BlobCity Terms & Conditions
Effective date: 01 April 2021
This is a legal agreement between you and BlobCity, Inc. (“BLOBCITY”). PLEASE READ THIS AGREEMENT CAREFULLY BEFORE DOWNLOADING, INSTALLING OR USING THE PROGRAM (HEREINAFTER DEFINED). THE PROGRAM MAY INCLUDE PRODUCT ACTIVATION AND OTHER TECHNOLOGY DESIGNED TO PREVENT UNAUTHORIZED USE AND COPYING. BY INSTALLING OR USING THE PROGRAM YOU CONSENT TO THE TRANSMISSION OF CERTAIN COMPUTER INFORMATION REQUIRED FOR ACTIVATION AND/OR VALIDATION.
THE TERMS AND CONDITIONS OF THIS AGREEMENT MAY BE MODIFIED BY A SEPARATE SOFTWARE LICENSE AGREEMENT BETWEEN BLOBCITY AND END USER.
YOU ARE DEEMED TO CONSENT TO BE BOUND BY THE TERMS AND CONDITIONS OF THIS AGREEMENT BY INSTALLING, COPYING, OR OTHERWISE USING THE PROGRAM. FUTHERMORE, THIS AGREEMENT IS ENFORCEABLE AGAINST YOU AND ANY PERSON THAT OBTAINED THE PROGRAM AND ON WHOSE BEHALF IT IS USED.
YOU AGREE TO THE USE OF ELECTRONIC COMMUNICATION TO ENTER INTO THIS AGREEMENT AND HEREBY WAIVE ANY RIGHTS OR REQUIREMENTS UNDER ANY LAWS OR REGULATIONS IN ANY JURISDICTION THAT REQUIRE AN ORIGINAL (NON-ELECTRONIC) SIGNATURE OR DELIVERY OR RETENTION OF NON-ELECTRONIC RECORDS TO THE EXTENT PERMITTED UNDER APPLICABLE LAW. IF YOU DO NOT AGREE TO THE TERMS AND CONDITIONS OR THIS AGREEMENT, DO NOT PROCEED WITH THE DOWNLOAD, INSTALLATION OR USE OF THE PROGRAM.
Authorized User: means those licensed uniquely identified individuals who are authorized by you to install and/or use the Software regardless of whether those individuals are actively using the Software at any given time. Licenses granted on an Authorized User basis may be reassigned between uniquely identified individuals over time, but may not be reassigned so frequently as to enable the sharing of a single license between multiple users.
Documentation: means any supporting product help and technical specifications documentation provided by Blobcity with the Software to you.
License Term: means the Software license term specified on the applicable Ordering Document or by an Authorized Partner. The License Term may be a fixed term, a limited term for Evaluation Versions, or perpetual.
Customer Data: means data generated by you or your Authorized User and used by or imported into the Software, but excludes data generated by a Client Sublicensee unless such data is combined with your data or is relevant to your provision of services to such Client Sublicensee.
2. License Grant
This Agreement governs your use of BLOBCITY’s software products and programs ("PROGRAMS"). You represent and warrant that you have authorized the download, installation and/or use of the PROGRAMS. Your rights to use and reproduce the PROGRAMS are expressly set out in this Agreement.
3. Ownership Rights
The PROGRAMS are licensed and not sold. BlobCity owns and retains all right, title, and interest in and to the PROGRAMS, including all copyrights, patents, trade secret rights, trademarks, and other Intellectual Property Rights therein. Nothing in this Agreement, including the possession, installation, or use of the PROGRAMS assigns or transfers to any person any title, right or interest to the Intellectual Property Rights in the PROGRAMS, except as explicitly specified in this Agreement. For the purposes of this Agreement, the sale of the PROGRAMS shall mean and confer only the license right to use the Software as specified in this Agreement. “Intellectual Property Rights” means patents, rights to inventions, copyright and related rights, trade marks, trade names and domain names, rights in get-up, rights in goodwill or to sue for passing off, rights in designs, rights in computer software, database rights, rights in confidential information (including know-how and trade secrets) and any other intellectual property rights, in each case whether registered or unregistered and including all applications (or rights to apply) for, and renewals or extensions of, such rights and all similar or equivalent rights or forms of protection which may now or in the future subsist in any part of the world.
4. Third-Party Code
The Software may contain or be provided with components which are licensed from third parties (“Third Party Code”), including components subject to the terms and conditions of “open source” software licenses (“Open Source Software”). Open Source Software may be identified in the Documentation, or in a list of the Open Source Software provided to you upon your written request. To the extent required by the license that accompanies the Open Source Software, the terms of such license will apply in lieu of the terms of this Agreement with respect to such Open Source Software, including, without limitation, any provisions governing access to source code, modification or reverse engineering.
5. Electronic Delivery
All Software and Documentation shall be delivered by electronic means unless otherwise specified on the applicable Ordering Document. Software shall be deemed delivered when it is made available for download by you (“Delivery”).
6. Client Sublicensees
You may permit third parties (“Client Sublicensees”) to access the PROGRAMS as Authorized Users on your servers but only so the Client Sublicensees may: (a) interact with visualizations generated by you through your use of the Software and based on Customer Data, or (b) themselves create visualizations using Customer Data, provided that in each case such Customer Data is relevant to your provision of services to that particular Client Sublicensee (“Visualization Access”) and further provided that you, in providing your Client Sublicensees Visualization Access, are not acting as “Marketing Service Provider”, “Service Bureau” or other entity with a similar business model. Client Sublicensees may not publish their own data to your Server Software, use any data other than Customer Data with your Server Software or access your Server Software for any other purposes except as expressly permitted in this Section 6. You shall ensure that all Client Sublicensees’ use of Server Software is limited as described in this Section 6 by designating the appropriate access levels for Client Sublicensees within Server Software. You shall be solely responsible for your relationships with Client Sublicensees and must notify Client Sublicensees that BlobCity shall have no warranty, support or other obligation or liability to any Client Sublicensee. You shall be liable for all acts and omissions of your Client Sublicensees as if their acts or omissions were your own.
7. Permitted Licensed Use and Restrictions
Subject to the terms and conditions of this Agreement, grants a limited non-exclusive, non-transferable, non-sub-licensable and non-perpetual right to you to download, install and use the PROGRAMS only in accordance with (a) the documentation; (b) License Term (c) access by Authorized Users and/or permitted data size (as applicable). You will immediately inform BlobCity if the PROGRAMS are intended to be used outside the scope of the permitted license. A separate license for any use outside the scope of this Agreement must be obtained from BlobCity in writing in advance of any such use. You may allow your Contractors and Affiliates to use the Software in accordance with this Agreement, provided you shall remain liable for all acts and omissions of your Affiliates and Contractors as if their acts or omissions were your own.
8. Terms of License
The license granted by this Agreement is limited, non-perpetual and is granted on a subscription basis requiring yearly renewal. Failure to renew and pay the subscription fee will cancel and terminate your rights to use any of the PROGRAMS. You have the obligation to pay and remit the subscription fee on a timely basis.