BY CLICKING ON THE "I AGREE" (OR SIMILAR BUTTON OR CHECK BOX) AND USING THE SOFTWARE AND THE SERVICES, YOU INDICATE YOUR ASSENT TO THE FOLLOWING TERMS OF THIS AGREEMENT.
THIS SOFTWARE END USER LICENSE AGREEMENT ("EULA" OR “AGREEMENT”) IS A LEGAL AGREEMENT BETWEEN "YOU" OR “USER” (EITHER IN AN INDIVIDUAL CAPACITY, OR IF ACCESSED OR USED BY OR FOR ANY COMPANY, AS AN AUTHORIZED REPRESENTATIVE) AND Harbinger AI Inc., having its office at 16770, NE 79th Street, Ste 106, Redmond, Washington 98052 USA.("Licensor", "we", "us" and "our", “Company”, "Harbinger"). WE MAY UPDATE THE TERMS PERIODICALLY WITH OR WITHOUT NOTICE TO YOU. THIS EULA PROVIDES AND CAPTURES AN IMPORTANT LEGAL INFORMATION ABOUT THE LICENSE OF HARBINGER’S WEB BASED PRODUCT NAMELY Raptivity® (THE "Software") AND YOUR USAGE, DOWNLOAD AND ACCESS OF THE SOFTWARE AND RECEIPT OF TECHNICAL SUPPORT THROUGH A WEB BASED FREE OR PAID SERVICE PROVIDED BY HARBINGER (THE "Services") AND LIABILITY OF THE PARTIES. BY DOWNLOADING, OR ACCESSING, OR INSTALLING AND USING THE SOFTWARE AND/OR SERVICES, YOU CONFIRM AND AGREE TO BE BOUND BY THE TERMS OF THIS EULA. YOU AGREE THAT THIS AGREEMENT IS LIKE ANY WRITTEN NEGOTIATED AGREEMENT SIGNED BY USER. THIS AGREEMENT IS ENFORCEABLE AGAINST THE USER. IF YOU DO NOT AGREE TO BE BOUND BY THESE TERMS, WE ENCOURAGE YOU NOT TO ACCESS, OR USE THE SOFTWARE AND/OR SERVICES.
As a condition to using Services, you may be required to register with us and select a password and enter his/her email address ("Raptivity® ID"). You agree to ensure that the User shall provide us with accurate, complete, and updated registration information. Failure to do so shall constitute a breach of this EULA, which may result in immediate termination of User's account. Harbinger reserves the right to refuse registration of or cancel a Harbinger ID of any User in its discretion. User shall be responsible for maintaining the confidentiality of User's account and password.
PART A: TERMS APPLICABLE FOR THE PAID VERSION OF THE SERVICES
- Grant of License.
During the Subscription Term (as defined below) and subject to your continuous compliance terms of this EULA, Harbinger hereby grants you and you hereby subscribe for/to, a non-exclusive, non-assignable, limited license to use, access, download, and install the Software and/or Services for your internal business use only. Nothing herein contained shall be construed as granted to you any intellectual property right, which includes copyrights, in or relating to the Software and/or Services except as expressly provided for hereunder.
- Subscription Term.
The license to use, and access the Services is granted to you for a subscription period selected by you from our website ("Initial Subscription Term") and unless your subscription is terminated in accordance with this EULA, your subscription shall automatically be renewed for a period of similar duration as that of your Initial Subscription Period (each "Renewal Term" ). The Initial Subscription Term and each Renewal Term shall be collectively referred to as the ("Subscription Term") . The Subscription Term shall be effective from the actual date of your subscription to the paid Services.
- Restriction on Use.
Except as forth in Section 1: Grant of License,
- You may not make others to install and/or use the Services by rental, lease, transfer, sub-license or any other method
- You may not modify, merge, revise or enhance the Services in any way
- You may not decompile, disassemble, reverse engineer, and attempt to discover the Software's source code or otherwise reduce the Software to a human-perceivable form
- You may not place the Software onto a server so that it is accessible via a public network
- You may not export or re-export the Services in any form in violation of any applicable laws and regulations regarding export control of the country in which you obtained them
- You may not distribute the Services or transfer the Services in any manner
- You may not allow the Users to use the Services for any purposes that potentially could cause or might result into any property damage, death, bodily injury or personal injury or any other hazardous application of the Services
- Subscription Fees.
In consideration of the Services provided under this Agreement by Harbinger, you agree to pay us the Subscription fees ("Subscription Fees") in the amount and for the duration of the Subscription, you have opted for and agreed to, on our Website. Unless you terminate your subscription anytime before the end of your billing cycle, you authorize us to charge you the Subscription Fees for the next billing cycle, at the then applicable rates. Subscription Fees and other prices quoted are exclusive of applicable taxes. You shall pay all applicable taxes, duties, levies, and other similar charges (and any related interest and penalties) imposed, however, designated as a result of the existence or operation of this EULA (except for taxes on Harbinger’s net income). In the event of non-payment of the Subscription Fees-
- We may at our discretion suspend your Subscription and intimate you about the same. You may at your option, choose to have the subscription reinstated subject to the payment of the Subscription Fees. however, you will need to pay the applicable Subscription Fees applicable for the period after such reinstatement Or
- We may at our discretion choose to terminate your Subscription and this EULA, in which case, we shall notify you about the same in writing
In the event of termination of your subscription, we reserve our right to delete all the User Content, at our sole discretion.
- Limitation of Liability.
HARBINGER SHALL NOT BE LIABLE UNDER OR FOR CONTRACT, NEGLIGENCE, STRICT LIABILITY OR OTHER THEORY (A) FOR LOSS OR INACCURACY OF DATA OR, COST OF PROCUREMENT OF SUBSTITUTE GOODS, SERVICES OR TECHNOLOGY, (B) FOR ANY INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES INCLUDING, BUT NOT LIMITED TO LOSS OF REVENUES AND LOSS OF PROFITS. NOTWITHSTANDING THE FOREGOING, IN NO EVENT SHALL HARBINGER BE LIABLE FOR ANY DIRECT OR INDIRECT DAMAGES WHATSOEVER (INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, LOSS OF CONFIDENTIAL OR OTHER INFORMATION, BUSINESS INTERRUPTION) ARISING OUT OF OR IN ANY WAY RELATED TO YOUR USE OF OR INABILITY TO USE THE SERVICES. NOTWITHSTANDING THE FOREGOING, IN JURISDICTIONS WHERE IT IS CONTRARY TO THE LAW TO EXCLUDE LIABILITIES FOR SPECIFIC INSTANCES, HARBINGER DOES NOT LIMIT ITS LIABILITY TO YOU FOR DEATH OR BODILY INJURY AS A RESULT OF NEGLIGENCE OR ANY OTHER LEGAL LIABILITY WHICH CANNOT BE EXCLUDED OR LIMITED BY LAW.
- User’s Data.
Harbinger takes no responsibility and assumes no liability for any content that any User or third party posts or sends over the Services ("User Content"). You understand and agree that any loss or damage of any kind that occurs to any User content that any User sends, uploads, downloads, streams, posts, transmits, displays, or otherwise make available or access through the use of the Service, is solely the responsibility of the User. In the event Harbinger is required to access any User Content for the purpose of the support related Services, you acknowledge that you don’t provide Harbinger with an access to any personally sensitive data of yours or of any third party or any other confidential or proprietary information and Harbinger assumes no liability for any consequences as a result of any such disclosures made by you, related to the User Content or otherwise. After cessation or termination of your Services, we shall delete your account and the User Content (if any).
Harbinger may terminate this EULA with immediate effect, if you fail to comply with the terms of this EULA and correct the breach reported by Harbinger within 7 days from the date of receipt of such notice.
- Maintenance and Support
Harbinger provides the necessary support through a web-based support system. We will take commercially reasonable efforts to provide you with the support to resolve all your queries within one working day.
Part B: General Terms
Intellectual Property Rights. All the materials, including, without limitation, software, images, text, graphics, illustrations, logos, patents, trademarks, service marks, copyrights, photographs, audio, videos and music and all Intellectual Property Rights related thereto the Software and/or Services except the User Content(as defined below), are the exclusive property of Harbinger and its licensors. Except as explicitly provided herein, nothing in this EULA shall be deemed to create a license in or under any such Intellectual Property Rights, and you agree not to sell, license, rent, modify, distribute, copy, reproduce, transmit, publicly display, publicly perform, publish, adapt, edit or create derivative works from any materials or content accessible on the Services.
Governing Laws: This Agreement shall be construed and governed by the laws of State of Washington without regard to principles of conflict of laws.
Dispute Resolution: Any dispute arising, between you and Harbinger, shall be submitted to the arbitration to be conducted in Washington, USA in English language, in accordance with the applicable rules of International Chamber of Commerce by a sole arbitrator, who shall be appointed by Harbinger and you mutually; and the award made in pursuance thereof shall be binding on the parties. The dispute resolution and arbitration process mentioned in this Section will not prohibit parties from approaching the courts of competent jurisdiction for appropriate interim reliefs. Parties further agree that the courts in the State of Washington, USA shall have an exclusive jurisdiction over such disputes.
Publicity: You agree that by using the Software and/or the Services, you give us a permission and a limited license to use your company name and logo in self-promotional materials, web-page, proposal and similar matters and indicating you as our customer.
General: You agree to use the Services at your own risk. If You have any questions, complaints or claims with respect to the Services or Software, you should contact to email@example.com.