To help explain things as clearly as possible in this EULA, whenever any of these terms are referred to, they are strictly defined as:
This End User License Agreement (the “Agreement”) is a binding agreement between you (“End User”, “you” or “your”) and Ice Cream Spanish (“Company”, “we”, “us” or “our “). This Agreement governs the relationship between you and us, and your use of the Ice Cream Spanish Company. Throughout this Agreement, End User and Company may be referred to as the “Party” or collectively, the “Parties.”
If you are using the Platform on behalf of your employer or another entity (an “Organization”) for whose benefit you use the Platform or who owns or controls the means by which you use or access the Platform, the terms “End User”, “you” and “your” shall apply collectively to you as an individual and the Organization. If you use or purchase a license to the Platform on behalf of an Organization, you hereby acknowledge, warrant and agree that you have the authority to 1) purchase a license to the Platform on behalf of the Organization; 2) bind the Organization to the terms of this Agreement.
By downloading, installing, accessing or using the Platform, you: (a) represent that you have all necessary permissions and authorizations to access and use the Platform; (b) if you are using the Platform pursuant to a license purchased by an organization, you are authorized by that organization to access and use the Platform (c) you acknowledge that you have read and understand this Agreement; (d) represent that you are of sound mind and of legal age (18 years of age or older) to enter into a binding agreement; and (e) agree to be legally bound by the terms and conditions of this agreement.
If you do not agree to these terms, do not download, install, access or use the software. If you have already downloaded the software, delete it from your computing device. The Application is licensed, not sold, to you by Ice Cream Spanish for your use strictly in accordance with the terms of this Agreement.
Subject to the terms of this Agreement and, if applicable, the terms provided in the License Agreement, Ice Cream Spanish grants you a limited, non-exclusive, perpetual, revocable, non-transferable license to:
(a) Download, install and use the Software on one (1) Computing Device for each single user license you have purchased and obtained. If you have multiple Computing Devices on which you wish to use the Software, you agree to purchase a license for the number of devices you wish to use;
(b) Access, view and use on such Computing Device the End User Provided Materials made available in the Software or otherwise accessible through the Software, strictly in accordance with this Agreement, and any other terms and conditions applicable to such Materials provided by the end user;
(c) Install and use the trial version of the Software on any number of Computing Devices for a trial period of fifteen (15) single days after installation.
(d) Receive updates and new features that become available during the period of one (1) year from the date you purchased the Software license.
You agree not to do so and will not allow others to:
All intellectual property rights, including copyrights, patents, patent disclosures and inventions (patentable or not), trademark service marks, trade secrets, know-how and other confidential information, trade dress, trade names, logos, corporate names and domain names. together with all goodwill associated therewith, derivative works and all other rights (collectively, “Intellectual Property Rights”) that are part of the Software that are otherwise owned by Ice Cream Spanish will always remain the exclusive property of Ice Cream Spanish (or its suppliers or licensors, if applicable). Nothing in this Agreement grants you (or any Organization) a license to the Ice Cream Spanish Intellectual Property Rights.
You agree that this Agreement grants you a limited license to use the Ice Cream Spanish Intellectual Property Rights, solely as part of (and not independently of) the Software, and only during the Term of the license granted to you below. Accordingly, your use of any of Ice Cream Spanish’s Intellectual Property Rights independently of the Software or outside the scope of this Agreement will be considered a violation of Ice Cream Spanish’s Intellectual Property Rights. However, this will not limit any claim Ice Cream Spanish may have for breach of contract if you breach any term or condition of this Agreement. You shall use the highest standard of care to safeguard all Software (including all copies thereof) against infringement, misappropriation, theft, misuse or unauthorized access. Except as expressly granted in this Agreement, Ice Cream Spanish reserves and will retain all right, title and interest in and to the Software, including all copyrights and copyrightable matter, trademarks and trademarkable matter. , patents and patentable subject matter, trade secrets, and other intellectual property rights, registered, unregistered, granted, requested, or both existing or that could be created, related thereto.
You (or the Organization, if applicable) retain ownership of all Intellectual Property Rights in the work products you create through or with the assistance of the Software.
Any reviews, comments, ideas, improvements or suggestions (collectively, “Suggestions”) that you provide to Ice Cream Spanish with respect to the Application shall remain the sole and exclusive property of Ice Cream Spanish.
Ice Cream Spanish will be free to use, copy, modify, publish or redistribute the Suggestions for any purpose and in any manner without any credit or compensation to you.
Ice Cream Spanish reserves the right to modify, suspend or discontinue, temporarily or permanently, the Application or any service to which it connects, with or without notice and without liability to you.
Ice Cream Spanish may, from time to time, provide improvements or enhancements to the features/functionality of the Application, which may include patches, bug fixes, updates, upgrades and other modifications (“Updates”).
Updates may modify or remove certain features and/or functionality of the Application. You agree that Ice Cream Spanish has no obligation to (i) provide Updates or (ii) continue to provide or enable particular features and/or functionality of the Application to you.
You further agree that all Updates (i) shall be deemed an integral part of the Application and (ii) shall be subject to the terms and conditions of this Agreement.
The Application may display, include or make available third party content (including data, information, applications and other product services) or provide links to third party websites or services (“Third Party Services”).
You acknowledge and agree that Ice Cream Spanish shall not be responsible or liable for any Third Party Services, including their accuracy, completeness, timeliness, validity, copyright compliance, legality, decency, quality or any other aspect thereof. Ice Cream Spanish does not assume and will not have any obligation or liability to you or any other person or entity for any Third Party Services.
Third Party Services and links thereto are provided solely as a convenience to you and you access and use them entirely at your own risk and subject to the terms and conditions of such third parties.
This Agreement will remain in effect until terminated by either you or Ice Cream Spanish.
Ice Cream Spanish may, in its sole discretion, at any time and for any or no reason, suspend or terminate this Agreement with or without notice.
This Agreement will terminate immediately, without prior notice from Ice Cream Spanish, in the event that you fail to comply with any of the provisions of this Agreement. You may also terminate this Agreement by deleting the Application and all copies thereof from your computer.
Upon termination of this Agreement, you must cease using the Application and delete all copies of the Application from your computer.
Termination of Agreement this shall not limit any of Ice Cream Spanish’s rights or remedies at law or in equity in the event of any breach by you (during the term of this Agreement) of any of your obligations under this Agreement.
You agree to indemnify, defend and hold harmless Ice Cream Spanish and its officers, directors, employees, agents, affiliates, successors and assigns from and against any and all losses, damages, liabilities, deficiencies, claims, actions, suits, settlements, interest , awards, penalties, fines, costs or expenses of any kind, including reasonable attorneys’ fees, arising out of or relating to: i) your use or misuse of the Software; ii) your failure to comply with any applicable law, regulation or government directive; iii) your breach of this Agreement; or iv) your agreement or relationship with an Organization (if applicable) or any third party. You further agree that Ice Cream Spanish assumes no responsibility for any information or content you submit or make available through this Software or content made available to you by third parties.
The Application is provided to you “AS IS” and “AS AVAILABLE” and with all faults and defects without warranty of any kind. To the maximum extent permitted by applicable law, Ice Cream Spanish, on its own behalf and on behalf of its affiliates and their respective licensors and service providers, expressly disclaims all warranties, whether express, implied, statutory or otherwise. type, with respect to the Application, including all implied warranties of merchantability, fitness for a particular purpose, title and non-infringement, and warranties that may arise from course of dealing, course of performance, usage or trade practice. Without limitation to the foregoing, Ice Cream Spanish provides no warranty or undertaking, and makes no representation
of any kind that the Application will meet your requirements, achieve any intended results, be compatible or work with any other software, applications, systems or services, operate without interruption, meet performance or reliability standards or be error-free or that any errors or defects can or will be corrected.
Without limiting the foregoing, neither Ice Cream Spanish nor any provider of Ice Cream Spanish makes any representation or warranty of any kind, express or implied: (i) as to the operation or availability of the Application, or the information, content and materials or products included therein; (ii) that the Application will be uninterrupted or error-free; (iii) as to the accuracy, reliability or currency of any information or content provided through the Application; or (iv) that the Application, its servers, the content or emails sent from or on behalf of Ice Cream Spanish are free of viruses, scripts, trojan horses, worms, malware, time bombs or other harmful components.
Some jurisdictions do not allow the exclusion or limitations of implied warranties or limitations on applicable statutory rights of a consumer, so some or all of the above exclusions and limitations may not apply to you.
Without prejudice to any damages that you may incur, the entire liability of Ice Cream Spanish and any of its suppliers under any provision of this Agreement and your exclusive remedy for all of the foregoing shall be limited to the amount actually paid by you for the Application .
To the maximum extent permitted by applicable law, in no event will Ice Cream Spanish or its suppliers be liable for any special, incidental, indirect or consequential damages of any kind (including, without limitation, damages for lost profits, loss of data or other information, for business interruption, for personal injury, for loss of privacy arising out of or in any way related to the use of or inability to use the Application, third party software and/or third party hardware used with the Application, or otherwise in connection with any provision of this Agreement), even if Ice Cream Spanish or any supplier has been informed of the possibility of such damages and even if the remedy fails of its essential purpose.
Some states/jurisdictions do not allow the exclusion or limitation of incidental or consequential damages, so the above limitation or exclusion may not apply to you.
If any provision of this Agreement is held to be unenforceable or invalid, such provision will be changed and interpreted to accomplish the objectives of such provision to the greatest extent possible under applicable law and the remaining provisions will continue in full force and effect.
No failure to exercise, or delay in exercising, by either party, any right or power under this Agreement will operate as a waiver of that right or power. The sole or partial exercise of any right or power under this Agreement shall also not preclude the subsequent exercise of that or any other right granted herein. In the event of a conflict between this Agreement and any purchase or other applicable terms, the terms of this Agreement will govern.
Ice Cream Spanish reserves the right, at its sole discretion, to modify or replace this Agreement at any time. If a revision is material we will provide at least 30 days’ notice prior to any new terms taking effect. What constitutes a material change will be determined in our sole discretion.
By continuing to access or use our Application after revisions become effective, you agree to be bound by the revised terms. If you do not agree to the new terms, you are no longer authorized to use the Application.
The laws of the United States, excluding its conflicts of laws, will govern this Agreement and your use of the Application. Your use of the Application may also be subject to other local, state, national or international laws.
We reserve the exclusive right to make changes to this Agreement from time to time. Your continued access and use of the Platform constitutes your agreement to be bound by and acceptance of the then posted terms and conditions. You acknowledge and agree to this Agreement (and any amendments thereto) each time you upload, access or use the Platform. Therefore, we recommend that you review this Agreement regularly.
If, within thirty (30) days after we post changes or amendments to this Agreement, you decide that you do not agree to the updated terms, you may withdraw your acceptance of the amended terms by providing us with written notice of your withdrawal. . By providing us with written notice of withdrawal of your acceptance, you are no longer authorized to access or use the Platform.
Nothing in this Agreement, or any part of the relationship between you and Ice Cream Spanish, is intended or shall be deemed or constructed to create a relationship between you and Ice Cream Spanish other than that of end user. of the platform and the services provided.
You acknowledge and agree that your breach of this Agreement would cause irreparable harm to Ice Cream Spanish for which monetary damages alone would be inadequate. In addition to damages and any other remedies to which Ice Cream Spanish may be entitled, you acknowledge and agree that we may seek injunctive relief to prevent any current, threatened or continuing breach of this Agreement.
The headings in this Agreement are for reference only and shall not limit the scope of this Agreement or otherwise affect the interpretation of this Agreement.
The Company is based in the United States and is provided for access and use primarily to persons located in the United States, and complies with the laws and regulations of the United States. If you use the Platform from outside the United States, you are solely responsible for compliance with local laws.
Any cause of action or claim you may have arising out of or related to this Agreement or the Platform must be commenced within one (1) year after the cause of action accrues; Otherwise, such cause of action or claim is permanently barred.
The Agreement constitutes the entire agreement between you and Ice Cream Spanish with respect to your use of the Application and supersedes all prior and contemporaneous written or oral agreements between you and Ice Cream Spanish.
You may be subject to additional terms and conditions that apply when you use or purchase other services from Ice Cream Spanish, which Ice Cream Spanish will provide to you at the time of such use or purchase.
