Terms of Service / Software License Agreement
E Elevations LLC
SERVICE DESCRIPTION; ACCEPTANCE OF TERMS THROUGH USE
The E Elevations LLC Service ("Service") is being provided to You, the end-user ("You"), by E Elevations LLC ("EE"). The Service is a subscription-based service that consists of client software installed on Your PC as an independent local proxy that communicates with a server network infrastructure on the Internet. In combination, these components are designed quickly generate drawings, images, and pdf documents. The client software on your PC connects to a server network infrastructure that is deployed on the Internet and operated as a managed service by EE and/or other service providers. The Service does not enable You to access the Internet. You must separately have an Internet access service. EE may at any time without notice or liability restrict the use of the Service or limit its time of availability in order to perform maintenance activities. By using the Service, You agree to all terms, conditions, and notices contained or referenced herein (the "Terms of Service"). If You do not agree to the Terms of Service please do not use this Service. EE reserves the right, at its discretion, to update or revise the Terms of Service/Software License Agreement without notice. Please check the Terms of Service/Software License Agreement at https://www.eelevations.com/tos_sla.html periodically for changes. Your continued use of the Service following the posting of any changes to the Terms of Service/Software License Agreement constitutes acceptance of such changes.
USER CONDUCT/ACCEPTABLE USE POLICY
You agree not to use the Service for any unlawful or improper purpose. You shall not allow any other person to access the Service provided to you pursuant to these Terms of Service. You may use the Service on only one computer system at a time. EE's goal is to provide a high quality service to our customers. In order to ensure our high standards are met, EE has established certain responsibilities regarding the use of the Service. You agree to adhere to the EE Acceptable Use Policy.
You can locate the Acceptable Use Policy ("Acceptable Use Policy") at https://www.eelevations.com/aup.html. The Acceptable Use Policy describes activities which EE considers to be violations of the Terms of Service and which are therefore prohibited. The examples listed are not exhaustive and may change from time to time. They are provided solely for guidance to EE customers. If You are unsure whether any contemplated use or action is permitted, please submit email via online form at https://www.eelevations.com for assistance.
That You are entitled to contract without the consent of another person;
To review any Terms of Service/Software License Agreement updates EE provides. Your continued use of the service shall be construed as Your acceptance of the updated Terms of Service/Software License Agreement terms;
To provide to EE, Your accurate and truthful registration information (such as Your name, address, telephone number and credit card information) and to keep current all registration information, using the Service;
Not to assign, or otherwise transfer, these Terms of Service/Software License Agreement or Your rights under it, delegate Your obligations, or resell the Service. Any attempt to do so is void;
That you are responsible for the results obtained from the use of the Service;
Not to introduce viruses, worms, harmful code and/or Trojan horses on the Internet;
To obtain Internet access service;
To obtain, install and maintain suitable equipment and software as necessary to access the Service;
To comply with all applicable laws, regulations, or conventions, including those related to data privacy, international communications, and exportation of technical or personal data;
Not to delete or alter author attributes or copyright notice, unless expressly permitted in writing by the author or owner;
To give all required notices under these Terms of Service/Software License Agreement in the manner set forth in the Notices section below;
To pay charges for the Service;
To promptly notify EE if you suspect unauthorized use of the Service. Until notified, You remain responsible for unauthorized use.
To provide EE with the requested identification in connection with security matters;
Client software is licensed for (1) one pc. Illegal usage will result in license revocation.
Be advised that EE intends to exercise its rights under the Terms of Service to immediately terminate the Service, without notice, to any account that has been used in a manner that is disruptive or is otherwise in violation of the Terms of Service.
EE may, at EE's option, elect to accept Your credit card for payment. If You have provided EE with Your credit card for payment and EE has accepted this mode of payment, all charges that You incur for use of the Service will be applied to the credit card number You provide to Us. Should you decide not to use the Service, You must cancel Your registration or You will be invoiced for the relevant charges for the Service. You are responsible for providing and updating all credit card information required for EE to apply valid charges to the card. EE may take commercially reasonable actions to validate Your credit card. Should this credit card number expire or should EE otherwise be unable to debit valid charges to this credit card number, EE may immediately and without notice withdraw Your access to the Service. Any terms varying from this Terms of Service in any order, written or electronic communications from You are void.
Annual maintenance is included in software purchase for first year. Maintenance is payable annually thereafter. No cancellation on annual maintenance is available.
You may cancel your subscription at the end of the annual period by not paying the emailed invoice.
DISCLAIMER OF WARRANTIES; LIMITED WARRANTY; LIMITATION OF LIABILITY
EE MAKES NO WARRANTY OR GUARANTEE REGARDING THE PERFORMANCE, FEATURES, COMPATIBILITY OR OTHERWISE OF ANY CONNECTED INTERNET SERVICE OR HOST/COMPUTER CONNECTED TO THE SERVICE. ALL MATERIALS, INFORMATION, SOFTWARE, PRODUCTS, AND SERVICES AVAILABLE THROUGH OR FORMING PART OF THE SERVICE (THE "CONTENT") ARE PROVIDED FOR YOUR USE ON AN "AS IS", "AS AVAILABLE" BASIS. THE CONTENT IS PROVIDED WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. EE AND ITS LICENSORS DO NOT WARRANT THAT THE CONTENT IS ACCURATE, RELIABLE OR CORRECT; THAT THIS SERVICE WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION; THAT ANY DEFECTS OR ERRORS WILL BE CORRECTED; OR THAT THE CONTENT IS SECURE OR FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. YOUR USE OF THE SERVICE IS SOLELY AT YOUR RISK.
Do not use the service in any high-risk activities where damage or injury to persons, property, environment or business may result if any error occurs. You expressly assume all risk for such use. We disclaim any warranty of title or any other warranties for any third party's offering(s) or product(s). EE does not guarantee that its security procedures will prevent the loss of, alteration of, or improper access to, Your information. EE is not responsible for invalid destinations and transmission errors in, corruption of, or the security of Your information carried over third party facilities. EE, including its licensors, disclaims any liability or responsibility arising from any claim that Your access or use of the service and/or any related products EE provides infringes any third party's intellectual property rights.
BECAUSE SOME JURISDICTIONS DO NOT PERMIT THE EXCLUSION OF CERTAIN WARRANTIES, THESE EXCLUSIONS MAY NOT APPLY TO YOU.
UNDER NO CIRCUMSTANCES SHALL EE OR ITS LICENSORS BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES THAT RESULT FROM THE USE OF, OR INABILITY TO USE, THE SERVICE. THIS LIMITATION APPLIES WHETHER THE ALLEGED LIABILITY IS BASED ON A BREACH OF CONTRACT, EVEN IF IN THE NATURE OF A BREACH OF CONDITION OR A FUNDAMENTAL TERM OR A FUNDAMENTAL BREACH, TORT, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE OR MISREPRESENTATION, STRICT LIABILITY, OR ANY OTHER BASIS, EVEN IF EE SHALL HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE, INCLUDING, BUT NOT LIMITED TO, LOST PROFITS, LOST BUSINESS REVENUE, OR FAILURE TO REALIZE EXPECTED SAVINGS OR ANY CLAIMS AGAINST YOU BY ANY OTHER PARTY.
IN NO EVENT IS EE OR ITS LICENSORS LIABLE FOR ANY DAMAGES ARISING FROM YOUR FAILURE TO PERFORM YOUR RESPONSIBILITY IN CONNECTION WITH THESE TERMS OF SERVICE, OR ARISING FROM ANY CAUSE BEYOND EE'S CONTROL, INCLUDING, BUT NOT LIMITED TO, DELAY IN THE PERFORMANCE OF EE'S OBLIGATIONS. ALL LIMITATIONS AND DISCLAIMERS STATED IN THIS SECTION ALSO APPLY TO EE'S LICENSORS AS INTENDED BENEFICIARIES OF THESE TERMS OF SERVICE. ANY RIGHTS OR LIMITS STATED HEREIN ARE THE MAXIMUM FOR WHICH EE AND ITS LICENSORS ARE COLLECTIVELY RESPONSIBLE.
BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, EE'S LIABILITY IN SUCH JURISDICTIONS SHALL BE LIMITED TO THE EXTENT PERMITTED BY LAW.
INTERNATIONAL USE; SUBCONTRACTING; SERVICE WITHDRAWAL
EE makes no representation that the Service is appropriate or available for use outside the United States. Accessing the Service from locations where it is illegal is prohibited.
You represent that You are not a national or resident of and are not located in any of the following countries: Cuba, Iran, North Korea, Sudan, or Syria.
You represent that You are not a specifically designated individual, denied party, or entity under any U.S. embargo or otherwise the subject, either directly or indirectly (by affiliation, or any other connection with another party) to any order issued by any agency of the U.S. Government limiting, barring, revoking or denying, in whole or in part, Your U.S. export privileges. You agree to notify EE immediately in the event You become subject to any such order.
EE may utilize subcontractors for the performance of the Service or any part thereof.
EE reserves the right to immediately withdraw the Service (in whole or in part) from You and cancel Your account if, in EE's opinion, Your use is disruptive, causes a malfunction of the Service, violates the terms of this Terms of Service/Software License Agreement or the Acceptable Use Policy, if EE receives information that the Service or Your use of the Service (or any part thereof) may violate any copyrights or other intellectual property rights of any third party or any other applicable laws and regulations (including, but not limited to, US export regulations), or if EE receives an order from a court of competent jurisdiction requiring EE to do so.
Upon a request by EE, You agree to defend, indemnify, and hold harmless EE and its employees, contractors, officers, and directors from all liabilities, claims, and expenses, including reasonable attorney's fees, that arise out of or related to (i) Your use or misuse of the Service, Your use or attempted use of any facility or equipment connected to the Service, any viruses or other harmful components resulting from Your use of the Service, or Your breach of the Acceptable Use Policy; or (ii) except to the extent that such liability, claim or expense is attributable to any willful misconduct on the part of EE, any action brought by any third party against EE for infringement of intellectual property rights due to Your use of the Service. EE reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by You, in which event You will cooperate with EE in asserting any available defenses.
CHOICE OF LAW AND FORUM
The Terms of Service shall not be governed by the provisions of the 1980 United Nations Convention on Contracts for the International Sale of Goods or the United Nations Convention on the Limitation Period in the International Sale of Goods, as amended, rather the Terms of Service shall be governed by and construed in accordance with the laws of the State of Ohio, excluding its conflicts of law rules. You expressly agree that the exclusive jurisdiction for any claim or action arising out of or relating to the Terms of Service or Your use of the Service shall be filed only in a court (whether federal or state) located in Hamilton County in the State of Ohio, and You further irrevocably agree and submit to the exercise of personal and subject matter jurisdiction and venue of such courts for the purpose of litigating any such claim or action.
FORCE MAJEURE; INDEPENDENT CONTRACTORS
If the performance of the Terms of Service and/or the below Software License Agreement, or any obligation thereunder (except payment of monies due) is prevented, restricted or interfered with by reason of fire or other casualty or accident; earthquake; Acts of God; flood; strikes or labor disputes; inability to procure raw materials, power or supplies; war or other violence; acts of terrorism, whether actual or threatened, acts of a public enemy, epidemics, quarantines, any law, order proclamation, regulation, ordinance, demand or requirement of any governmental agency or intergovernmental body; or any other act or condition whatsoever beyond the reasonable control of the parties hereto, the party so affected, upon giving notice to the other party, shall be excused from such performance to the extent of such prevention, restriction or interference. In the event that any force majeure event shall continue for a period of more than ninety (90) days, the party whose performance is not affected by the force majeure event shall be entitled to terminate the Service without cause immediately on written notice to the other party any time within thirty (30) days after such ninety (90) day period. You and EE agree that no joint venture, partnership, agency or other relationship shall be created or implied as a result of the Terms of Service or Your use of the Service.
WAIVER; SEVERABILITY AND INTEGRATION
A waiver by either party of any term or condition of the Terms of Service or any breach thereof, in any one instance, shall not be deemed or construed to be a waiver of such term or condition or any subsequent breach thereof. Unless otherwise specified herein, the Terms of Service constitute the entire agreement between You and EE with respect to the Service and supersede all prior or contemporaneous communications and proposals (whether oral, written, or electronic) between You and EE with respect to the Service. If the application of any provision or provisions of this Agreement to any particular facts or circumstances shall be held to be invalid or unenforceable by any court of competent jurisdiction, then (a) the validity and enforceability of such provision or provisions as applied to any other particular facts or circumstances and the validity of other provisions of this Agreement shall not in any way be affected or impaired thereby and (b) such provision(s) shall be reformed without further action by the parties to make such provision(s) valid and enforceable when applied to such facts and circumstances.
Either party is entitled to terminate the Service at any time. EE may terminate the agreement electronically by sending an email message to You or by displaying a message on the monitor of the Your computer using the Service. Termination of the Service for whatever reason is without prejudice to any rights that have accrued to either party prior to the date of termination. EE reserves the right, in its sole discretion, at any time to terminate Your access to all or part of the Service, with or without notice. Certain Service features (e.g., pop-up blocker) may continue to be available after the termination of the Service. The terms and conditions of this Terms of Service/Software License Agreement continue to apply to such features. Such features, if any, may be discontinued by de-installation of the Software and/or as otherwise described in the documentation.
EE Client Software
SOFTWARE LICENSE AGREEMENT
BY INSTALLING, COPYING OR OTHERWISE USING ANY PART OF THIS SOFTWARE, YOU AGREE TO BE BOUND BY THE TERMS OF THIS AGREEMENT AND THE ABOVE TERMS OF SERVICE.
1. LICENSE TO USE. Upon Your acceptance of this Agreement and subject to the terms hereof, E Elevations LLC ("EE") grants to You a limited, personal, non-exclusive, non-assignable and non-transferable license to use the accompanying software in executable code form only and documentation and any error corrections, updates and supplements thereto provided to You by EE (collectively the "Software"), on only one computer system at a time solely in conjunction with Your use of the Service specified in the Terms of Service, above. A single license for the Software may not be shared or used concurrently.
2. RESTRICTIONS. The Software is confidential and copyrighted. The Software is licensed, not sold. All right, title and interest in and to the Software, and copies of the Software and all associated intellectual property rights are retained by EE and/or its licensors. You shall not distribute the Software or any portion thereof, or rent, loan, lease, sell, sublicense or assign the Software or any copy. Except as permitted hereby, You may not make copies of the Software. You shall hold all the Software as confidential trade secrets of EE and/or EE's licensors. Unless enforcement is prohibited by applicable law, You may not modify, decode, decompile, reverse assemble, reverse engineer or otherwise translate the Software. EE disclaims any express or implied warranty of fitness for such uses. No right, title or interest in or to any trademark, service mark, logo or trade name of EE or its licensors is granted under this Agreement. Any rights not expressly granted herein are reserved by EE. All title and intellectual property rights in and to the content which may be accessed through use of the Software is the property of the respective content owner and may be protected by applicable copyright or other intellectual property laws and treaties. This Agreement grants You no right to use such content. Any trademark, trade name, copyright, or other proprietary notices, legends, symbols, or labels appearing on or in the Software shall not be altered or removed by You and shall be accurately reproduced by You on and in any permitted copy of the Software. You understand that EE may not, at its sole option, provide any assistance, technical, customer or other support, in the use of the Software, and You use the Software at Your own risk.
3. DISCLAIMER OF WARRANTY. EE HAS NO CONTROL OVER THIRD PARTY NETWORKS OR WEB SITES, AND DELAYS AND DISRUPTIONS ARE BEYOND EE'S CONTROL. EE CANNOT AND WILL NOT GUARANTEE THAT THE SOFTWARE WILL PROVIDE A SERVICE THAT MEETS YOUR NEEDS. THE SOFTWARE IS PROVIDED ON AN "AS-IS", "AS-AVAILABLE" BASIS, WITH NO WARRANTIES OF ANY KIND. EE AND ITS LICENSORS DISCLAIM ALL WARRANTIES AND CONDITIONS, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, ANY (IF ANY) IMPLIED WARRANTIES OR CONDITIONS OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, OR NON-INFRINGEMENT, OR THAT THE OPERATION OF THE SOFTWARE WILL BE UNINTERRUPTED, ERROR-FREE OR VIRUS-FREE, EXCEPT TO THE EXTENT THAT THESE DISCLAIMERS ARE HELD TO BE LEGALLY INVALID.
4. LIMITATION OF LIABILITY. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL EE OR ITS LICENSORS BE LIABLE FOR ANY DIRECT, SPECIAL, RELIANCE, INDIRECT, CONSEQUENTIAL, INCIDENTAL, EXEMPLARY OR PUNITIVE DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR BUSINESS INTERRUPTION, LOSS OF GOODWILL, USE, DATA OR PROFITS OR ANY OTHER INTANGIBLE OR PECUNIARY LOSS) HOWEVER CAUSED AND REGARDLESS OF THE THEORY OF LIABILITY, ARISING OUT OF OR IN ANY WAY RELATED TO THIS AGREEMENT OR THE USE OF OR INABILITY TO USE THE SOFTWARE, EVEN IF EE SHALL HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT WILL EE'S LIABILITY TO YOU, REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE WHETHER ACTIVE, PASSIVE OR IMPUTED), OR OTHERWISE, EXCEED THE AMOUNT PAID BY YOU FOR THE SOFTWARE UNDER THIS AGREEMENT. THESE LIMITATIONS SHALL APPLY NOTWITHSTANDING ANY FAILURE OF ANY ESSENTIAL PURPOSE OF ANY LIMITED REMEDY. BECAUSE SOME STATES AND JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY, THE ABOVE LIMITATION MAY NOT APPLY TO YOU.
5. INDEMNITY; Third Party Beneficiary. As a condition of Your use, You agree to defend and indemnify EE and its licensors from and against any damages, costs, liabilities, settlement amounts and/or expenses (including, without limitation, attorney's fees and other dispute resolution expenses) incurred in connection with any claim, lawsuit or action by any third party that arises or results from Your use or misuse of the Software or downloading, use, reproduction of, and/or receipt or distribution of any information or content utilizing the Software, Your breach of this Agreement or Your violation of any rights of any third party. You agree that EE's licensors are third party beneficiaries to this Agreement.
6. TERMINATION. This Agreement is effective until terminated. You may terminate this Agreement at any time by destroying all Your copies of the Software, provided however that cancellation of Your service subscription account must occur using the process referred to in the Terms of Service, above. Without prejudice to any other rights, EE may terminate this Agreement if You fail to comply with any provision of this Agreement or the above Terms of Service. EE reserves the right, in its sole discretion and at any time, to terminate this Agreement, modify or discontinue the Software; limit, terminate or suspend Your use of the Software; and/or make changes to or terminate this Agreement.
7. EXPORT REGULATIONS; TRADEMARKS. All the Software and technical data delivered under this Agreement are subject to U.S. export control laws and may be subject to export or import regulations in other countries. You agree to comply strictly with all such laws and regulations and acknowledge that You have the responsibility to obtain such licenses to export, re-export, or import as may be required after delivery to You. "EE", the EE logo, and other EE related properties are trademarks of EE and may be registered in certain jurisdictions. All other trademarks shown are trademarks of their respective owners.
8. GOVERNING LAW. The Software License Agreement shall not be governed by the provisions of the 1980 United Nations Convention on Contracts for the International Sale of Goods or the United Nations Convention on the Limitation Period in the International Sale of Goods, as amended, rather any action related to this Agreement will be governed by California law and controlling U.S. federal law. No choice of law rules of any jurisdiction will apply.
9. SUPPORT SERVICES. EE may provide You with support services related to the Software ("Support Services"). Use of Support Services is governed by the EE policies and programs described in "online" documentation and/or other EE-provided materials. Any error corrections, updates and supplemental software code provided to You as part of the Support Services shall be considered part of the Software and subject to the terms and conditions of this Agreement. With respect to technical information You provide to EE as part of the Support Services, EE may use such information for its business purposes, including for product support and development. EE will not utilize such technical information in a form that personally identifies You.
10. SEVERABILITY; NO WAIVER; INTEGRATION. If any provision of this Agreement is held to be unenforceable, this Agreement will remain in effect with the provision omitted, unless omission would frustrate the intent of the parties, in which case this Agreement will immediately terminate. The failure or delay of EE to exercise or enforce any rights or provision of this Agreement does not constitute a waiver of such right or provision. This Agreement and the above Terms of Service are the entire agreement between You and EE relating to its subject matter. It supersedes all prior or contemporaneous oral or written communications, proposals, representations and warranties and prevails over any conflicting or additional terms of any quote, order, acknowledgment, or other communication between the parties relating to its subject matter during the term of this Agreement; provided, however, that any confidential disclosure agreement by and between You and EE shall remain in full force and effect in accordance with its terms. No modification of this Agreement will be binding, unless in writing and signed by an authorized representative of each party.
11. This Agreement is personal to You and You may not assign Your rights herein. Any attempted assignment in derogation hereof is null and void. Sections 2 through 14 of this Agreement will survive any termination of this Agreement.
Software Copyright Information
Copyright (C) 2015-2-16 E Elevations LLC
All rights reserved.
For inquiries please contact:
YOU ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT AND THE TERMS OF SERVICE ABOVE, UNDERSTAND THEM AND AGREE TO BE BOUND BY THEIR TERMS AND CONDITIONS. IF APPLICABLE, "YOU" OR "YOUR" AS REFERRED TO HEREINABOVE MEANS THE ENTITY OR COMPANY (THE "COMPANY") AT WHICH THE SOFTWARE IS INSTALLED PURSUANT TO THIS AGREEMENT. IN SUCH EVENT, YOU WARRANT AND REPRESENT THAT AS THE INDIVIDUAL CLICKING THE "ACCEPT" BUTTON, IF SHOWN BELOW, OR CLICKING THE "COMPLETE ORDER" BUTTON AS PROMPTED DURING THE SUBSCRIPTION PROCESS, YOU ARE AUTHORIZED TO ENTER INTO THIS AGREEMENT ON BEHALF OF THE COMPANY.
E Elevations LLC Direct Terms of Service/Software License Agreement Version 1