Software license agreement

Software license agreement

PLEASE READ THIS AGREEMENT CAREFULLY. BY ACCESSING, COPYING, INSTALLING, OR USING ALL OR ANY PART OF THIS SOFTWARE, YOU (HEREINAFTER “USER”) ACCEPT ALL THE TERMS AND CONDITIONS OF THIS AGREEMENT, INCLUDING, WITHOUT LIMITATION, THE PROVISIONS ON LICENSE RESTRICTIONS IN SECTION 4, LIMITED WARRANTY IN SECTIONS 6 AND 7, LIMITATION OF LIABILITY IN SECTION 8, AND SPECIFIC PROVISIONS AND EXCEPTIONS IN SECTION 16. USER AGREES THAT THIS AGREEMENT IS LIKE ANY WRITTEN NEGOTIATED AGREEMENT SIGNED BY USER. THIS AGREEMENT IS ENFORCEABLE AGAINST USER. IF USER DOES NOT AGREE TO THE TERMS OF THIS AGREEMENT, USER MAY NOT USE THE SOFTWARE.

 

1. Definitions.

1.1 “Glorifyd” means Glorifyd Media Ministries, Inc., a California non-profit corporation, 917 Lime Ave, Long Beach, CA 90813.

1.2 “Customer” means you and any legal entity that obtained a group plan subscription for the Software and on whose behalf it is used; for example, and as applicable, your small group, ministry or church.

1.3 “Permitted Number” means the maximum number of group members your group plan allows access to your group account granted by Glorifyd.

1.4 “Software” means all of the information with which this agreement is provided, including but not limited to: (i) all software files and other computer information; (ii) any proprietary scripting logic embedded within exported file formats or used in any Glorifyd online service.

 

2. Software License by Subscription.

2.1 License Grant. Subject to Customer’s continuous compliance with this Agreement and payment of the applicable license subscription donation or contribution, Glorifyd grants Customer a non-exclusive and limited license to set up, invite group members to, and access and use the Software (a) in the territory or region where Customer obtains the Software from Glorifyd (“Territory”), (b) during the term of such license (“License Term”), (c) for the Permitted Number of Customer’s members, and (d) in a manner consistent with the terms of this Agreement and applicable agreements. Unless otherwise defined in this Agreement, in the applicable Documentation, or at the time of purchase, License Term shall be for one (1) month, renewable by monthly subscription on a perpetual basis. Upon the expiration or termination of the License Term, some or all of the Software may cease to operate without prior notice. Upon expiration or termination of the License Term, Customer may not use the Software unless Customer has renewed the license.

2.2 Content Files. Unless stated otherwise in related license documentation, Customer may use, display, modify, reproduce, and distribute any of the Content Files. However, Customer may not distribute the Content Files on a stand-alone basis (i.e., in circumstances in which the Content Files constitute the primary value of the service being distributed), and Customer may not claim any trademark rights in the Content Files or derivative works thereof. Nothing stated herein shall affect the ownership of the Software as stated in Section 3.

 

3. Intellectual Property Ownership.

The Software and any authorized derivative work that Customer makes are the intellectual property of and are owned by Glorifyd and its suppliers. The structure, organization, and source code of the Software are the valuable trade secrets and confidential information of Glorifyd and its suppliers. The Software is protected by law, including but not limited to the copyright laws of the United States and other countries, and by international treaty provisions. Except as expressly stated herein, this agreement does not grant Customer any intellectual property rights in the Software. All rights not expressly granted are reserved by Glorifyd and its suppliers.

 

4. Restrictions and Requirements.

Use obligations. Customer agrees that it will not use the Software other than as permitted by this agreement and that it will not use the Software in a manner inconsistent with its purpose, design or documentation.

 

5. Non & Limited Warranty.

Except as otherwise stated in any separate agreement between Glorifyd and a Software licensee, Glorifyd does not warrant to the individual or entity that subscribes to the service for the Software for use under the terms of this agreement that the Software will perform in any way. No warranty is given or implied for any period the service is inaccessible. Any other variation of performance from any documentation does not establish a warranty right. All Software and services are made available AS-IS and without warranty from Glorifyd, which includes websites, Glorifyd Online Services or Third Party Online Services, or any software made available by Glorifyd for free via web download from an Glorifyd website. No claims of warranty or liability shall be accepted. The entire liability of Glorifyd and its affiliates related to such warranty claim and Customer’s sole and exclusive remedy under mandate of law will be limited to support of the Software based on the warranty claim. GLORIFYD DOES NOT SEEK TO LIMIT CUSTOMER’S WARRANTY RIGHTS TO ANY EXTENT NOT PERMITTED BY LAW.

 

6. Disclaimer.

THE LIMITED WARRANTY IN SECTION 6 AND ANY STATUTORY WARRANTY AND REMEDY THAT CANNOT BE EXCLUDED OR LIMITED UNDER LAW ARE THE ONLY WARRANTIES AND EXCLUSIVE REMEDIES APPLICABLE TO THE SOFTWARE. OTHER THAN THOSE OFFERED AND STATUTORY WARRANTIES AND REMEDIES, GLORIFYD, ITS AFFILIATES, SUPPLIERS, AND CERTIFICATE AUTHORITIES (DEFINED BELOW) DISCLAIM ALL WARRANTIES, CONDITIONS, REPRESENTATIONS, AND TERMS, EXPRESS OR IMPLIED, WHETHER BY STATUTE, COMMON LAW, CUSTOM, USAGE, OR OTHERWISE AS TO ANY MATTER, INCLUDING BUT NOT LIMITED TO PERFORMANCE, SECURITY, NON-INFRINGEMENT OF THIRD PARTY RIGHTS, INTEGRATION, MERCHANTABILITY, QUIET ENJOYMENT, SATISFACTORY QUALITY, AND FITNESS FOR ANY PARTICULAR PURPOSE. OTHER THAN SUCH OFFERED AND STATUTORY WARRANTIES AND REMEDIES, THE SOFTWARE AND ACCESS TO ANY WEBSITES, GLORIFYD OR THIRD PARTY ONLINE SERVICES, AND CERTIFICATE AUTHORITY SERVICES ARE PROVIDED AS-IS AND WITH ALL FAULTS. THIS DISCLAIMER OF WARRANTY MAY NOT BE VALID IN SOME JURISDICTIONS. CUSTOMER MAY HAVE ADDITIONAL WARRANTY RIGHTS UNDER LAW WHICH MAY NOT BE WAIVED OR DISCLAIMED. GLORIFYD DOES NOT SEEK TO LIMIT CUSTOMER’S WARRANTY RIGHTS TO ANY EXTENT NOT PERMITTED BY LAW. The provisions of Sections 7 and Section 8 will survive the termination of this agreement, howsoever caused, but this will not imply or create any continued right to use the Software after termination of this agreement.

 

7. Limitation of Liability.

EXCEPT FOR THE EXCLUSIVE REMEDY OFFERED BY GLORIFYD ABOVE AND ANY REMEDIES THAT CANNOT BE EXCLUDED OR LIMITED UNDER LAW, GLORIFYD, ITS AFFILIATES, SUPPLIERS, AND CERTIFICATE AUTHORITIES WILL NOT BE LIABLE TO CUSTOMER FOR ANY LOSS, DAMAGES, CLAIMS, OR COSTS WHATSOEVER INCLUDING ANY CONSEQUENTIAL, INDIRECT OR INCIDENTAL DAMAGES, ANY LOST PROFITS OR LOST SAVINGS, ANY DAMAGES RESULTING FROM BUSINESS INTERRUPTION, PERSONAL INJURY OR FAILURE TO MEET ANY DUTY OF CARE, OR CLAIMS BY A THIRD PARTY, EVEN IF AN GLORIFYD REPRESENTATIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS, DAMAGES, CLAIMS, OR COSTS. IN ANY EVENT, GLORIFYD’S AGGREGATE LIABILITY AND THAT OF ITS AFFILIATES, SUPPLIERS, AND CERTIFICATE AUTHORITIES UNDER OR IN CONNECTION WITH THIS AGREEMENT WILL BE LIMITED TO THE AMOUNT PAID FOR THE SOFTWARE, IF ANY. THIS LIMITATION WILL APPLY EVEN IN THE EVENT OF A FUNDAMENTAL OR MATERIAL BREACH OR A BREACH OF THE FUNDAMENTAL OR MATERIAL TERMS OF THIS AGREEMENT. Glorifyd is acting on behalf of its affiliates, agents and suppliers for the purpose of disclaiming, excluding and limiting obligations, warranties, and liability, but in no other respects and for no other purpose.

THE FOREGOING LIMITATIONS AND EXCLUSIONS APPLY TO THE EXTENT PERMITTED BY APPLICABLE LAW IN CUSTOMER’S JURISDICTION. THIS LIMITATION OF LIABILITY MAY NOT BE VALID IN SOME JURISDICTIONS. CUSTOMER MAY HAVE RIGHTS THAT CANNOT BE WAIVED UNDER CONSUMER PROTECTION AND OTHER LAWS. GLORIFYD DOES NOT SEEK TO LIMIT ITS WARRANTY OR REMEDIES TO ANY EXTENT NOT PERMITTED BY LAW.

 

8. Governing Law, Jurisdiction and Venue.

This agreement shall be governed by, and construed in accordance with, the laws of the State of California. The Customer agrees and consents to the exclusive jurisdiction of the courts of the State of California for all purposes regarding this agreement and further agrees and consents that venue of any action brought hereunder shall be exclusively in the County of Los Angeles.

 

9. General Provisions.

If any part of this agreement is found void and unenforceable, it will not affect the validity of the balance of this agreement, which will remain valid and enforceable according to its terms.

 

For questions regarding this document or issues related to it, please contact us using our website contact form.

Software license agreement. This version effective 12-25-2018.

Glorifyd Media Ministries, Inc.