Safelyio is licensed to You (End-User) by Happen Group, located by downloading the Licensed Application from Apple's software distribution platform ("App Store"), and any update thereto (as permitted by this License Agreement), You indicate that You agree to be bound by all of the terms and conditions of this License Agreement, and that You accept this License Agreement. App Store is referred to in this License Agreement as "Services."
The parties of this License Agreement acknowledge that the Services are not a Party to this License Agreement and are not bound by any provisions or obligations with regard to the Licensed Application, such as warranty, liability, maintenance and support thereof. Safelyio, not the Services, is solely responsible for the Licensed Application and the content thereof.
This License Agreement may not provide for usage rules for the Licensed Application that are in conflict with the latest Apple Media Services Terms and Conditions ("Usage Rules"). Safelyio acknowledges that it had the opportunity to review the Usage Rules and this License Agreement is not conflicting with them.
__________ when purchased or downloaded through the Services, is licensed to You for use only under the terms of this License Agreement. The Licensor reserves all rights not expressly granted to You. __________ is to be used on devices that operate with Apple's operating systems ("iOS" and "Mac OS").
Safelyio ("Licensed Application") is a piece of software created to keep track of daily meals by taking pictures. — and customized for iOS mobile devices ("Devices"). The Licensed Application is not tailored to comply with industry-specific regulations (Health Insurance Portability and Accountability Act (HIPAA), Federal Information Security Management Act (FISMA), etc.), so if your interactions would be subjected to such laws, you may not use this Licensed Application. You may not use the Licensed Application in a way that would violate the Gramm-Leach-Bliley Act (GLBA).
2. SCOPE OF LICENSE
2.1 You are given a non-transferable, non-exclusive, non-sublicensable license to install and use the Licensed Application on any Devices that You (End-User) own or control and as permitted by the Usage Rules, with the exception that such Licensed Application may be accessed and used by other accounts associated with You (End-User, The Purchaser) via Family Sharing or volume purchasing.
2.2 This license will also govern any updates of the Licensed Application provided by Licensor that replace, repair, and/or supplement the first Licensed Application, unless a separate license is provided for such update, in which case the terms of that new license will govern.
2.3 You may not share or make the Licensed Application available to third parties (unless to the degree allowed by the Usage Rules, and with Safelyio's prior written consent), sell, rent, lend, lease or otherwise redistribute the Licensed Application.
2.4 You may not reverse engineer, translate, disassemble, integrate, decompile, remove, modify, combine, create derivative works or updates of, adapt, or attempt to derive the source code of the Licensed Application, or any part thereof (except with Safelyio's prior written consent).
2.5 You may not copy (excluding when expressly authorized by this license and the Usage Rules) or alter the Licensed Application or portions thereof. You may create and store copies only on devices that You own or control for backup keeping under the terms of this license, the Usage Rules, and any other terms and conditions that apply to the device or software used. You may not remove any intellectual property notices. You acknowledge that no unauthorized third parties may gain access to these copies at any time. If you sell your Devices to a third party, you must remove the Licensed Application from the Devices before doing so.
2.6 Violations of the obligations mentioned above, as well as the attempt of such infringement, may be subject to prosecution and damages.
2.7 Licensor reserves the right to modify the terms and conditions of licensing.
2.8 Nothing in this license should be interpreted to restrict third-party terms. When using the Licensed Application, You must ensure that You comply with applicable third-party terms and conditions.
PLEASE READ THE TERMS OF SERVICE ("TERMS") CAREFULLY BEFORE PURCHASING AND/OR USING SERVICES OR SOFTWARE FROM Safelyio. YOU CAN ACCEPT THIS TERMS EITHER BY CLICKING TO ACCEPT OR AGREE TO THE TERMS, OR BY EXECUTING AN ORDER FORM THAT REFERENCES THIS TERMS, YOU AGREE TO THE TERMS. IF YOU ACT ON BEHALF OF A COMPANY OR OTHER LEGAL ENTITY, YOU REPRESENT THAT YOU HAVE THE AUTHORITY TO ENTER INTO THIS TERMS ON BEHALF OF THAT ENTITY AND ITS AFFILIATES; IN WHICH CASE THE TERMS "YOU", "YOUR" OR "USER" SHALL REFER TO SUCH ENTITY AND ITS AFFILIATES. IF YOU DO NOT HAVE SUCH AUTHORITY, OR IF YOU DO NOT ACCEPT THESE TERMS AND CONDITIONS, THEN YOU MUST NOT USE THE SERVICES OR SOFTWARE.
1. Services Provided by Safelyio
1.1 Subject to the terms and conditions of the Terms of Service (including all policies linked to it), Safelyio Corporation ("Safelyio") or its subcontractors will provide Safelyio, a web-based service that allows you to store, retrieve, organize and share data (the "Service"). You shall not attempt to access any other of Safelyio's systems, programs or data that are not made available for public use.
1.2 You acknowledge and agree that the form and nature of the Services which Safelyio provides may change or revise from time to time without prior notice to you. Safelyio may limit without notice the maximum amount of storage space you have on Safelyio at any time, as well as limiting the amount of bandwidth you may use with the Service in a given period of time in response to unreasonable activity.
1.3 You agree that Safelyio has no responsibility or liability for the deletion, corruption, or alteration of, or failure to store any messages and other communications or other information, data, text, software, music, audio files, photographs, graphics and video provided by you (collectively referred to as "Content") and maintained or transmitted by the Service. You acknowledge that Safelyio reserves the right to change these general practices and limits at any time, in its sole discretion, with or without notice.
2. Your Responsibilities
2.1 In consideration for your use of the Service, you shall provide information about yourself (such as identification or contact details) as part of the registration process for the Service. You agree that any registration information you give to Safelyio will always be true, accurate, complete and up to date.
2.2 You agree to use the Services only in accordance with (a) the Terms and (b) any applicable law, government regulations or generally accepted practices or guidelines in the relevant jurisdictions.
2.3 By submitting any Content to Safelyio, you warrant that you are the owner of such Content, or have been granted all the rights necessary from the owner of such Content to submit such Content to Safelyio.
2.4 You agree not to copy, reproduce, sell, resell, rent, lease, sublicense or redistribute the Service for any purpose.
2.5 You agree not to access the Service by any means other than through the interface that is provided by Safelyio for use in accessing the Service.
3. Proprietary Rights
3.1 You acknowledge and agree that the Service contains proprietary and confidential information that is protected by applicable intellectual property and other laws, and you agree not to disclose such information to any third party without Safelyio's prior written consent except as required by law or court order.
3.2 Safelyio acknowledges that you own all legal right, title and interest in and to all of Content, including copyrights, trademarks and other intellectual property contained in such Content. You grant Safelyio the right to use such Content only to the extent that Safelyio needs to use the Content to provide the Services.
3.3 Each party who accesses and uses the Service and Safelyio (together the "parties") shall keep in confidence all of the information maintained by the Service ("Confidential Information"). The parties shall take reasonable steps to prevent unauthorized disclosure or use of the Confidential Information for any purpose outside the scope of this Terms, but in any case not less than those steps it takes to protect its own Confidential Information. The parties shall not disclose Confidential Information to any person or entity other than its affiliated entities, officers, employees, consultants, auditors and attorneys who need access to such Confidential Information, and who are subject to confidentiality obligations with such party or Safelyio.
4. Modifications to the Service and Terms
4.1 Safelyio reserves the right at any time and from time to time to modify or update the Service (or any part thereof) with or without notice. These updates are designed to improve, enhance and further develop the Service. You agree to receive such updates (and permit Safelyio to deliver these to you) as part of your use of the Service. You agree that Safelyio shall not be liable to you or to any third party for any modification, suspension or discontinuance of the Service, or for any resulting loss or destruction of any Content that you place on the Service.
4.2 Safelyio may make changes to the Terms of Service from time to time. When these changes are made, Safelyio will make a new copy of the Terms of Service available at the Service web site. Your continued use of any of the Service after such modification shall constitute your acceptance of the Terms of Service with the new modifications.
5.1 You agree to pay any all fees for the Service plan specified in all Order Forms hereunder or described on your account page.
5.2 Users shall have the option to either pay monthly or annually. Fees are based on services purchased and not actual usage. Safelyio reserves the right to suspend the accounts of Users who fail to make payments on their paying plan(s). All fees are non-refundable.
5.3 User subscription fees are based on monthly periods that begin on the subscription start date and each monthly anniversary thereof; therefore, fees for Users subscriptions added in the middle of a monthly period will be charged for that full monthly period and the monthly periods remaining in the subscription term.
6. Term and Termination
6.1 The Term of Service shall be effective upon registration and thereafter shall continue on a month-to-month basis or annual basis, as applicable, until all User subscriptions granted in accordance with this Agreement have expired or been terminated, or until terminated as specified below.
6.2 You acknowledge and agree that Safelyio may at any time, terminate its legal agreement with you if: (a) you have breached the letter or spirit of any term or provision of the Terms of Service, (b) you engage in any conduct that violates the rights of Safelyio or third parties, or (c) Safelyio is required to do so by law (for example, where the provision of the Services to you is, or becomes, unlawful).
7. Disclaimer of Warranties
7.1 YOU EXPRESSLY UNDERSTAND AND AGREE THAT:
(a) YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK. THE SERVICE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. Safelyio AND ITS SUPPLIERS EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
(b) Safelyio AND ITS SUPPLIERS MAKE NO WARRANTY THAT (i) THE SERVICE WILL MEET YOUR REQUIREMENTS OR RESULT IN REVENUES OR PROFITS, (ii) THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (iii) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICE WILL BE ACCURATE OR RELIABLE, AND (iv) THAT DEFECTS IN THE OPERATION OR FUNCTIONALITY OF ANY SOFTWARE PROVIDED TO YOU AS PART OF THE SERVICES WILL BE CORRECTED.
(c) ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICES IS DONE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR OTHER DEVICE OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL.
(d) NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM Safelyio OR THROUGH OR FROM THE SERVICE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE TERMS OF SERVICE.
7.2 You represent that, to the best of your knowledge and belief, your use of the Service does not directly or indirectly infringe the legal rights of a third party. You further represent and warrant that all information provided by you in connection with your registration is accurate and reliable.
7.3 SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR LIMITATION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES IN CERTAIN CIRCUMSTANCES. ACCORDINGLY, ONLY THE LIMITATIONS WHICH ARE LAWFUL IN YOUR JURISDICTION WILL APPLY TO YOU AND OUR LIABILITY WILL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.
8. Mutual Indemnification
8.1 Safelyio will defend and indemnify the entity or individual who has accepted the Terms of Service against any action brought against such entity or individual by a third party to the extent that it is based upon a claim that the Service, as provided by Safelyio to you under this Terms of Service and used within the scope of the Terms of Service, infringes any copyright, trademark or trade secret, and will pay any costs, damages and reasonable attorneys' fees attributable to such claim that are awarded either by final judgment or settlement against such entity or individual.
8.2 You agree to indemnify and hold harmless Safelyio, its subsidiaries and affiliates, and its and their directors, officers, agents and employees ("Indemnitees"), from any claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of your Content; your use of the Service; your connection to the Service; your violation of the Terms of Service; or your violation of any proprietary or other rights of another. You further agree and acknowledge that the Indemnitees are not liable or responsible in any way for any errors, omissions or any other actions arising out of or related to your use of the Service. You further agree to indemnify, defend and hold harmless the Indemnitees from and against any and all claims, damages, liabilities, costs, and expenses (including reasonable legal fees and expenses) arising out of, or related to, your use of the Service, or the placement or transmission of any message, information, software or other materials through the Service by you or users of your account or related to any violation of any term of the Terms of Service by you or users of your account.
9. Limitation of Liability
9.1 YOU EXPRESSLY UNDERSTAND AND AGREE THAT Safelyio AND ITS SUPPLIERS SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF Safelyio HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM: (i) THE USE OR THE INABILITY TO USE THE SERVICE; (ii) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICE RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICE PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE SERVICE; (iii) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (iv) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SERVICE; OR (v) ANY OTHER MATTER RELATING TO THE SERVICE.
9.2 YOU AGREE THAT Safelyio WILL NOT BE LIABLE FOR ANY (a) INTERRUPTION OF BUSINESS, (b) ACCESS DELAYS OR ACCESS INTERRUPTIONS TO THIS SITE OR THE WEB SITE(S) YOUR ACCESS THROUGH THIS SERVICE; (c) DATA NON-DELIVERY, MIS-DELIVERY, CORRUPTION, DESTRUCTION OR OTHER MODIFICATION; (d) UNAUTHORIZED ACCESS TO DATA ENTERED IN, OR BREACH OF ANY SECURITY MECHANISMS UTILIZED IN, THE SERVICE OR IN ANY RESTRICTED FIELD THEREIN; OR (e) EVENTS BEYOND Safelyio'S REASONABLE CONTROL.
9.3 IN NO EVENT SHALL Safelyio'S MAXIMUM AGGREGATE LIABILITY EXCEED THE AMOUNT PAID BY YOU TO Safelyio FOR THE SERVICE, TO A MAXIMUM AMOUNT EQUAL TO SERVICE CHARGES FOR SIX (6) MONTHS OF THE SERVICE.
10. General Information
10.1 The Service may provide notices of changes to the Terms of Service or other matters by displaying notices or links to notices to you generally on the Service.
10.2 The Terms of Service (and the policies linked to them) constitute the entire agreement between you and Safelyio and governs your use of the Service, superseding any prior agreements between you and Safelyio (including, but not limited to, any prior versions of the Terms of Service) with respect to their subject matter.
10.3 The Terms of Service will inure to the benefit of Safelyio and its successors and assigns.
10.4 The Terms of Service do not limit any rights that Safelyio may have under trade secret, copyright, patent, trademark or other laws. The failure of Safelyio to exercise or enforce any right or provision of the Terms of Service shall not constitute a waiver of such right or provision. If any provision of the Terms of Service is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of the Terms of Service remain in full force and effect.