets," incorporated into the SHOUTBOT APP), the accompanying printed materials, and any copies of the SHOUTBOT APP, are owned by Company or its suppliers. This SHOUTBOT APP is protected by copyright laws, international copyright treaties, other intellectual property laws and treaties. iPhone, iPod touch and iPad are trademarks of Apple, Inc., registered in the U.S. and other countries. All other trademarks appearing in the SHOUTBOT APP, Services or Agreement are the property of their respective owners. The Company owns the SHOUTBOT APP and any and all trademarks, service marks and other content included in the SHOUTBOT APP.
18. "Opt-In" For Push Messaging. The Company may send You "push messages" or "push notifications" (collectively "Push Communications") if Your Apple Computing Device supports Push Communications. By installing the SHOUTBOT APP, You agree to accept Push Communications and "opt-in" to receive them. Should You wish to cease receiving Push Communications from the Company, You may turn off Push Communications for the SHOUTBOT APP by opening the "Settings" on Your Apple Computing Device, selecting the "Notifications" tab and selecting the "SHOUTBOT" button.
19. App Store Terms and Conditions. Purchases made within the SHOUTBOT APP, if any, are made through Apple's App Store and are subject to Apple's App Store Terms and Conditions located at http://www.apple.com/legal/itunes/us/terms.html. You acknowledge and agree SHOUTBOT shall not have any liability to You arising out of any payment issues for purchases made within the SHOUTBOT APP and that You must resolve all issues in that regard with Apple.
20. Third Party Matters. The SHOUTBOT APP uses several application programming interfaces (APIs) of parties other than Company ("Third Parties") but is not endorsed or certified by their providers. All of logos (including all badges) and trademarks displayed on this application identifying such APIs or their functions are the property of their respective owners. SHOUTBOT software may include Third Party open source programs identified at http://shoutbot.com/oss/list , provided that only unmodified SHOUTBOT software may be used with services made available by SHOUTBOT under the license above. The SHOUTBOT APP may enable access to Company's and Third-Party services and web sites (collectively and individually, "Services"). Use of the Services may require Internet access and You accept additional terms of service by making use of these internet-accessible Services. You understand that by using any of the Services, You may encounter content that may be deemed offensive, indecent, or objectionable, which content may or may not be identified as having explicit language, and that the Third Parties' results of any search or entering of a particular URL may automatically and unintentionally generate links or references to objectionable material. You agree to use the Services at Your sole risk and that Company shall not have any liability to You for content that may be found to be offensive, indecent, or objectionable. You acknowledge that the content You encounter does not necessarily reflect the opinions or policies of Company. Certain Services may display, include or make available content, data, information, applications or materials from ("Third-Party Materials") or provide links to certain Third-Party web sites. By using the Services, You acknowledge and agree that Company is not responsible for examining or evaluating the content, accuracy, completeness, timeliness, validity, copyright compliance, legality, decency, quality or any other aspect of such Third-Party Materials or web sites. Company does not warrant or endorse and does not assume and will not have any liability or responsibility to You or any other person for any Third-Party Services, Third-Party Materials or web sites, or for any other materials, products, or services of Third Parties. Third-Party Materials and links to other web sites are provided solely as a convenience to You. Location data provided by any of the Services is for basic navigational purposes only and is not intended to be relied upon in situations where precise location information is needed or where erroneous, inaccurate or incomplete location data may lead to death, personal injury, property or environmental damage. Neither Company, nor any of its content providers, guarantees the availability, accuracy, completeness, reliability, or location data displayed by any of the Services. You agree that the Services contain proprietary content, information and material that is protected by applicable intellectual property and other laws, including but not limited to copyright, and that You will not use such proprietary content, information or materials in any way whatsoever except for permitted use of the Services. No portion of the Services may be reproduced in any form or by any means. You agree not to modify, rent, lease, loan, sell, distribute, or create derivative works based on the Services, in any manner, and You shall not exploit the Services in any unauthorized way whatsoever, including but not limited to, by trespass or burdening network capacity. You further agree not to use the Services in any manner to harass, abuse, stalk, threaten, defame or otherwise infringe or violate the rights of any other party, and that Company is not in any way responsible for any such use by You, nor for any harassing, threatening, defamatory, offensive or illegal messages or transmissions that You may receive as a result of using any of the Services. In addition, Third-Party Services and Third-Party Materials that may be accessed from, displayed on or linked to from the Apple Computing Device are not available in all languages or in all countries. Company makes no representation that such Services and Materials are appropriate or available for use in any particular location. To the extent You choose to access such Services or Materials, You do so at Your own initiative and are responsible for compliance with any applicable laws, including but not limited to, applicable local laws. Company reserves the right to change, suspend, remove, terminate, or disable access to any Services for any or no reason at any time without notice. In no event will Company be liable for the removal of, termination, or disabling of access to any such Services. Company may also impose limits on the use of or access to certain Services, in any case, and without notice or liability.
21. Copyright Policy. The Company respects the intellectual property rights of others and expects users of the SHOUTBOT APP to do the same. We will respond to notices of alleged copyright infringement that comply with applicable law and are properly provided to us. If you believe that your Content has been copied in a way that constitutes copyright infringement, please provide us with the following information: (i) a physical or electronic signature of the copyright owner or a person authorized to act on their behalf; (ii) identification of the copyrighted work claimed to have been infringed; (iii) identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit us to locate the material; (iv) your contact information, including your address, telephone number, and an email address; (v) a statement by you that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and (vi) a statement that the information in the notification is accurate, and, under penalty of perjury, that you are authorized to act on behalf of the copyright owner. We reserve the right to remove Content alleged to be infringing without prior notice, at our sole discretion, and without liability to you. In appropriate circumstances, the Company will also terminate a user's account if the user is determined to be a repeat infringer. Our designated copyright agent for notice of alleged copyright infringement appearing on the SHOUTBOT APP is: SHOUTBOT, Inc. Attn: Copyright Agent Email: email@example.com
22. Non-Waiver. Company's failure to exercise or enforce any right or provision of this Agreement shall not operate as a waiver of such right or provision.
23. Severability. The parties agree that each provision of this Agreement is intended to be construed to be enforceable to the fullest extent possible. If any provision or part of a provision of this Agreement is held to be unlawful, void, or unenforceable, that provision or part of the provision shall be deemed severable from this Agreement and not affect the validity and enforceability of any remaining provisions.
24. Assignment. You may not assign your rights under this Agreement to any third party; Company may assign your rights under this Agreement without condition.
25. Governing Law; Jurisdiction And Venue. You agree that any disputes between Company and you shall be governed by and resolved under the substantive law of the Commonwealth of Massachusetts (exclusive of its choice of law provisions). The Convention for the International Sale of Goods shall not apply. You and Company agree to submit all disputes to the exclusive jurisdiction of the state and federal courts located in Boston Massachusetts, USA.
26. Export Control. You may not use or otherwise export or re-export the SHOUTBOT APP except as authorized by United States law and the laws of the jurisdiction in which the SHOUTBOT APP was obtained. In particular, but without limitation, the SHOUTBOT APP may not be exported or re-exported (a) into any U.S. embargoed countries or (b) to anyone on the U.S. Treasury Department's list of Specially Designated Nationals or the U.S. Department of Commerce Denied Person's List or Entity List. By using the SHOUTBOT APP, you represent and warrant that you are not located in any such country or on any such list. You also agree that you will not use these products for any purposes prohibited by United States law, including, without limitation, the development, design, manufacture or production of nuclear, missiles, or chemical or biological weapons.
27. Injunctive Relief. Company has the right to seek injunctive relief to enforce this Agreement or to stop or prevent an infringement of proprietary or other third-party rights.
28. Agreement. This Agreement constitutes the entire agreement between you and Company regarding the use of the SHOUTBOT APP and supersedes any prior or contemporaneous understandings and agreements between you and Company related to its subject matter.
29. Section Titles. The section titles in this Agreement are for convenience only and have no legal or contractual effect.
Last updated July 24, 2012
Copyright © 2012 SHOUTBOT Inc. All Rights Reserved.