BIGSOCIAL, LLC ("BIGSOCIAL") LICENSES THIS SOFTWARE PRODUCT AND ASSOCIATED SERVICES TO YOU SUBJECT TO THE TERMS CONTAINED IN THIS END USER LICENSE AGREEMENT (THIS "AGREEMENT" or "EULA"). READ THE TERMS AND CONDITIONS OF THIS AGREEMENT CAREFULLY BEFORE INSTALLING, COPYING AND USING THIS COMPUTER SOFTWARE AND ASSOCIATED SERVICE (COLLECTIVELY, THE “SOFTWARE”) AND THE ACCOMPANYING DOCUMENTATION ("DOCUMENTATION"). THE SOFTWARE IS COPYRIGHTED, LICENSED, AND NOT SOLD.
By clicking the "I Agree..." button or by installing, copying or otherwise using this Software, you agree to be bound by the terms of this Agreement. If you do not agree with any term or condition, do not download, install or use the Software.
You are responsible for your use of the Software, for any content you post to, or display from, the Software, and for any consequences thereof. The content you submit, post, or display will be able to be viewed by other users of the Services and through third party services and websites. All content, whether publicly posted or privately transmitted, is the sole responsibility of the person who originated or displayed such content. We may not monitor or control the content posted or displayed via the Software and, we cannot take responsibility for such content. Any use or reliance on any content or materials posted via the Software or obtained by you through the Software 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 Software or endorse any opinions expressed via the Software. You understand that by using the Software, 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 BigSocial 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 Software or broadcast elsewhere.
Subject to the terms and conditions of this Agreement, BIGSOCIAL hereby grants to you a non-exclusive, non-transferable license (without the right to sublicense) (i) to use the Software in accordance with the Documentation, and (ii) to copy Software for archival or backup purposes, provided that all titles and trademarks, copyright, and restricted rights notices are reproduced on such copies. The Software is licensed on an authorized user basis.
Except as otherwise specifically permitted in this Agreement, you may not: (a) modify or create any derivative works of any Software or documentation, including translation or localization; (code written to published APIs (application programming interfaces) for the Software shall not be deemed derivative works); (b) copy the Software except as provided in this Agreement or elsewhere by BIGSOCIAL; (c) separate Software, which is licensed as a single product, into its component parts. (d) sublicense or permit simultaneous use of the Software by more than one user; (e) reverse engineer, decompile, or disassemble or otherwise attempt to derive the source code for any Product the Software (except to the extent applicable laws specifically prohibit such restriction); (f) redistribute, encumber, sell, rent, lease, sublicense, use the Software in a timesharing or service bureau arrangement, or otherwise transfer rights to any Software; (g) remove or alter any trademark, logo, copyright or other proprietary notices, legends, symbols or labels in the Product(s); (h) publish any results of benchmark tests run on any Software to a third party without BIGSOCIAL’s prior written consent; or (i) use any Software by more users than have been licensed.
You are responsible for all activity occurring under your user accounts and shall abide by all applicable laws, in connection with your use of the Software, including those related to data privacy, international communications and the transmission of technical or personal data.
You shall NOT: (i) Impersonate another BIGSOCIAL user or provide false identity information to gain access to or use the Service; (ii) upload, post, transmit or otherwise make available any Customer Data that: (a) is unlawful, harmful or threatening to third parties, including minors; (b) is a forgery or otherwise illegal; (c) contains information that you do not have rights to copy or use, such as personnel data improperly obtained or used, or third party trade secrets or copyrighted material.
You understand, acknowledge and expressly agree that by submitting or posting any Member Data via the Software, you grant to BIGSOCIAL an irrevocable, perpetual, worldwide, royalty-free, transferable, nonexclusive right and license to use, store, copy, and display the Member Data as necessary to provide you with the Software. You also represent and warrant that the use, storage, copying, distribution, and display of such Member Data shall not violate any other party’s proprietary, privacy, legal, or intellectual property rights (“Rights”) and that the holder of any Rights, including moral rights in such content, if not you, has completely and effectively waived all such Rights and validly and irrevocably granted to you the right to grant the license described in this Section. You expressly agree that the burden of determining whether any Member Data is protected as a copyright, trademark, trade secret, or other proprietary right rests solely with you, and you shall be solely liable for any damage resulting from any infringement of copyrights, trademarks, trade secrets, or other proprietary rights, or any other harm resulting from your submission of such Member Data to the Platform and via the Software. You acknowledge that BIGSOCIAL reserves the right, in its sole discretion, to refuse to store or to remove any Member Data submitted or posted on the Platform.
You shall pay all fees or charges to your account in accordance with the fees, charges, and billing terms in effect at the time a fee or charge is due and payable. BIGSOCIAL reserves the right to modify its fees and charges and to introduce new charges at any time, upon at least 30 days prior notice to you, which notice may be provided by e-mail.
In addition to any other rights granted to BIGSOCIAL herein, BIGSOCIAL reserves the right to suspend or terminate this Agreement and your access to the Service if your account becomes delinquent.
Title to the Software and all copies thereof remain with BIGSOCIAL and/or or its suppliers. The Software is copyrighted and is protected by United States copyright laws and international treaty provisions. Licensee will not remove copyright notices from the Software. Licensee agrees to prevent any unauthorized copying of the Software. Except as expressly provided herein, BIGSOCIAL does not grant any express or implied right to you under BIGSOCIAL patents, copyrights, trademarks, or trade secret information.
Your rights with respect to the Beta Software will terminate upon the earlier of (a) the initial commercial release by BIGSOCIAL of a generally available version of the Software or (b) [six] months after the last date you receive the Software or any update thereto. Either party may terminate this Agreement at any time for any reason or no reason by providing the other party advance written notice thereof. Upon any expiration or termination of this Agreement, the rights and licenses granted to you under this Agreement shall immediately terminate, and you shall immediately cease using and destroy the Software, Documentation, and all other tangible items in your possession or control that are proprietary to or contain Confidential Information.
THE SOFTWARE AND DOCUMENTATION ARE LICENSED "AS IS", AND BIGSOCIAL DISCLAIMS ANY AND ALL OTHER WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, TO THE EXTENT AUTHORIZED BY LAW. WITHOUT LIMITATION OF THE FOREGOING, BIGSOCIAL EXPRESSLY DOES NOT WARRANTS THAT THE SOFTWARE WILL MEET YOUR REQUIREMENTS OR THAT OPERATION OF THE SOFTWARE WILL BE UNINTERRUPTED OR ERROR FREE. YOU ASSUME RESPONSIBILITY FOR SELECTING THE SOFTWARE TO ACHIEVE YOUR INTENDED RESULTS, AND FOR THE RESULTS OBTAINED FROM YOUR USE OF THE SOFTWARE. YOU SHALL BEAR THE ENTIRE RISK AS TO THE QUALITY AND THE PERFORMANCE OF THE SOFTWARE.
BIGSOCIAL CUMULATIVE LIABILITY TO YOU OR ANY PARTY RELATED TO YOU FOR ANY LOSS OR DAMAGES ARISING OUT OF OR RELATING TO THIS AGREEMENT, OR INSTALLATION OR USE OF THE SOFTWARE AND DOCUMENTATION SHALL NOT EXCEED THE AMOUNT OF LICENSE FEES PAID TO BIGSOCIAL BY YOU UNDER THIS AGREEMENT. THIS LIMITATION APPLIES TO ALL CAUSES OF ACTION OR CLAIMS IN THE AGGREGATE, INCLUDING, WITHOUT LIMITATION, BREACH OF CONTRACT, BREACH OF WARRANTY, INDEMNITY, NEGLIGENCE, STRICT LIABILITY, MISREPRESENTATION, AND OTHER TORTS. IN NO EVENT SHALL BIGSOCIAL BE LIABLE TO YOU OR ANY PARTY RELATED TO YOU FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES OR LOST PROFITS, EVEN IF BIGSOCIAL HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
This Agreement shall be governed by and interpreted in accordance with the laws of the State of Illinois, without regard to the conflicts of law rules thereof. Any claim or dispute arising in connection with this EULA shall be resolved in the federal or state courts situated within Illinois. To the maximum extent permitted by law, you hereby consent to the jurisdiction and venue of such courts and waive any objections to the jurisdiction or venue of such courts.
This Agreement constitutes the complete and exclusive agreement between you and BIGSOCIAL with respect to the subject matter hereof, and supersedes all prior or contemporaneous oral or written communications, proposals, representations, understandings, or agreements not specifically incorporated herein. This Agreement may not be amended except in a writing duly signed by you and an authorized representative of BIGSOCIAL.
Copyright (C) 2014 BIGSOCIAL, LLC. All rights reserved.