Terms of Service & License Agreement
In consideration of Customer’s use of the Epromo Solutions LC Software and any updates, customizations, and/or enhancements, provided by Epromo Solutions LC (hereafter “Licensor”), Customer (hereafter “User”) agrees to the following terms and conditions:
A. This Epromo Solutions Software is provided “as-is”, without any express or implied warranty. In no event will Licensor be held liable for any damages arising from the use of this software.
2. License Agreement
A. By accepting the terms of this agreement User agrees that he/she is 18 years of age or older. User understands that the Epromo Solutions Software is owned by the Licensor. All rights not granted to User are automatically retained by Licensor.
B. User is granted a non-exclusive, non-transferable license to install and use this software on one personal computer. This license shall remain effect until terminated by one of the parties. User may terminate the license agreement by calling Licensor (800-466-0953 or emailing Licensor (email@example.com ) and requesting cancellation. Licensor may terminate the agreement at any time upon thirty (30) days written notice or upon breach of this license agreement by User.
C. User acknowledges that the Software and its structure, organization, and source code constitute valuable trade secrets of Licensor. Accordingly, User agrees not to (i) copy, perform, distribute, modify, adapt, alter, translate, or create derivative works (as defined by the U.S. Copyright Act) from the Software; (ii) merge the Software with other software; (iii) sublicense, lease, rent, or loan the Software to any third party; (iv) reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code for the Software; or (v) otherwise use the Software except as expressly allowed in this Agreement. User may not seek intellectual property protection on the Epromo Solutions software or any Epromo Solutions or Epromo Solutions web services.
D. User shall not use the Software in any way that violates any local, state, federal or law of other nations, including but not limited to the posting of information that may violate third party rights, that may defame a third party, that may be obscene or pornographic, that may harass or assault others, that may violate hacking or other computer crime regulations, etc. Licensor does not monitor or edit transmissions, postings, routings or other materials which User may send, post, route, transmit or otherwise move through or with the Software. User may not use the Epromo Solutions software in any manner that is unlawful, or in any way which is not in agreement with this software license or the Epromo Solutions terms of service.
3. Epromo Solutions Ownership and Liability
A. The licensed Software is owned by Epromo Solutions LC and shall not be liable to User for more than $1.00 U.S. (collectively) in any event or for any reason.
4. Relationship and Ownership of Parties
A. Epromo Solutions Software is protected by trademarks, copyright, and other proprietary laws of the U.S. Licensor retains all rights and holds exclusive ownership of all copyrights, trademarks, service marks, trade secrets, patent rights, moral rights, property rights and all other industrial rights in the Software and documentation, including any derivative works, modification, updates, or enhancements. All rights in and to the Software not expressly granted to User in this Agreement are reserved by Licensor. Nothing in this Agreement shall be deemed to grant, by implication, estoppel or otherwise, a license under any of Licensor’s existing or future patents.
B. User agrees to follow all proprietary laws that apply to use of the Epromo Solutions Software. The Epromo Solutions license does not give User any rights, titles or interests in any intellectual property owned by the Licensor, and this license creates no relationship between the Licensor and User other than that of licensor and licensee. Rights which are not granted to User through this license are automatically reserved by the Licensor. User is not allowed to use Epromo Solutions Software without Licensor’s prior approval.
C. Licensor may use certain software or services developed managed by third parties. Such software and services allows Licensor to perform certain necessary functions. All rights held by any third party provider are reserved by the owner of the third-party software and the owner of the third-party software may enforce his/her rights against User directly in his/her own name.
D. User agrees not to exploit, decompile, reverse engineer, or disassemble Epromo Solutions Software or any of its components.
E. Licensor may charge for technical support and custom services at its sole discretion. Licensor may limit features of the Epromo Solutions Software or may limit access to certain parts of the Epromo Solutions website without warning or notice and without liability. The Licensor may cancel User’s account or service either temporarily or permanently any time and for any reason upon thirty (30) days written notice.
F. Licensor may deactivate User’s account and use of the Epromo Solutions Software upon failure to make timely monthly payments or failure to pay for services.
5. Payments and Fees
Licensor has the right to charge a monthly fee for access to Epromo Solutions Software and/or Epromo Solutions web services. User shall provide and maintain any hardware and/or software required to access the Epromo Solutions Software and web services and User is solely responsible for any costs associated with obtaining or using those services.
6. Limitation of Liability
Licensor shall not be liable to User or any third party for any incidental, indirect, exemplary, special or consequential damages, under any circumstances, including, but not limited to, lost profits, revenue or savings, loss of goodwill, or the loss of use of any data, even if Licensor had been advised of, knew, or should have known, of the possibility thereof. Under no circumstances shall Licensor’s aggregate cumulative liability hereunder, whether in contract, tort, or otherwise, exceed the total amount of fees actually paid by User under this agreement. User acknowledges that the fees paid by him/ her reflect the allocation of risk set forth in this agreement and that Licensor would not enter into this agreement without these limitations on its liability. Licensor shall not be liable to User for any claim or claims of any kind caused by the use of the Epromo Solutions Software or Epromo Solutions web services. Licensor shall not be liable to User for direct damages of any kind in connection with any third party software used with the Epromo Solutions Software or Epromo Solutions web services or any information or data accessed through the Epromo Solutions Software or Epromo Solutions web services access to or inability to access the Epromo Solutions Software or servers. Any information supplied by other Epromo Solutions users or the Epromo Solutions servers could be delayed, inaccurate, in error, or contain omissions for which Licensor shall not be liable. Licensor’s liability for direct damages to User shall not exceed (collectively) $1.00 U.S. in any event or for any reason.
7. Disclaimer of Warranties by licensor
The Epromo Solutions software and the included web services are provided “as is” without any express or implied warranty whatsoever, including but not limited to any functionality or its being virus free. User recognizes that the “as is” clause of this agreement is an important part of the basis of this agreement, without which Licensor would not have agreed to enter into this agreement. Licensor and third parties disclaim all warranties, expressed, implied, or statutory, regarding the Software, including any warranties of merchantability, fitness for a particular purpose, title, and non-infringement. No representation or other affirmation of fact regarding the Software shall be deemed a warranty for any purpose or give rise to any liability of third parties whatsoever. User acknowledges that he/ she has relied on no warranties or statements other than as may be set forth herein. In no event shall Licensor be held liable for any damages arising from the use of the Software. Licensor has the right to change its services or features in any way and delete any data for its servers any time and for any reason.
8. Controlling Law
This Software License Agreement shall be governed by the laws of the United States and of the State of Utah.
User shall defend, indemnify and hold harmless Licensor, its officers, directors, contractors, agents and employees, from any and all claims or causes of action arising out of use of or related to the Software, and pay any and all damages and expenses (including but not limited to attorneys fees) incurred by Licensor and/or third parties in connection therewith. Licensor reserves the right, at his/her own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by User, in which event User shall cooperate with the Licensor in asserting any available defenses.
User also agrees to indemnify and hold Licensor harmless from any claim or demand including reasonable attorneys’ fees, made by any third party in connection with or arising out of User’s use of the Epromo Solutions Software or Epromo Solutions web services, User’s violation of any terms or conditions of this Software License Agreement, User’s violation of applicable laws, or User’s violation of any rights of another person or entity.
10. No Waiver
Licensor’s failure to exercise any of its rights under this agreement for any reason does not constitute a waiver of such or any rights in this agreement.
The unenforceability, invalidity, or illegality of any provision in this license agreement shall not render the other provisions unenforceable, invalid, or illegal.
12. Refund/Cancellation Policy
Epromo Solutions does not offer a refund for initial sign up costs nor for past monthly hosting fees nor for custom design work. User may receive a refund for hosting fees for the current month only upon cancellation of services and account. For questions regarding this policy, please contact our customer service department at 800-466-0953.
13. Legal Compliance
Licensor may suspend or terminate this Agreement immediately upon receipt of any notice which alleges that User has used the Epromo Solutions Software or Epromo Solutions web services for any purpose that violates any local, state, federal or law of other nations, including but not limited to the posting of information that may violate third party rights, that may defame a third party, that may be obscene or pornographic, that may harass or assault others, that may violate hacking or other criminal regulations, etc. of its agents, officers, directors, contractors or employees. In such event, Licensor may disclose the User’s identity and contact information, if requested by a government or law enforcement body, or as a result of a subpoena or other legal action, and Licensor shall not be liable for damages, losses, or injury resulting thereof and User agrees not to bring any action or claim against Licensor for such disclosure.
14. Products and Services.
Licensor offers User the products and/or services on this website on an “As Is” basis without any warranty and to usefulness or value. The User may contact email us at firstname.lastname@example.org for further information.
15. Terms of Delivery
Digital products and services offered by Epromo Solutions have a file associated with them and are delivered automatically by email once the customer’s order is received and payment is completed.