TERMS OF SERVICE AND END USER LICENSE AGREEMENT (“EULA”)The following terms of service and end user license agreement (“EULA”) constitute an agreement between you and Sityware, and its affiliates (“Sityware”). 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 Sityware or its affiliates. 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 Sityware, including but not limited to services accessed through mobile applications, by means of a browser or by other online communication method.
Software and Services are collectively referred to as “Sityware 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 SITYWARE SERVICES OR ANY MATERIALS INCLUDED IN OR WITH THE SITYWARE SERVICES, YOU HEREBY ACCEPT THE TERMS OF THIS EULA.
If you do not accept the terms of this EULA, do not install, use or access the Sityware Services.
SOFTWARE LICENSE. Subject to this EULA and its terms and conditions, Sityware 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, 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, Sityware hereby grants you a non-exclusive, non-transferable, non-sublicensable, limited right and license to use the Services as provided by Sityware, 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 Sityware'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.
OWNERSHIP; NO OTHER LICENSES. Sityware retains all right, title and interest in and to the Sityware Services, including, but not limited to, all copyrights, trademarks, trade secrets, trade names, proprietary rights, patents, titles, computer codes, audiovisual effects, themes, characters, character names, stories, dialog, settings, artwork, sound effects, musical works, and moral rights whether registered or not and all applications thereof. The Sityware Services are protected by applicable laws and treaties throughout the world. Unless expressly authorized by mandatory legislation, the Sityware Services may not be copied, reproduced or distributed in any manner or medium, in whole or in part, without prior written consent from Sityware. All rights not expressly granted to you herein are reserved by Sityware.
2 THIRD PARTY SERVICES
Sityware Services may include links to third party services and/or the third party services may be made available to you via Sityware Services. These services are subject to respective third party terms and conditions. Please study these third party terms and conditions carefully as they constitute an agreement between you and the applicable third party service provider.
3 GENERAL LICENSE CONDITIONS
You agree not to: (i) commercially exploit the Sityware Services; (ii) distribute, lease, license, sell, rent, lend, convey or otherwise transfer or assign the Sityware Services, any copies thereof, or any passwords or usernames of Sityware Services, without the express prior written consent of Sityware or as set forth in this EULA; (iii) make a copy of the Sityware Services or any part thereof, including but not limited to Software (other than as set forth herein); (iv) make the Sityware Services publicly available or available on a network for use or download by multiple users; (v) except as otherwise specifically provided by the Sityware Services or this EULA, use or install the Sityware Services (or permit others to do same) on a network, for on-line use, or on more than one computer or mobile unit at the same time; (vi) use or copy the Sityware Services at a computer center or any other location-based site; provided, that Sityware may offer you a separate site license agreement to make the Sityware Services available for commercial use; (vii) reverse engineer, decompile, disassemble, translate, prepare derivative works based on or otherwise modify the Sityware Services, in whole or in part; (viii) remove, obscure or modify any copyright, trademark or other proprietary rights notices, marks or labels contained on or within the Sityware Services, falsify or delete any author attributions, legal notices or other labels of the origin or source of the material; (ix) misrepresent the source of ownership of the Sityware Services; (x) transport, export or re-export (directly or indirectly) into any country forbidden to receive such Sityware 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; or (xi) scrape, build databases or otherwise create permanent copies of content returned from the Sityware Services.
The Sityware Services may include measures to control access to the Sityware Service, prevent unauthorized copies, or otherwise attempt to prevent anyone from exceeding the limited rights and licenses granted under this EULA. Only Sityware 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 Sityware Services will not function properly.
The Sityware Services may require an internet connection to access the Sityware Services or its internet-based features, authenticate the Software, or perform other functions. In order for certain features of the Sityware 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 Sityware Services. By using the Sityware 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 Sityware Services or certain features of the Sityware Services may not operate or may cease to function properly, either in whole or in part.
By installing, accessing or using the Sityware Services, you consent to these information collection and usage terms, including (where applicable) the transfer of data into a country outside of the European Union and/or the European Economic Area or the United States of America.
We reserve the right to anonymously track and report a user's activity inside of app.
6.1 No Warranties
THE SITYWARE SERVICES ARE PROVIDED TO YOU “AS IS,” WITH ALL FAULTS, WITHOUT WARRANTY OF ANY KIND, WITHOUT PERFORMANCE ASSURANCES OR GUARANTEES OF ANY KIND, AND YOUR USE IS AT YOUR SOLE RISK. THE ENTIRE RISK OF SATISFACTORY QUALITY AND PERFORMANCE RESIDES WITH YOU. SITYWARE, SITYWARE’S LICENSORS AND CHANNEL PARTNERS DO NOT MAKE, AND HEREBY DISCLAIM, ANY AND ALL EXPRESS, IMPLIED OR STATUTORY WARRANTIES, INCLUDING IMPLIED WARRANTIES OF CONDITION, UNINTERRUPTED USE, ACCURACY OF DATA (INCLUDING BUT NOT LIMITED TO LOCATION DATA), MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, NONINFRINGEMENT OF THIRD PARTY RIGHTS, AND WARRANTIES (IF ANY) ARISING FROM A COURSE OF DEALING, USAGE, OR TRADE PRACTICE. SITYWARE, SITYWARE’S LICENSORS AND CHANNEL PARTNERS DO NOT WARRANT AGAINST INTERFERENCE WITH YOUR ENJOYMENT OF THE SOFTWARE; THAT THE SITYWARE SERVICES WILL MEET YOUR REQUIREMENTS; THAT OPERATION OF THE SITYWARE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT THE SITYWARE SERVICES WILL INTEROPERATE OR BE COMPATIBLE WITH ANY OTHER SITYWARE SERVICES OR THAT ANY ERRORS IN THE SITYWARE SERVICES WILL BE CORRECTED. NO ORAL OR WRITTEN ADVICE PROVIDED BY SITYWARE, SITYWARE’S LICENSORS AND CHANNEL PARTNERS OR ANY AUTHORIZED REPRESENTATIVE SHALL CREATE A WARRANTY. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF OR LIMITATIONS ON IMPLIED WARRANTIES OR THE LIMITATIONS ON THE APPLICABLE STATUTORY RIGHTS OF A CONSUMER, SO SOME OR ALL OF THE ABOVE EXCLUSIONS AND LIMITATIONS APPLY ONLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION.
7 LIMITATION OF LIABILITY
IN NO EVENT WILL SITYWARE, SITYWARE’S AFFILIATES, SITYWARE’S LICENSORS OR CHANNEL PARTNERS BE LIABLE FOR SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES RESULTING FROM POSSESSION, ACCESS, USE OR MALFUNCTION OF THE SITYWARE 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 SITYWARE, SITYWARE’S LICENSORS OR CHANNEL PARTNERS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. FOR PURPOSES OF THIS SECTION 7, SITYWARE’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 SITYWARE’S, SITYWARE’S AFFILIATES’, SITYWARE’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 SITYWARE SERVICES OR FIVE EUROS (EUR 5), WHICHEVER LESS.
8 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 Sityware 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, Sityware will be irreparably damaged, and therefore you agree that Sityware 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 Sityware means any legal entity that is directly or indirectly controlled by Sityware for so long as such control lasts.
INDEMNITY: You agree to indemnify, defend and hold Sityware, 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 Sityware 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. Sityware reserves the right, at its discretion, to change, modify, add or remove portions of this EULA by posting the updated EULA on Sityware’s website. You will be deemed to have accepted such changes by continuing to use the Sityware 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 Finland 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 Sityware'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 Finland Chamber of Commerce. The arbitration shall be conducted in Helsinki, Finland, in the English language. YOU AGREE THAT YOU MAY BRING CLAIMS AGAINST SITYWARE ONLY IN YOUR INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING.