StyleSpread 2.2

EULA - End User License Agreement

Skybound Software License Agreement
This is the agreement between you, the end user, and Skybound Software (henceforth, “Skybound”). By installing this software, you are agreeing to become bound by the terms of this agreement, that you are at least eighteen years old and that you have the legal capacity to enter into contracts, you agree to use the software and the service only in accordance with the terms and conditions of this agreement, you acknowledge that your use of the software is also governed by the terms of use and privacy described below, and you agree that you are bound by and are a party to this agreement.

If you do not agree to the terms of this agreement, or if you are younger than eighteen, you may not install or use this software.

1. Limited License
Subject to the terms and conditions of this Agreement, Skybound and its licensors grant you a limited, non-exclusive license to use the Software to access the Service.
2. Restrictions on Use
You may not create or use any software other than the Software provided by Skybound to access the Service, without the express written authorization of Skybound. You may not modify, reverse engineer, decompile or disassemble the Software or otherwise attempt to derive its source code, or in any way ascertain, decipher, or obtain the communications protocol for accessing the Service. You may not adapt, alter, modify, translate, or create derivative works of the Software without the express written authorization of Skybound. You may not redistribute, encumber, sell, rent, lease, sublicense, or otherwise transfer rights to the Software, nor may you remove or alter any trademark, logo, copyright or other proprietary notices, legends, symbols or labels in the Software. You may not block, disable or otherwise affect any advertising, links to other sites and services, or other features that constitute an integral part of the Software and the Service. You may not incorporate, integrate or otherwise include the Software or any portion thereof (including the communications protocols) into any software, program or product that communicates, accesses, or otherwise connects with the Service or any other instant messaging, Internet, or online service, without the written permission of Skybound . You further agree to abide by all laws and regulations in effect regarding your use of the Software and the Service and agree to indemnify Skybound, its officers, agents, employees and directors for any damages incurred as a result of a violation of this paragraph. Finally, you may not authorize or assist any third party to do any of the things described in this paragraph.
3. Additional Terms
You acknowledge that there may be features or additional services made available on the Service for a fee. If you choose to utilize such features or services, you agree to be bound by any additional terms and conditions governing the use of such features or services.
4. Your Representations
You represent and warrant that you have the adequate legal capacity to enter into this Agreement. You further represent and warrant that you will use the Software only for lawful purposes and in accordance with this Agreement, and that you will not use the Software to violate any law, regulation or ordinance or any right of Skybound or any third party, including, without limitation, any right of privacy, publicity, copyright or trademark.
5. Termination
Should you breach this Agreement, your right to use the Software and Service shall terminate immediately and without notice. Skybound may also terminate your right to use the Software by blocking it or by notifying you that your license has been terminated. In the event of any termination of this Agreement or your rights hereunder, all provisions of this Agreement except the License Grant (Paragraph 1) shall survive such termination and you agree to continue to be bound by those terms. Upon termination, you shall destroy all copies of the Software.
6. Proprietary Rights
Title, ownership rights, and intellectual property rights in the Software and the Skybound database, including but not limited to Skybound components and algorithms and access to the Skybound service server complex, shall remain in Skybound and/or its licensors and other suppliers. You expressly acknowledge such ownership and intellectual property rights and will not take any action to jeopardize, limit or interfere in any manner with Skybounds or its licensors’ or other suppliers ownership of or rights with respect to the Software. The Software is protected by copyright and other intellectual property laws and by international treaties. Skybound owns all customer data collected through the Service registration process. All trademarks used in connection with the Software are owned by Skybound, its affiliates and/or its licensors and other suppliers, and no license to use any such trademarks is provided hereunder. You agree that Skybound may use in any manner and without limitation all comments, suggestions, complaints and other feedback you provide relating to the Software.
7. Disclaimer of Warranty
THE SOFTWARE IS PROVIDED WITH ALL FAULTS ON AN "AS IS" BASIS AND THE ENTIRE RISK AS TO SATISFACTORY QUALITY, PERFORMANCE, ACCURACY AND EFFORT IS WITH YOU. THE SOFTWARE IS PROVIDED WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION WARRANTIES THAT THE SOFTWARE IS FREE OF DEFECTS, VIRUS FREE, ABLE TO OPERATE ON AN UNINTERRUPTED BASIS, MERCHANTABLE, OF SATISFACTORY QUALITY, FIT FOR A PARTICULAR PURPOSE, OR NON-INFRINGING, EXCEPT TO THE EXTENT SUCH WARRANTIES ARE LEGALLY INCAPABLE OF EXCLUSION. SKYBOUND AND ITS LICENSORS AND OTHER SUPPLIERS DO NOT WARRANT THAT THE FUNCTIONALITY OF THE SOFTWARE WILL MEET YOUR REQUIREMENTS OR THAT ERRORS IN THE SOFTWARE WILL BE CORRECTED, NOR DO THEY WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE USE OF THE SOFTWARE OR RELATED DOCUMENTATION IN TERMS OF THEIR CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY SKYBOUND OR A SKYBOUND AUTHORIZED REPRESENTATIVE SHALL CREATE A WARRANTY OR IN ANY WAY INCREASE THE SCOPE OF THIS WARRANTY. SKYBOUND AND ITS LICENSORS AND OTHER SUPPLIERS HAVE NO LIABILITY WITH RESPECT TO YOUR USE OF THE SOFTWARE. YOU BEAR THE ENTIRE RISK AS TO THE QUALITY AND PERFORMANCE OF THE SOFTWARE AND YOU ASSUME THE ENTIRE COST OF ANY SERVICE AND REPAIR. THIS DISCLAIMER OF WARRANTY CONSTITUTES AN ESSENTIAL PART OF THIS AGREEMENT. NO USE OF THE SOFTWARE IS AUTHORIZED HEREUNDER EXCEPT UNDER THIS DISCLAIMER.
9. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL SKYBOUND OR ITS PARENT, SUBSIDIARIES, AFFILIATES, DIRECTORS, EMPLOYEES, DISTRIBUTORS, LICENSORS, SUPPLIERS, AGENTS OR RESELLERS (COLLECTIVELY, THE "SKYBOUND GROUP") BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES ARISING OUT OF OR IN ANY WAY RELATING TO THIS AGREEMENT OR THE USE OF OR INABILITY TO USE THE SOFTWARE OR ITS DOCUMENTATION, INCLUDING, BUT NOT LIMITED TO LOST PROFITS, LOST DATA, LOSS OF GOODWILL, WORK STOPPAGE, COMPUTER FAILURE OR MALFUNCTION, OR ANY AND ALL OTHER COMMERCIAL DAMAGES OR LOSSES, EVEN IF IT HAS BEEN ADVISED OF THE POSSIBILITY THEREOF, AND REGARDLESS OF THE LEGAL OR EQUITABLE THEORY (CONTRACT, TORT OR OTHERWISE) UPON WHICH THE CLAIM IS BASED. IN ANY CASE, THE SKYBOUND GROUPS ENTIRE COLLECTIVE LIABILITY AND YOUR EXCLUSIVE REMEDY UNDER ANY PROVISION OF THIS AGREEMENT SHALL BE THE REPLACEMENT OF THE SOFTWARE, WITH THE EXCEPTION OF DEATH OR PERSONAL INJURY CAUSED BY THE NEGLIGENCE OF SKYBOUND TO THE EXTENT APPLICABLE LAW PROHIBITS THE LIMITATION OF DAMAGES IN SUCH CASES. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL, CONSEQUENTIAL OR SPECIAL DAMAGES. IN SUCH JURISDICTIONS, THE STYLESPREAD GROUPS LIABILITY SHALL BE LIMITED TO THE EXTENT PERMITTED BY LAW.
10. Export Control
You agree to comply with all export and import laws and restrictions and regulations of any United States or foreign agency or authority, and not to export, re-export or import the Software or any direct product thereof in violation of any such restrictions, laws or regulations, or without all necessary approvals. For example, you may not export or re-export any commodities, software, or technical data received from Skybound, or any direct product of such commodities, software or technical data, to any proscribed country, party, or entity listed in the applicable laws, regulations, and rules of the Canadian Government unless properly authorized. As applicable, each party shall obtain and bear all expenses and responsibility relating to any necessary licenses and/or exemptions with respect to its own export or re-export of the Software from Canada.
11. Injunctive Relief
You acknowledge and agree that, notwithstanding any other provisions of this Agreement, your breach or threatened breach of this Agreement shall cause Skybound irreparable damage for which recovery of money damages would be inadequate and that Skybound therefore may obtain timely injunctive relief to protect its rights under this Agreement in addition to any and all other remedies available at law or in equity.
12. Miscellaneous
A. This Agreement constitutes the entire agreement between the parties concerning the subject matter hereof, which may only be modified by a written amendment signed by an authorized executive of Skybound.
B. Except to the extent applicable law, if any, provides otherwise, this Agreement shall be governed by the laws of the province of Ontario, Canada, excluding its conflict of law provisions.
C. You expressly agree that jurisdiction for any claim or dispute arising from the use of the Software resides in the federal and provincial courts of the province of Ontario, Canada and you consent to the personal jurisdiction thereof.
D. This Agreement shall not be governed by the United Nations Convention on Contracts for the International Sale of Goods.
E. If any part of this Agreement is held invalid or unenforceable, that part shall be construed to reflect the parties original intent, and the remaining portions remain in full force and effect, or Skybound may at its option instead terminate this Agreement.
F. If the information disclosed hereunder is material non-public information about Skybound, then you agree not to trade in the securities of Skybound or in the securities of any appropriate or relevant third party until such time as no violation of the applicable securities laws would result from such securities trading.
G. The controlling language of this Agreement is English. If you have received a translation into another language, it has been provided for your convenience only.
H. A waiver by either party of any term or condition of this Agreement or any breach thereof, in any one instance, shall not waive such term or condition or any subsequent breach thereof.
I. You may not assign or otherwise transfer by operation of law or otherwise this Agreement or any rights or obligations herein. Skybound may assign this Agreement to any entity at its sole discretion.
J. This Agreement shall be binding upon and shall inure to the benefit of the parties, their successors and permitted assigns.
13. Users Outside Canada
If you are using the Software outside Canada, then the provisions of this Section shall apply: (i) Les parties aux présentés confirment leur volonté que cette convention de même que tous les documents y compris tout avis qui s’y rattaché, soient redigés en langue anglaise. (translation: "The parties confirm that this Agreement and all related documentation is and will be in the English language."); (ii) you are responsible for complying with any local laws in your jurisdiction which might impact your right to import, export or use the Software, and you represent that you have complied with any regulations or registration procedures required by applicable law to make this license enforceable.