End User License Agreement
Incentive Networks LLC provides a shopping service (the Service) that utilizes shopping reminder software (the Software). Your use of the Service and software is subject to the terms of the agreement between you and Incentive Networks LLC. By downloading the Software you agree to the following terms of this Agreement and to the Terms and Conditions for use of the Service.Your Representations. You represent that you are at least 18 years of age. You represent and warrant that you are either the owner or an authorized user of the computer on which you are installing the Software. You agree that you shall at all times comply with all local, state, national, and international laws, statutes, rules, regulations, ordinances and the like applicable to use of the Software.
License and Updates. Incentive Networks LLC grants you a non-exclusive license to install and use the Software solely for personal use and only for the purpose of accessing the Incentive Networks LLC Service. Incentive Networks LLC reserves the right to add additional features or functions to its Software at any time, without asking your approval. Incentive Networks LLC may require the update of its Software on your computer when a new version of the Software is released or new features are available. This update or new download may occur when you use the Service. Changes to this End User License Agreement may be made by Incentive Networks LLC and will be posted on the Incentive Networks LLC web site. Your continued use of the Software will constitute consent to the revised terms. Incentive Networks LLC is under no obligation to support the Software. Incentive Networks LLC may at any time suspend or terminate this license and disable the Software.
Restrictions. You may not reverse-engineer, decompile, disassemble, or otherwise attempt to derive the source code of the Software for any reason. You may not modify the Software in any way. You may not rent, sell, lease, sublicense, distribute, assign, copy (other than a single copy for your own backup purposes), or in any way transfer the Software or use the Software for the benefit of any third party through any outsourcing or time-sharing arrangement or through the operation of any service bureau. You understand that the Software is licensed not sold, the Software is owned by Incentive Networks LLC and all rights not expressly granted herein are reserved to Incentive Networks LLC.
Warranty Disclaimer. INCENTIVE NETWORKS LLC PROVIDE(S) THE SOFTWARE ON AN "AS IS" "WHERE IS" BASIS WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, OR NON-INFRINGEMENT. USE OF THE SOFTWARE IS AT YOUR OWN RISK. INCENTIVE NETWORKS LLC DOES NOT WARRANT THAT ANY ERRORS IN THE SOFTWARE WILL BE CORRECTED. THIS DISCLAIMER OF WARRANTY CONSTITUTES AN ESSENTIAL PART OF THIS AGREEMENT. The above exclusions may not apply in jurisdictions that do not allow the exclusion of certain implied warranties. In such case any applicable warranties shall be limited to a period of 90 days from the date of download.
Export Controls. The Software and the underlying information and technology may not be downloaded or otherwise exported or re-exported (i) into (or to a national or resident of) Cuba, Iraq, Libya, Yugoslavia, North Korea, Iran, Syria or any other country to which the U.S. has embargoed goods; or (ii) to anyone on the U.S. Treasury Department's list of Specially Designated Nationals or the U.S. Commerce Department's Table of Deny Orders. By downloading or using the Software, you are agreeing to the foregoing and you represent and warrant that you are not located in, under the control of, or a national or resident of any such country or on any such list, and that you will otherwise comply with all applicable export control laws.
U.S. Government Restricted Rights. The Software is provided with Restricted Rights. Use, duplication, or disclosure by the United States Government is subject to restrictions set forth in subparagraph (c)(1)(ii) of The Rights in Technical Data and Computer Software clause at DFARS 252.227-7013 or subparagraphs (c)(1) and (2) of the Commercial Computer Software-Restricted Rights at 48 C.F.R. 52.227-19, as applicable. Manufacturer is Incentive Networks LLC, 4546 B-10 El Camino Real, Suite 327 Los Altos, CA 94022, ALL RIGHTS RESERVED UNDER THE COPYRIGHT LAWS OF THE UNITED STATES. For the purpose of any public disclosure provision under any federal, state, or local law, the information is trade secret and proprietary commercial data and not subject to disclosure.
Limitation of Liability. IN NO EVENT WILL INCENTIVE NETWORKS LLC, ITS EMPLOYEES, DISTRIBUTORS, SUPPLIERS, ADVERTISERS, DIRECTORS OR AGENTS (COLLECTIVELY "PROTECTED PARTIES" BE LIABLE FOR ANY INCIDENTIAL, CONSEQUENTIAL, SPECIAL, OR INDIRECT DAMAGES OR EXEMPLARY OR PUNITIVE DAMAGES, INCLUDING LEGAL FEES, ARISING OUT OF THIS AGREEMENT OR YOUR USE OR INABILITY TO USE THE SOFTWARE EVEN IF A PROTECTED PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT WILL INCENTIVE NETWORKS LLC MAXIMUM CUMULATIVE LIABILITY UNDER THIS AGREEMENT EXCEED $100.00. Because some states or jurisdictions do not allow the exclusion or the limitation of liability for consequential or incidental damages, in such states or jurisdictions, Incentive Networks LLC liability shall be limited to the maximum extent permitted by law.
Governing Law and Arbitration. The laws of the State of California will govern this Agreement, without reference to conflicts of law principles. The United Nations Convention on Contracts for the Sale of Goods does not apply to this Agreement. Any claim or controversy arising out of or related to this Agreement shall be settled by binding arbitration in accordance with the rules of the American Arbitration Association. The foregoing shall not preclude Incentive Networks LLC from seeking any injunctive relief to which it may be entitled.
General. This Agreement, as modified from time to time, sets forth the entire understanding and agreement between you and Incentive Networks LLC with respect to the subject matter hereof. If any provision hereof shall be held to be invalid, illegal, or unenforceable, the validity of the remaining provisions shall not be in any way affected. No delay or failure to enforce any provision of this Agreement shall constitute a waiver of such provision. You may not assign this Agreement without our consent.