END USER LICENSE AGREEMENT
This End User License Agreement (“EULA”) is a legal agreement between you and Armilla Tech Ltd.
(“Armilla”, “we”, “us”) in respect of certain Armilla software and associated media, content, data, materials, and electronic documentation (“Armilla Software”) for use with an Armilla manufactured or branded device (“Armilla Product”).
By using an Armilla Product, you accept the terms of this EULA. If you do not accept these terms, do not use the Armilla Product or the Armilla Software.
- Grant of Licence. Armilla grants you a limited non-exclusive license to install, use, access, display and run one copy of the Armilla Software on a single Armilla Product, local hard disk(s) or other permanent storage media of one computer and you may not make Armilla Software available over a network where it could be used by multiple computers or Armilla Products at the same time. Certain items of the Armilla Software may be subject to open source licenses. The open source license provisions may override some of the terms of this EULA.
- Reservation of Rights and Ownership. Armilla reserves all rights not expressly granted to you in this EULA. The Armilla Software is protected by copyright and other intellectual property laws and treaties. Armilla or its suppliers own the title, copyright and other intellectual property rights in the Armilla Software. The Armilla Software is licensed, not sold.
- Limitations on End User Rights. You shall not, and shall not enable or permit others to, copy, reverse engineer, decompile, disassemble, or otherwise attempt to discover the source code or algorithms of, the Armilla Software, or modify, or disable any features of, the Armilla Software, or create derivative works based on the Armilla Software. You may not rent, lease, lend, or sublicense the Armilla Software. You may not transfer this EULA or the rights to the Armilla Software granted herein to any third party unless it is in connection with the sale of the Armilla Product which the Armilla Software accompanied. In such event, the transfer must include all of the Armilla Software (including all component parts, the media and printed materials, any upgrades, this EULA) and you may not retain any copies of the Armilla Software. The transfer may not be an indirect transfer, such as a consignment. Prior to the transfer, the end user receiving the Armilla Software must agree to all the EULA terms. Where Armilla Product is being used by your employee, student, player, athlete or other representative (“Representative”), that Representative may use the Armilla Software as if it were you and must comply with these terms on the same basis. Any failure to comply with these terms by a Representative shall be deemed to a failure to comply with this EULA by you.
- Armilla Software Updates. Armilla may make available to you updates, upgrades, supplements and add-on components (if any) of the Armilla Software, including bug fixes, service upgrades (parts or whole), and updates, the removal of, or enhancements and feature improvements to any Armilla Software
(including entirely new versions), (collectively “Updates”) after the date you obtain your initial copy of the Armilla Software. This EULA applies to all and any component of the Updates, unless we provide other terms along with such Updates. To use Armilla Software provided through the Updates, you must first be licensed for the Armilla Software identified by Armilla as eligible for the Updates.
Your Armilla Product may download certain Updates automatically from time to time through Wi-Fi or other network connection. You may change the settings in your Armilla Product to manually download the Updates, however, given the importance of receiving Updates for security or safety related Armilla Software in a timely manner, to resolve critical problems reported to Armilla, and to defend against new threats and vulnerabilities, these Updates may be automatically downloaded and installed which may limit the usage of some Armilla Software and/or hardware. Where an Update will materially alter the Armilla Software, Armilla will provide you with notice of the Update, where practicable. Updates may result in data consumption. We recommend you check availability of any new Updates periodically for optimal use of your Armilla Product.
Armilla is not liable for any injuries, damages, losses and/or costs suffered by users, which are associated with the services and/or information, including recommendations, coaching, tips and/or guidelines, nor for the accuracy of any information provided or acquired by or accessed through Armilla Software. Armilla is not responsible for the accuracy of information contained in any articles or materials appearing on external third party websites or reference materials, or for the security or safety of using them. Reference to information contained on external third party websites or reference materials should be taken neither as an endorsement of the accuracy of that information nor as an endorsement of the contents of that site or reference generally.
- Consent to Use of Data.
- Technical Information. To provide Updates, you agree that Armilla and its affiliates may collect and use technical information gathered as part of the Armilla Product support services related to the Armilla Software provided to you, if any, such as device number, model name, customer code, access recording, your device’s current Armilla Software version. Armilla may use this information to improve its products or to provide customized services or technologies to you and will not disclose this information in a form that personally identifies you.
(d) Location Data. Armilla and its partners, licensees and third party developers may provide certain services that rely upon location information, such as your device’s GPS signal or information about nearby Wi-Fi access points and cell towers that may be transmitted to us, with your consent, when you use such location enabled services.
- Internet Access. Some features of the Armilla Software may require your Armilla Product to have access to the Internet and may be subject to restrictions imposed by your network or Internet provider. Unless your Armilla Product is connected to the Internet through Wi-Fi connection, the Armilla Software will access the internet through your mobile network, which may result in additional charges depending on your payment plan. In addition, your enjoyment of some features of the Armilla Software may be affected by the suitability and performance of your device hardware or data access.
- This EULA is effective until terminated by Armilla. Your rights under this EULA will terminate automatically without notice from Armilla if you fail to comply with any of the terms and conditions of this EULA. Upon termination of this EULA, you must cease all use of the Armilla Software and destroy all copies, full or partial, of the Armilla Software.
- LIMITED WARRANTY. ALL ARMILLA SOFTWARE (WHETHER INCLUDED WITH THE ARMILLA PRODUCT, DOWNLOADED, OR OTHERWISE OBTAINED) IS PROVIDED “AS IS” AND ON AN “AS AVAILABLE” BASIS, WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT POSSIBLE PURSUANT TO APPLICABLE
LAW, ARMILLA HEREBY EXPRESSLY DISCLAIMS ALL WARRANTIES, EXPRESS, IMPLIED OR
STATUTORY, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, SATISFACTORY QUALITY OR WORKMANLIKE EFFORT, FITNESS FOR
A PARTICULAR PURPOSE, RELIABILITY OR AVAILABILITY, ACCURACY, LACK OF VIRUSES,
NON INFRINGEMENT OF THIRD PARTY RIGHTS OR OTHER VIOLATION OF RIGHTS. SOME JURISDICTIONS DO NOT ALLOW EXCLUSIONS OR LIMITATIONS OF IMPLIED WARRANTIES,
SO THE ABOVE EXCLUSIONS OR LIMITATIONS MAY NOT APPLY TO YOU. NO ADVICE OR
INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM ARMILLA OR ITS AFFILIATES SHALL BE DEEMED TO ALTER THIS DISCLAIMER BY ARMILLA OF WARRANTY REGARDING ARMILLA SOFTWARE, OR TO CREATE ANY WARRANTY OF ANY SORT FROM ARMILLA.
YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT, TO THE EXTENT PERMITTED BY APPLICABLE LAW, USE OF THE ARMILLA SOFTWARE AND ANY SERVICES PERFORMED BY OR ACCESSED THROUGH THE ARMILLA SOFTWARE IS AT YOUR SOLE RISK AND THAT THE ENTIRE RISK AS TO SATISFACTORY QUALITY, PERFORMANCE, ACCURACY AND EFFORT IS WITH YOU. ARMILLA DOES NOT GUARANTEE OR WARRANT THAT ANY INFORMATION, DATA OR CONTENT YOU MAY TRANSFER, STORE OR ACCESS THROUGH USE OF THE ARMILLA SOFTWARE WILL NOT BE SUBJECT TO INADVERTENT DAMAGE, CORRUPTION, LOSS, OR REMOVAL, AND ARMILLA SHALL NOT BE RESPONSIBLE SHOULD SUCH DAMAGE, CORRUPTION, LOSS, OR REMOVAL OCCUR. IT IS SOLELY YOUR RESPONSIBILITY TO MAINTAIN APPROPRIATE ALTERNATE BACKUP OF YOUR INFORMATION AND DATA.
- LIMITATION OF LIABILITY. ARMILLA WILL NOT UNDER ANY CIRCUMSTANCES BE LIABLE TO YOU OR ANY OTHER PERSON FOR ANY LOSS OR DAMAGE ARISING FROM,
CONNECTED WITH, OR RELATING TO THE USE OR THE INABILITY TO USE THE ARMILLA
SOFTWARE, ITS CONTENT OR FUNCTIONALITY, INCLUDING BUT NOT LIMITED TO
DAMAGES CAUSED BY OR RELATED TO ERRORS, OMISSIONS, INTERRUPTIONS, DEFECTS, DELAY IN OPERATION OR TRANSMISSION, COMPUTER VIRUS, FAILURE TO CONNECT, NETWORK CHARGES, AND ALL OTHER DIRECT, INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES EVEN IF ARMILLA HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND YOU AGREE THAT YOU WILL USE THE ARMILLA SOFTWARE AT YOUR OWN RISK.
- Applicable Law. This EULA is subject to, and shall be interpreted and construed in accordance with, the laws of the province of British Columbia, Canada. Each of the parties consents to the exclusive jurisdiction of the courts of the province of British Columbia with respect to all disputes arising under or in respect of this EULA. The parties disclaim application of the United Nations Convention on Contracts for the International Sale of Goods.
- This EULA, is binding upon and enures to the benefit of you and Armilla and their respective heirs, executors, administrators, successors and permitted assigns.
- No waiver of any of the provisions of this EULA will be deemed or will constitute a waiver of any other provision (whether or not similar) nor will such waiver constitute a continuing waiver unless otherwise expressly provided.
- In this EULA words in the singular only include the plural and vice versa. Article and Section headings are included solely for convenience, are not intended to be full or accurate descriptions of the content thereof and are not considered part of this EULA.
- If any of the provisions contained in this EULA is found by a court of competent jurisdiction to be invalid, illegal or unenforceable in any respect, the validity, legality or enforceability of the remaining provisions contained thereunder or hereunder, as the case may be, are not in any way affected or impaired thereby.
- Regardless of the circumstances or termination or expiration of this EULA, in whole or in part, any provision which by its nature extends beyond such termination or expiration will survive according to its terms, including Sections 7, 8, 9 and 15.
- The parties have required that this agreement and all documents related hereto be prepared in English. Les Parties ont demandé que cette convention ainsi que tous les documents que s’y rattachent soient rédigé en anglais.