TERMS OF SERVICE AND END USER LICENSE AGREEMENT (“EULA”)
Last updated: July 15, 2016.
The following terms of service and end user license agreement (“EULA”) constitute an agreement between you and Laurent Pellegrino. This EULA governs your use of Software and Services (as specified below). For purposes of this EULA “Software” means all software programs distributed, published or otherwise made available by Laurent Pellegrino or its affiliates including, but not limited to mobile apps, downloadable/installable apps for personal computer, and apps accessed by means of a browser or other online communication method. Software also includes updates and upgrades as well as accompanying manual(s), packaging and other written, files, electronic or on-line materials or documentation, and any and all copies of such software and its materials. “Services” means all services made available by Laurent Pellegrino, including but not limited to services accessed through mobile apps, by means of a browser or by other communication method. Software and Services are collectively referred to as “Laurent Pellegrino Services”.
THE SOFTWARE IS LICENSED, NOT SOLD. YOUR USE OF THE SOFTWARE (AS SPECIFIED BELOW) IS SUBJECT TO THE TERMS AND CONDITIONS SET FORTH IN THIS EULA. BY INSTALLING, USING OR ACCESSING THE LAURENT PELLEGRINO SERVICES OR ANY MATERIALS INCLUDED IN OR WITH THE LAURENT PELLEGRINO SERVICES, YOU HEREBY ACCEPT THE TERMS OF THIS EULA.
We reserve the right, at our sole discretion, to change, modify or otherwise alter the terms of this EULA at any time. You must review them on a regular basis to keep yourself informed of any changes. By using Laurent Pellegrino Services, you agree that the posting of new or revised terms of this EULA shall constitute adequate and constructive notice to you of any and all revisions and changes. Continued use of Laurent Pellegrino Services after any such changes or after explicitly accepting the new terms of this EULA upon using Laurent Pellegrino services shall constitute your consent to such changes.
If you do not accept the terms of this EULA, do not install, use or access the Laurent Pellegrino Services.
SOFTWARE LICENSE. Subject to this EULA and its terms and conditions, Laurent Pellegrino hereby grants you a non-exclusive, non-transferable, non-sublicensable, limited right and license to use one copy of the Software for your personal non-commercial use on a single device unit, unless otherwise specified in the Software documentation. The rights granted herein are subject to your compliance with this EULA. The Software is being licensed to you and you hereby acknowledge that no title or ownership in the Software is being transferred or assigned and this EULA is not to be construed as a sale of any rights in the Software.
SERVICE LICENSE. Subject to this EULA and its terms and conditions, Laurent Pellegrino hereby grants you a non-exclusive, non-transferable, non-sublicensable, limited right and license to use the Services as provided by Laurent Pellegrino, for your personal non-commercial use, in the manner permitted by this EULA. The rights granted herein are subject to your compliance with this EULA.
LICENSE TERM. The term of your licenses under this EULA shall commence on the date that you accept this EULA and install or otherwise use the Software and/or Services and ends on the earlier date of either your disposal of the Software and/or Services or Laurent Pellegrino’s termination of this EULA. Your license terminates immediately if you attempt to circumvent any technical protection measures used in connection with the Software and/or Services or you otherwise use the Software and/or Services in breach of the terms of this EULA.
2. GENERAL LICENSE CONDITIONS
You agree not to:
- commercially exploit the Laurent Pellegrino Services;
- distribute, lease, license, sell, rent, lend, convey or otherwise transfer or assign the Laurent Pellegrino Services, any copies thereof, or any passwords or usernames of Laurent Pellegrino Services, without the express prior written consent of Laurent Pellegrino or as set forth in this EULA;
- make a copy of the Laurent Pellegrino Services or any part thereof, including but not limited to Software (other than as set forth herein);
- make the Laurent Pellegrino Services publicly available or available on a network for use or download by multiple users;
- except as otherwise specifically provided by the Laurent Pellegrino Services or this EULA, use or install the Laurent Pellegrino Services (or permit others to do same) on a network, for on-line use, or on more than one device unit at the same time;
- use or copy the Laurent Pellegrino Services at any other location-based site; provided, that Laurent Pellegrino may offer you a separate site license agreement to make the Laurent Pellegrino Services available for commercial use;
- reverse engineer, decompile, disassemble, translate, prepare derivative works based on or otherwise modify the Laurent Pellegrino Services, in whole or in part;
- remove, obscure or modify any copyright, trademark or other proprietary rights notices, marks or labels contained on or within the Laurent Pellegrino Services, falsify or delete any author attributions, legal notices or other labels of the origin or source of the material;
- misrepresent the source of ownership of the Laurent Pellegrino Services;
- transport, export or re-export (directly or indirectly) into any country forbidden to receive such Laurent Pellegrino Services by any U.S. or other export laws or accompanying regulations or otherwise violate such laws or regulations, that may be amended from time to time;
- scrape, build databases or otherwise create permanent copies of content returned from the Laurent Pellegrino Services.
The Laurent Pellegrino Services may include measures to control access to the Laurent Pellegrino Service, prevent unauthorized copies, or otherwise attempt to prevent anyone from exceeding the limited rights and licenses granted under this EULA. Only Laurent Pellegrino Services subject to a valid license can be used to access online services, and download updates and patches. You may not interfere with such access control measures or attempt to disable or circumvent such security features. If you disable or otherwise tamper with the technical protection measures, the Laurent Pellegrino Services will not function properly.
This license grant to Laurent Pellegrino, and the above waiver of any applicable moral rights, survives any termination of this EULA. The Laurent Pellegrino Services may require an internet connection to access the Laurent Pellegrino Services or its internet-based features, authenticate the Software, or perform other functions. In order for certain features of the Laurent Pellegrino Services to operate properly, you may be required to have and maintain (a) an adequate internet connection and/or (b) a valid and active account with an online service as set forth in the documentation related to Laurent Pellegrino Services. By using the Laurent Pellegrino Services, you acknowledge and agree that third party data transfer fees may apply depending on your data plan. Please consult your carrier for further information. If you do not maintain such accounts, then the Laurent Pellegrino Services or certain features of the Laurent Pellegrino Services may not operate or may cease to function properly, either in whole or in part.
YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT USE OF THE LICENSED SOFTWARE AND THE SERVICES IS AT YOUR SOLE RISK. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE LICENSED SOFTWARE AND ANY SERVICES ARE PROVIDED EXCLUSIVELY “AS IS” AND “AS AVAILABLE”, WITH ALL FAULTS AND WITHOUT ANY REPRESENTATION OR WARRANTY OF ANY KIND. LAURENT PELLEGRINO HEREBY DISCLAIMS ALL REPRESENTATIONS, WARRANTIES AND CONDITIONS WITH RESPECT TO THE LICENSED SOFTWARE AND THE SERVICES, EITHER EXPRESS, IMPLIED OR STATUTORY INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES AND/OR CONDITIONS OF MERCHANTABILITY, QUALITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, CONTINUOUS OPERATION, AND NON-INFRINGEMENT. LAURENT PELLEGRINO HEREBY DISCLAIMS ALL LIABILITY AND RESPONSIBILITY ARISING FROM ANY RELIANCE PLACED ON THE LICENSED SOFTWARE AND SERVICES BY YOU. LAURENT PELLEGRINO ACCEPTS NO RESPONSIBILITY FOR KEEPING THE LICENSED SOFTWARE OR SERVICES UP TO DATE OR COMPLETE OR LIABILITY FOR ANY FAILURE TO DO SO. LAURENT PELLEGRINO DOES NOT WARRANT THAT THE SERVICE AND ANY PRODUCTS LICENSED WILL MEET YOUR REQUIREMENTS, THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE OR THAT ANY DEFECTS IN THE LICENSED SOFTWARE OR SERVICES WILL BE CORRECTED. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY LAURENT PELLEGRINO OR ITS AUTHORIZED REPRESENTATIVES SHALL CREATE ANY WARRANTY. SHOULD THE LICENSED SOFTWARE OR SERVICES PROVE DEFECTIVE, YOU ASSUME THE ENTIRE COST OF ALL NECESSARY SERVICING, REPAIR OR CORRECTION.
4. LIMITATION OF LIABILITY
Laurent Pellegrino makes its best so that the software works correctly, however shall not bear any responsibility for information saved by user, which was false, incorrect or incomplete, and also for the omission of relevant information, incorrect or inaccurate determination of the user’s position which was determined with the help of the GPS installed on user’s device, based on the information provided by the GSM operator or information obtained from third parties, or their software failure to deliver, delay in delivery, or sending distorted information by the GSM operator or an operator of another medium factually incorrect readings of information stored or transmitted by the Software.
Laurent Pellegrino declares that the software is intended solely for private use, not related to the user’s occupation, business, charity or activities carried out on behalf of third parties, whether for a consideration or free of charge.
Laurent Pellegrino declares that it has made all possible efforts to secure the software from accidental or unwitting sending of an SMS message or of data in a different form and it is not responsible for any consequences caused by sending data in an SMS or otherwise. Software user is responsible for prudent use of data transmission.
Laurent Pellegrino declares that it does not guarantee regularity of the software functioning.
Laurent Pellegrino informs that due to software previously installed on software user’s hardware, you may experience issues with the use of the software. The solution may require the previously installed software to be removed.
Laurent Pellegrino is not responsible for proper functioning of the equipment, on which the software has been installed.
In case softwares and/or services provided by Laurent Pellegrino goes against an existing law in your country, you have to stop immediately using the softwares and/or the services.
IN NO EVENT WILL LAURENT PELLEGRINO, LAURENT PELLEGRINO’S AFFILIATES, LAURENT PELLEGRINO’S LICENSORS OR CHANNEL PARTNERS BE LIABLE FOR SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES RESULTING FROM POSSESSION, ACCESS, USE OR MALFUNCTION OF THE LAURENT PELLEGRINO SERVICES, INCLUDING BUT NOT LIMITED TO, DAMAGES TO PROPERTY, LOSS OF GOODWILL, COMPUTER FAILURE OR MALFUNCTION AND, TO THE EXTENT PERMITTED BY LAW, DAMAGES FOR PERSONAL INJURIES, PROPERTY DAMAGE, LOST PROFITS OR PUNITIVE DAMAGES FROM ANY CAUSES OF ACTION ARISING OUT OF OR RELATED TO THIS EULA OR THE SOFTWARE, WHETHER ARISING IN TORT (INCLUDING NEGLIGENCE), CONTRACT, STRICT LIABILITY OR OTHERWISE AND WHETHER OR NOT LAURENT PELLEGRINO, LAURENT PELLEGRINO’S LICENSORS OR CHANNEL PARTNERS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. FOR PURPOSES OF THIS SECTION 4, LAURENT PELLEGRINO’S LICENSORS AND CHANNEL PARTNERS ARE THIRD PARTY BENEFICIARIES TO THE LIMITATIONS OF LIABILITY SPECIFIED HEREIN AND THEY MAY ENFORCE THIS EULA AGAINST YOU. BECAUSE SOME STATES/COUNTRIES DO NOT ALLOW CERTAIN LIMITATIONS OF LIABILITY, THIS LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION. THIS LIMITATION OF LIABILITY SHALL NOT BE APPLICABLE SOLELY TO THE EXTENT THAT ANY SPECIFIC PROVISION OF THIS LIMITATION OF LIABILITY IS PROHIBITED BY ANY FEDERAL, STATE, OR MUNICIPAL LAW, WHICH CANNOT BE PRE-EMPTED. THIS EULA GIVES YOU SPECIFIC LEGAL RIGHTS, AND YOU MAY HAVE OTHER RIGHTS THAT VARY FROM JURISDICTION TO JURISDICTION.
IN NO EVENT SHALL LAURENT PELLEGRINO’S, LAURENT PELLEGRINO’S AFFILIATES’, LAURENT PELLEGRINO’S LICENSORS’ OR CHANNEL PARTNERS’ LIABILITY FOR ALL DAMAGES (EXCEPT AS REQUIRED BY APPLICABLE LAW) EXCEED THE ACTUAL PRICE PAID BY YOU FOR USE OF THE LAURENT PELLEGRINO SERVICES OR ONE EURO (EUR 1), WHICHEVER LESS.
5. OTHER TERMS AND CONDITIONS
TERMINATION: This EULA will terminate automatically if you fail to comply with its terms and conditions. In such event, you must destroy all copies of the Software and all of its component parts and cease and desist from accessing any Laurent Pellegrino Services. With regards to Software delivered on a physical storage medium you can end this EULA by destroying the Software and all copies and reproductions of the Software and deleting and permanently purging the Software from any client server or computer on which it has been installed.
EQUITABLE REMEDIES: You hereby agree that if the terms of this EULA are not specifically observed, Laurent Pellegrino will be irreparably damaged, and therefore you agree that Laurent Pellegrino shall be entitled, without bond, other security or proof of damages, to appropriate equitable remedies with respect to your breach of any of the terms of this EULA, in addition to any other available remedies.
AFFILIATE: For purposes of this EULA, an “affiliate” or Laurent Pellegrino means any legal entity that is directly or indirectly controlled by Laurent Pellegrino for so long as such control lasts. Control shall exist through direct or indirect ownership of more than 50 % of the nominal value of the issued equity share capital or more than 50 % of the shares entitling the holders to vote for the election of the members of the board of directors or persons performing similar functions.
INDEMNITY: You agree to indemnify, defend and hold Laurent Pellegrino, its partners, affiliates, contractors, officers, directors, employees and agents harmless from and against any and all damages, losses and expenses arising directly or indirectly from: (i) your acts and omissions to act in using the Laurent Pellegrino Services pursuant to the terms of the EULA; or (ii) your breach of this EULA.
MISCELLANEOUS: This EULA represents the complete agreement concerning this license between the parties and supersedes all prior agreements and representations between them. Laurent Pellegrino reserves the right, at its discretion, to change, modify, add or remove portions of this EULA by posting the updated EULA on Laurent Pellegrino’s website. You will be deemed to have accepted such changes by continuing to use the Laurent Pellegrino Services. If any provision of this EULA is held to be unenforceable for any reason, such provision shall be reformed only to the extent necessary to make it enforceable and the remaining provisions of this EULA shall not be affected.
GOVERNING LAW AND DISPUTE RESOLUTION. This EULA will be governed by the laws of France without reference to its choice of law rules. The United Nations Convention for the International Sale of Goods shall not apply. Any dispute, controversy or claim arising out of or relating to this EULA or the breach, termination or validity thereof shall be finally settled at Laurent Pellegrino’s discretion (i) at your domicile’s competent courts; or (ii) by arbitration in accordance with the Rules for Expedited Arbitration of the Arbitration Institute of the French Chamber of Commerce. The arbitration shall be conducted in France, in the French language. YOU AGREE THAT YOU MAY BRING CLAIMS AGAINST LAURENT PELLEGRINO ONLY IN YOUR INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING.
IF YOU HAVE ANY QUESTIONS CONCERNING THIS AGREEMENT, YOU MAY CONTACT [email protected].