SNAPPII MOBILE APPLICATION BUILDER
TERMS OF SERVICE
IMPORTANT - READ CAREFULLY: The following are the Terms of Service for use of the Snappii Mobile Application Builder (the “Service”). This is a legal contract between you (either an individual or a bona fide business entity) and STORE2PHONE CORPORATION, a Delaware corporation, d/b/a SNAPPII (“SNAPPII”).
IF YOU DO NOT AGREE TO THE TERMS OF THIS AGREEMENT, DO NOT USE THE SERVICE, AND EXIT NOW.
- INTRODUCTION; LICENSE GRANT
- Introduction. The Service enables users (“you”) to create mobile applications (“Apps”) for other users (“End-Users”). “End Users” can be individual users not affiliated with any organization or users limited to one organization and its customers only. “Apps” created with SNAPPII can not be resold to more than one organization without obtaining permission from “SNAPPII”. When you publish your App to any mobile platform or mobile marketplace (whether iPhone, Android, Blackberry or other) it will be bound to and must be in accordance with the respective platform’s licensing agreement or terms and conditions. Snappii reserves the right to update and change the Terms of Service from time to time without notice. Any new features that change or enhance the current Service shall be subject to the Terms of Service. Continued use of the Service after any such changes shall constitute your consent to such changes.
- License Grant. Subject to the provisions of this Agreement SNAPPII hereby grants to you a non-exclusive, non-transferable limited license to (i) use the Service to create Apps, and (ii) sublicense your Apps to End-Users in an approved App platform or mobile marketplace, subject to this Agreement and the licensing terms or terms and conditions of the respective platform or mobile marketplace.
- INTELLECTUAL PROPERTY RIGHTS
- Title. The Service and the binary code comprising the App are owned by SNAPPII and are protected by the copyright, patent, and trade secret laws of the United States and international treaties. Subject to exclusions contained in section 2.2 below, all right, title and interest in the Service (including copyright) is owned by SNAPPII, and includes all rights in the original structures and design incorporated by the Service to perform its essential functions. You acknowledge that you receive no such right, title or interest under this Agreement except for the specifically described limited right of use, which may be revoked under the terms of this Agreement. The look and feel of the Service is also protected and you may not duplicate, copy, or reuse any portion of the HTML/CSS or visual design elements without express written permission from SNAPII.
- Acknowledgement of Third-Party Rights. The Service utilizes technology from the creators of various mobile phone platforms, whether iPhone, Android, Blackberry or others (the “Third Party Software”). This Agreement incorporates the terms and conditions of the respective platform development agreements as the same may be modified from time to time by their respective developers.
- Your Content; Representations. SNAPPII claims no intellectual property rights over the information, content or materials (the “Content”) you provide to build your App. Any Content uploaded remain yours. However, you grant SNAPPII a non-exclusive, transferable, sub-licensable, royalty-free, worldwide license to use any such Content that you submit to the Service when creating your App. This license ends when you delete your Content or when you request in writing to delete your account. By using the Service, you warrant that you have full right and ownership of any and all Content you upload to, or distribute through, the Service. You shall be solely responsible for securing and paying for all digital delivery licenses, mechanical licenses, any public performance licenses, synchronization licenses and any other licenses from all copyright owners (or their agents) required in connection to all Content selected by you for use in connection with the Service and the App you create.
- No Hacking, Misappropriation. You must not modify, adapt or hack the Service or falsely claim that you or any website you maintain is associated or affiliated with the Service. You agree not to reproduce, duplicate, copy, sell, resell or exploit any portion of the Service, use of the Service or access to the Service without permission.
- CANCELLATION; TERMINATION
- You are responsible for properly canceling your own account. Without prejudice to any other rights, SNAPPII may terminate your account if you fail to comply with the terms and conditions of this Agreement. SNAPPII has the absolute right to refuse service to any user in SNAPPII’s sole discretion.
- Verbal, physical, written or other abuse (including threats of abuse or retribution) of any SNAPPII customer, employee, member, or officer will result in immediate account termination.
- MODIFICATIONS TO SERVICE OR PRICES
- SNAPPI reserves the right at any time to modify or discontinue the Service and to change its pricing schedule at any time – with or without notice. SNAPPII reserves the right – but is not obligated – to remove Content that SNAPPII determines in its sole discretion to be unlawful, offensive, obscene, pornographic, defamatory or abusive to any person or entity, including SNAPPII and its employees, management or agents.
- SUPPORT SERVICES
- Support services are provided by SNAPPII at different levels pursuant to separate agreement. Contact SNAPPII for support services.
- USER REPRESENTATIONS AND WARRANTIES; INDEMNIFICATION
- You represent and warrant (i) that you are using the Service to create a mobile application pursuant to a valid license key or credential obtained from Apple, Android, Blackberry or other platform and provided to SNAPPII, (ii) that you are using the Service for lawful purposes and (iii) that you have provided accurate and complete information when making your App with SNAPPII. You further agree that SNAPPII cannot guarantee a particular outcome, including that your App will be accepted by any marketplace. You understand that SNAPPII uses third-party vendors and hosting partners required to run the service.
- Indemnification. You agree to indemnify and hold SNAPPII, its employees, suppliers, licensors, agents (and their respective successors, officers, directors, and employees) harmless from and against any and all claims, demands, costs, liabilities, judgment, losses, expenses and damages (including attorneys’ fees) arising out of, in connection with, or related to (i) your use of the Service, including without limitation any problems arising from technical difficulties (including but not limited to, the transmission of computer viruses and the interruption of services), any fraudulent use of a credit card or other payment method used to purchases services, or any violation of these Terms of Service; or (ii) any data, software, services or other materials that you use in connection with your access or use of the Service or services, including without limitation any claim that such data, software, services, or other materials, or any part thereof, infringes, misappropriates, or otherwise violates any copyright, patent, trade secret, trademark or other legal right of any third party.
- LIMITED WARRANTY, EXCLUSIONS
- Limited Program Warranty. Except as excluded pursuant to section 7.2 herein, SNAPPII warrants that the Service will function substantially as described in the Service documentation. All software and services provided by use of software contains errors, however, and you acknowledge that use of any software service entails the likelihood of some human and machine errors, omissions, delays, interruptions, and losses, including inadvertent loss of data. Accordingly, SNAPPII makes no warranty that the Service is error-free or that the Apps you create will be accepted by any mobile application store or marketplace and makes no warranty or representation that the SNAPPII will be free of interruptions due to third-party hosting services and the like.
- Disclaimer. SNAPPII MAKES NO OTHER WARRANTIES WITH RESPECT TO THE SERVICE OR SUPPORT SERVICES AND SNAPPII SPECIFICALLY DISCLAIMS ANY OTHER WARRANTY, EXPRESS, IMPLIED OR STATUTORY, INCLUDING ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, INFORMATION CONTENT OR SYSTEM INTEGRATION. SNAPPII SPECIFICALLY DISCLAIMS ANY REPRESENTATION OR WARRANTY THAT ANY APPLICATION STORE WILL APPROVE YOUR APPLICATION FOR SALE IN A PARTICULAR APPLICATION STORE OR MARKETPLACE.
- Third-Party Software Disclaimer. THE THIRD-PARTY SOFTWARE INCORPORATED HEREIN IS SUBJECT TO THE PARTICULAR REPRESENTATIONS, WARRANTIES AND DISCLAIMERS CONTAINED IN THE RESPECTIVE APPLICATION DEVELOPMENT AGREEMENT. SNAPPII MAKES NO SEPARATE REPRESENTATIONS AND WARRANTIES CONCERNING THE THIRD-PARTY SOFTWARE.
- LIMITED LIABILITY
- SNAPPII SHALL NOT BE LIABLE ON ACCOUNT OF ANY ERRORS, OMISSIONS, DELAYS, OR LOSSES. YOU AGREE THAT IN NO EVENT WILL SNAPPII BE LIABLE FOR THE RESULTS OF YOUR USE OF THE SERVICE, YOUR INABILITY OR FAILURE TO CONDUCT YOUR BUSINESS, DATA LOSS, FOR INDIRECT, SPECIAL, OR CONSEQUENTIAL DAMAGES OR FOR YOUR INABILITY TO OBTAIN APPROVAL FROM ANY APPLICATION STORE TO SELL YOUR APP. YOU FURTHER AGREE THAT IN NO EVENT WILL THE TOTAL AGGREGATE LIABILITY OF SNAPPII FOR ANY CLAIMS, LOSSES, OR DAMAGES ARISING UNDER THIS AGREEMENT AND SERVICES PERFORMED HEREUNDER, WHETHER IN CONTRACT OR TORT, INCLUDING NEGLIGENCE, EXCEED THE TOTAL AMOUNT PAID BY YOU FOR THE PRODUCT, EVEN IF SNAPPII HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH POTENTIAL CLAIM, LOSS, OR DAMAGE. THE FOREGOING LIMITATION OF LIABILITY AND EXCLUSION OF CERTAIN DAMAGES SHALL APPLY REGARDLESS OF THE SUCCESS OR EFFECTIVENESS OF OTHER REMEDIES.
- GENERAL PROVISIONS
- Choice of Law. This Agreement shall be governed by the laws of the State of Delaware, USA, without reference to its conflict of laws provisions. In the event of a legal dispute, you hereby irrevocably accept the personal jurisdiction of the state or federal courts of the State of New Hampshire, USA
- Submissions. Should you decide to transmit to SNAPPII’s website by any means or by any media any materials or other information (including, without limitation, ideas, concepts or techniques for new or improved services and products), whether as information, feedback, data, questions, comments, suggestions or the like, you agree such submissions are unrestricted and shall be deemed non-confidential and you automatically grant SNAPPII and its assigns a non-exclusive, royalty-free, worldwide, perpetual, irrevocable license, with the right to sublicense, to use, copy, transmit, distribute, create derivative works of, display and perform the same.
- Severability. Should any term of this Agreement be declared void or unenforceable by any court of competent jurisdiction, such declaration shall have no effect on the remaining terms hereof.
- Waiver. The failure of either party to enforce any rights granted hereunder or to take action against the other party in the event of any breach hereunder shall not be deemed a waiver by the party as to subsequent enforcement of rights or subsequent actions in the event of future breaches.
- Assignment. This Agreement and the rights granted under it may not be assigned or transferred by you without SNAPPII’s written consent. Any attempt to do so in violation of this section 9.5 is void.
- Section Headings. Section headings contained herein are for information purposes only and are of no independent legal force or effect.