TERMS AND CONDITIONS /
END USER SOFTWARE LICENSE AGREEMENT
BY USING THIS SOFTWARE (HERINAFTER “SOFTWARE” OR “APP”) OR CLICKING ON THE “ACCEPT” BUTTON OR CLICKING AN “ACTIVATE ACCOUNT” LINK YOU ARE CONSENTING TO BE BOUND BY THIS AGREEMENT. IF YOU DO NOT AGREE TO ALL OF THE TERMS OF THIS AGREEMENT, DO NOT USE THE APP.
This End User Software License Agreement (“License” or “Agreement”) is between JurAssist, LLC (“Licensor”) and the person, as specified above, who consented to this License (“Licensee”); Licensor and Licensee also referenced individually as Party or both collectively as Parties.
TITLE
Title, ownership rights, and intellectual property rights in the App shall remain in Licensor and/or its suppliers. The App is protected by copyright, trademark, trade secret, and other intellectual property laws and by international treaties. Title and related rights in the content accessed through the App is the property of the applicable content owner and may be protected by applicable law. The license granted under this License gives Licensee no rights to such content.
SCOPE
Licensee is purchasing a limited, non-exclusive, non-transferable right to access and use the Software as a Service. Licensee is not purchasing the software as a product. The duration of this Agreement is limited to the period for which Licensee has subscribed. Licensee shall be responsible for any sales tax due in the jurisdiction from where Licensee made the purchase. App may use data on some devices and Licensee is responsible for all charges and expenses associated with any such data usage.
Licensee may:
• use App exclusively for Licensee’s own personal bar exam preparation;
• use the App on any single computer or mobile device;
• use the App on one computer and one mobile device as long as only one copy is used at a time and only by Licensee and not used by others not subject to this License;
• copy the App, if not browser based, for archival purposes, provided any copy must contain all the original App’s proprietary notices.
Licensee must not:
• permit other individuals to use the App except under the terms listed above;
• permit concurrent use of the App;
• use the App for presentation purposes without prior written consent from Licensor;
• transfer, assign, share, sell, distribute, adapt, merge, share, present, modify, translate, reverse engineer, decompile, disassemble (except to the extent applicable laws specifically prohibit such restriction), or create derivative works of any kind based on the App, text, content, logic, graphics, music, sound effects, or any other element, component, or process of the App except as expressly permitted by this License or other signed writing;
• copy the App other than as specified above;
• rent, lease, grant a security interest in, or otherwise transfer rights to the App;
• remove any proprietary notices or labels on the App;
• use the App for any illegal, unlawful, unethical, or immoral purpose;
• share your account login credentials with any other person or entity.
TERMINATION
This Agreement and License granted under this Agreement shall terminate automatically if Licensee fails to comply with the limitations described in this Agreement. Upon termination, Licensee must destroy all copies of the Software and Documentation. This Agreement and License terminates automatically upon expiration of Licensee’s subscription period.
LIMITED WARRANTY
Licensor warrants that for a period of 30 days from the start date of subscription, the App, if operated as directed, will substantially achieve the functionality described in the Documentation (websites). However, Licensor does not warrant that Licensee’s use of the App will be uninterrupted, or that the operation of the App will be error-free or secure, or that the content of the App will be error-free. In addition, the security mechanisms implemented by Licensor have inherent limitations, and Licensee must determine that the App sufficiently meets Licensee’s requirements.
Licensor’s sole liability for any breach of this warranty shall be, in Licensor’s sole discretion: (i) to replace defective App or content; or (ii) to advise Licensee how to achieve substantially the same functionality with the App; or (iii) if the above remedies are impracticable, to refund the License fee Licensee paid for the Software as a Service subscription prorated to the time remaining on the subscription. Licensor shall only be obligated to honor this warranty if Licensee informs Licensor of Licensee’s problem with the App during the applicable warranty period and provide evidence of the date Licensee purchased a subscription to the Software. Licensor shall use reasonable commercial efforts to repair, replace, advise or, for individual consumers, refund pursuant to the above warranty within 60 days of being so notified.
THIS IS A LIMITED WARRANTY. IT IS THE ONLY WARRANTY MADE BY LICENSOR OR ITS SUPPLIERS. LICENSOR MAKES NO OTHER EXPRESS WARRANTY OR IMPLIED WARRANTY.
This warranty shall immediately terminate under the following circumstances: a) if Licensee makes any modifications to the Software during the warranty period; b) if the Software is subjected to improper use; or c) if Licensee violates the terms of this Agreement. This warranty shall not apply if the Software is used on or in conjunction with hardware or software other than the unmodified version of hardware and software with which the Software was designed to be used.
LIMITATION OF LIABILITY
UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY, TORT, CONTRACT, OR OTHERWISE, SHALL LICENSOR OR ITS SUPPLIERS OR RESELLERS BE LIABLE TO LICENSEE OR ANY OTHER PERSON FOR ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY CHARACTER INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF GOODWILL, WORK STOPPAGE, COMPUTER FAILURE OR MALFUNCTION, OR ANY AND ALL OTHER COMMERCIAL DAMAGES OR LOSSES. IN NO EVENT SHALL LICENSOR BE LIABLE FOR ANY DAMAGES IN EXCESS OF THE AMOUNT LICENSOR RECEIVED FROM LICENSEE FOR A LICENSE TO THE SOFTWARE, EVEN IF LICENSOR SHALL HAVE BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGES, OR FOR ANY CLAIM BY ANY OTHER PARTY. THIS LIMITATION OF LIABILITY SHALL NOT APPLY TO LIABILITY FOR DEATH OR PERSONAL INJURY TO THE EXTENT APPLICABLE LAW PROHIBITS SUCH LIMITATION. FURTHERMORE, SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES. THEREFORE, THIS LIMITATION AND EXCLUSION MAY NOT APPLY TO LICENSEE.
DISPUTE RESOLUTION
If a dispute arises from or relates to this License or the breach thereof, and if the dispute cannot be settled through direct discussions, the parties agree to endeavor first to settle the dispute by mediation administered by the American Arbitration Association under its Commercial Mediation Procedures before resorting to arbitration. The parties further agree that any unresolved controversy or claim arising out of or relating to this Agreement, or breach thereof, shall be settled by arbitration administered by the American Arbitration Association in accordance with its Commercial Arbitration Rules and judgment on the award rendered by the arbitrator(s) may be entered in any court having jurisdiction thereof. Such mediation or arbitration shall be conducted online or in Johnson City, Tennessee, at the sole discretion of Licensor. Licensor and Licensee agree that either may bring claims against the other only in an individual capacity and neither shall join as a member of any class or representative proceeding against the other; the arbitrator may not preside over class or representative proceedings. Should any part of the arbitration provisions in this dispute resolution clause be found unenforceable then all arbitration provisions between the parties shall be null and void.
MISCELLANEOUS
This Agreement represents the complete agreement concerning the license granted under this Agreement and may be amended only by a writing executed by both parties. THE ACCEPTANCE OF ANY PURCHASE ORDER PLACED BY LICENSEE IS EXPRESSLY MADE CONDITIONAL ON LICENSEE’S ASSENT TO THE TERMS SET FORTH IN THIS AGREEMENT, AND NOT THOSE IN LICENSEE’S PURCHASE ORDER. If any provision of this Agreement is held to be unenforceable, such provision shall be reformed only to the extent necessary to make it enforceable unless otherwise specified. This Agreement shall be governed by Tennessee law.