Please read these Terms & Conditions carefully. By accessing the ProjSync by Gadzoom web sites at www.projsync.com (Site), or ProjSync mobile apps, or by otherwise accessing any content found on this web site, you are deemed to have entered into this agreement with Gadzoom, Inc. and to have agreed to be bound by the terms set out below. IF YOU DO NOT AGREE TO ALL OF THE TERMS OF THIS AGREEMENT, CLICK THE "DO NOT AGREE" BUTTON AND DO NOT INSTALL OR USE THE SOFTWARE. THIS AGREEMENT MUST BE ACCEPTED BY AN AUTHORIZED REPRESENTATIVE OF THE END USER OF THIS PRODUCT PRIOR TO CONTINUING. BY CLICKING THE ACCEPTANCE BUTTON BELOW, YOU ASSERT THAT YOU ARE AN AUTHORIZED REPRESENTATIVE OF THE END USER WITH AUTHORITY TO ENTER INTO THIS AGREEMENT.
This End User License Agreement ("EULA") is made and entered into by and between Gadzoom, Inc. ("Licensor") and You (either an individual or a legal entity), the "Licensee," as defined herein for the licensing and usage of the Licensor's software. Licensee acknowledges and agrees that Licensee's right to use the software in any manner, including www.projsync.com website (the “Site”), mobile web sites, and other internet enabled or wireless means by which Gadzoom, Inc. provides content to you shall be controlled by this EULA and that such use shall be strictly in accordance with the terms and conditions of this EULA.
Affiliate means, with respect to a party, any entity which directly or indirectly controls, is controlled by, or is under common control with such party, where “control” means the power, directly or indirectly, to direct, or to cause the direction of, the management and policies of an entity, through majority ownership of voting securities or equity interests.
Agreement means this End User License Agreement and any other documents incorporated herein by reference.
Customer means the legal entity or individual that has ordered any Services from Gadzoom, Inc.
Customer Account means an account for Customer that is required to access and utilize the applicable Services.
Customer Content means any data uploaded to Customer's Account for storage or data in Customer's computing environment to which Gadzoom is provided access in order to perform Services.
Device means a device authorized by you to be used by any individual(s) to access instances of a Service. This applies under the Device licensing model.
Fees means all Gadzoom, Inc. and ProjSync by Gadzoom fees applicable to the Services.
Gadzoom Marks means any name, logo, or mark belonging to Gadzoom, ProjSync, or its Affiliates.
Licensee means subscribing entity, company, and/or you.
Licensor means Gadzoom, Inc and/or ProjSync by Gadzoom.
Limitations on Use means Licensee's authorized scope of use for the product as specified in the applicable subscription and EULA, which may include any user, seat copy, instance duration, quantity, location, or other restrictions.
Logs means records of Services, including, but not limited to, data and information on performance, stability, usage, security, support, and technical information about devices, systems, related software, services, or peripherals associated with Customer's use of Services.
Open-Source Software means third party software distributed by Gadzoom under an open-source licensing model (e.g., the GNU General Public License, BSD, or a license similar to those approved by the Open Source Initiative).
Order means any initial or subsequent ordering document, subscription, auto-renewal (if applicable and you have not provided notice of non-renewal), and/or online request for access to the Services submitted to Gadzoom, a Gadzoom authorized reseller, and/or through Gadzoom product websites.
PHI means personal health information covered by US HIPAA regulations. PHI may be uploaded as Customer Content into any Service designated by Gadzoom as suitable for PHI.
ProjSync by Gadzoom means the entire ProjSync by Gadzoom SaaS platform including web and mobile apps within the ProjSync platform.
Services means the generally available ProjSync by Gadzoom SaaS (software-as-a-service) offerings including ProjSync and inclusive of any services delivered through any unified, hosted ProjSync by Gadzoom SaaS service delivery platform, including any on-premises components (e.g., client software, tools, on-premises software with hybrid licenses), and Updates, all as further described in the Service Descriptions, as well as technical support services. Services availability is subject to the Gadzoom product lifecycle policy on https://www.Gadzoom.com/. Gadzoom may update the Services with Updates at any time in its sole discretion. Services are of an electronic nature delivered to you remotely via a technology infrastructure and with minimal or no human intervention.
Service Descriptions means the overview and other terms applicable to the Services, as amended from time to time.
Subscription means use agreement based on period and quantity, with the specific curation and quantity specified at point and time of purchase.
Taxes means all applicable transactional taxes on Services (including but not limited to withholding tax, sales tax, services tax, value-added tax (VAT), goods and services tax (GST), and tariffs and/or duties) imposed by any government entity or collecting agency based on the Services.
Updates means any corrections, bug fixes, features or functions added to or removed from the Services but shall not include any new Service(s) not generally included with the Services purchased. Updates shall not substantially diminish or eliminate the core functionality of the Services.
Licensor grants to Licensee a non-exclusive, non-transferable, limited license, without right to sublicense, to use the software and any accompanying written materials and any documents or other content produced using the software (collectively, the "Product") in accordance with the license model(s). Licensor reserves all rights not expressly granted to Licensee. The limited license granted by this EULA and Licensee's payment of the license fee up to the number of subscriptions, modules, and/or seats purchased/used per relevant subscription models, either current or future, give Licensee the right to use the Product only in accordance with the terms of this EULA. This license is not a sale of the original software or any copy. Except for the limited use rights expressly granted herein, Licensee has no right, title, or interest in or to the Services or Gadzoom, Inc, ProjSync by Gadzoom, or any intellectual property rights related thereto.
Except to the extent permitted by applicable law, Licensee agrees not to (i) modify, distribute, prepare derivative works of, reverse engineer, reverse assemble, disassemble, decompile or attempt to decipher any code relating to the Services and/or Gadzoom, Inc. or ProjSync by Gadzoom technology; (ii) knowingly or negligently access or use the Services in a manner that abuses or disrupts Gadzoom, Inc. or ProjSync by Gadzoom networks, security systems, User accounts, or Services of Gadzoom, Inc. or ProjSync by Gadzoom, or any third-party, or attempt to gain unauthorized access to any of the above through unauthorized means; (iii) transmit through or post on the Services any material that is deemed abusive, harassing, obscene, slanderous, fraudulent, libelous or otherwise unlawful; (iv) market, offer to sell, and/or resell the Services (but the Services may be used by Licensee in support of Licensee's proprietary service offering(s)); (v) if the Licensee is a Gadzoom, Inc. or ProjSync by Gadzoom competitor for the relevant Services, use the Services directly or indirectly for competitive benchmarking or other competitive analysis, unless permitted under applicable law; and (vi) upload any PHI to a Service not designated by Gadzoom, Inc. as suitable for PHI.
Licensee agrees that the Product is based on and includes one or more proprietary trade secrets, copyrights, patent applications, and/or granted patents ("Intellectual Property") of Licensor. Possession and use of the Product shall be strictly in accordance with this EULA, and receipt or possession does not convey any rights to divulge, reproduce, or allow others to use the Product outside the terms of this EULA without specific written authorization of Licensor. Licensee agrees not to disclose, publish, translate, release, or distribute copies of the Product or any portion thereof to others outside the terms of this EULA. Licensee may not modify, adapt, translate, reverse engineer, decompile, disassemble, or create derivative works based on any portion of the Product, including any documents or other content produced using the software.
Except for the limited use rights expressly granted herein, Licensee has no right, title, or interest in or to the Services or Gadzoom, Inc, ProjSync by Gadzoom, or any intellectual property rights related thereto. Title to, ownership of, and all rights and interests in the Product, all copies thereof, and "Intellectual Property" relating thereto, remains at all times vested in Licensor.
ProjSync by Gadzoom features or functions may include inter-operation with third-party products, services, or content. Gadzoom may also provide access to third-party products, services, or content directly within the Services. Third-party products, services or content, and Licensee content in third-party services, are not part of the Services and are not warranted or supported by Gadzoom, Inc. Your use of such third-party products, services or content is subject to the terms of the third-party provider.
ProjSync.com may contain links to other independent third-party websites ("Linked Sites"). These Linked Sites are provided solely as a convenience to our visitors. Such Linked Sites are not under Gadzoom, Inc. and its licensors' control, and Gadzoom, Inc. and its licensors' is not responsible for and does not endorse the content of such Linked Sites, including any information or materials contained on such Linked Sites. You will need to make your own independent judgment regarding your interaction with these Linked Sites.
Notwithstanding anything set forth in this Agreement, your use of Open Source Software shall in all ways be exclusively governed by the open source license(s) indicated as applicable to the code at https://www.projsync.com/legal/open-source.html.
Gadzoom, Inc. may offer its subscription to software/services on a free trial basis. If a Service offering is identified as a trial (“Trial”), Licensee may use the Service for a limited period of time for internal demonstration, test, or evaluation purposes. No credit card is required to create a Free Trial account. The free trial subscription version is complete and fully functional GADZOOM, INC. PROVIDES TRIALS FOR SOFTWARE “AS IS” AND WITHOUT WARRANTY. ANY LICENSEE DATA UPLOADED IN A TRIAL WILL BE PERMANENTLY LOST UNLESS LICENSEE PURCHASES A SUBSCRIPTION TO THE SAME SERVICES AS THOSE COVERED BY THE TRIAL OR EXPORTS SUCH DATA BEFORE THE END OF THE TRIAL PERIOD.
The Services do not include Beta, Tech Preview or Labs Services. LICENSEE ACKNOWLEDGES THAT ANY BETA, TECH PREVIEW OR LABS SERVICES ARE OFFERED “AS-IS” FOR INTERNAL DEMONSTRATION, TEST OR EVALUATION PURPOSES AND WITHOUT WARRANTY. SUCH SERVICES MAY CONTAIN BUGS, ERRORS, AND OTHER DEFECTS. Gadzoom does not make any representations, promises, or guarantees that such Services will be publicly announced or made generally available. Gadzoom has no obligation to provide technical support or continued availability, and such Services can be suspended or terminated at any time by Gadzoom in its sole discretion with or without notice to Licensee.
Gadzoom software/services are made available on a Subscription basis. Subscriptions are sold by period and quantity, with the specific duration and quantity specified at point and time of purchase. Gadzoom, Inc. may, at its discretion, change the Subscription fees from time to time.
Use of and access mobile applications requires a subscription to ProjSync by Gadzoom at www.projsync.com, and is free to subscribers as an added feature of that subscription. The use of mobile applications is subject to all the same terms and conditions governing Gadzoom's cloud-based document and AHA creation program unless noted in this version of the EULA. The mobile app is not available separately and will not function without a valid subscription to ProjSync by Gadzoom.
You may discontinue your Subscription by email request 14 days prior to the anniversary date of automatic renewal. Requests made after the required date of notification will be subject to the Subscription Cancellation clauses below. A subscription will be considered to be expired if the credit card on file at the time of automatic renewal is declined. Use of the mobile app will not function when if your subscription to the web app expires or is not otherwise valid. This will cause your Subscription to Expire and will be de-activated. An Expired Subscription can be reactivated without loss of data, by paying your Subscription fee within 60 days after your expiration date. The terms of this End-User License Agreement (EULA) which are intended to survive expiration will remain in effect.
Either you or Gadzoom, Inc. may cancel your Gadzoom Subscription at any time for any reason by providing written notice to the other party. A refund of the subscription price is available provided that the subscriber a) makes the formal request via email to Gadzoom, Inc. at customersupport@gadzoom.net and b) has not obtained services or intellectual property from Gadzoom, Inc. If both terms have been met, you may receive a refund for the subscription price minus a $75.00 cancellation fee. Monthly Subscriptions may be cancelled for any reason by providing written notice to Gadzoom, Inc. at customersupport@gadzoom.net ten days prior to the start of the next billing period and providing that no services have been received by the Licensee during the current billing period.
Gadzoom, Inc. also reserves the right to terminate or suspend Licensee's ProjSync by Gadzoom account without prior notice, provided that Gadzoom, Inc. will attempt to confirm reason for such termination or suspension by subsequent notice thirty (30) days prior to the action. The terms of this End-User License Agreement (EULA) which are intended to survive cancellation will remain in effect.
Copyrights 2012-2022 Gadzoom, Inc. and its licensors. All Rights Reserved. The Software, ProjSync by Gadzoom (www.projsync.com), and all associated documentation and materials are protected by copyright laws and international copyright treaties, as well as other intellectual property laws and treaties. Unauthorized copying or modification of the Product, including software that has been modified, merged, or included with other software, as well as the documents or other content created by the software is expressly forbidden. Licensee may be held legally responsible for any copyright infringement that is caused or incurred by Licensee's failure to abide by the terms of this EULA.
In instances of Licensee or Licensee's User(s) unlawfully transmitting or infringing upon copyrighted or protected materials, Gadzoom, Inc. and ProjSync by Gadzoom reserves the right to delete or disable any allegedly infringing content, to require that Licensee terminate the accounts of Users who are repeat infringers, and to forward the information in the copyright-infringement notice to the User who allegedly provided or transmitted the infringing content.
Except as expressly stated herein, this Subscription/Software License Agreement does not grant you any intellectual property rights in the Software. All rights not specifically granted in this License, including Federal and International Copyrights, are reserved by Gadzoom, Inc. and its licensors. The Software and any copies are the intellectual property of and are owned by Gadzoom, Inc. and its licensors. The structure, organization and code of the Software are valuable trade secrets and confidential information of Gadzoom, Inc. and its licensors. You may not modify, adapt, or translate this software. The software must remain complete and unmodified. You may NOT alter, decompile, disassemble, or reverse engineer the software, or otherwise attempt to discover the source code of the Software except to the extent you may be expressly permitted under applicable law.
As Licensee, you agree to comply with all applicable laws and regulations of the various states and of the United States and other countries that relate to this Agreement. As Licensee, you agree to comply with the U.S. Export Administration Regulations and such other laws, regulations, or requirements as may apply to your receipt, re-export and use of the hardware, software, and technology provided to you. This provision shall survive the termination of this contract.
Gadzoom offers technical support as long as your Subscription is active. Technical support is available via the online helpdesk at customersupport@gadzoom.net
GADZOOM, INC. WARRANTS THAT THE SERVICES WILL MATERIALLY CONFORM TO THE SERVICE DESCRIPTIONS. GADZOOM'S ENTIRE LIABILITY AND LICENSEE'S EXCLUSIVE REMEDY UNDER THIS WARRANTY WILL BE, AT GADZOOM'S SOLE OPTION AND SUBJECT TO APPLICABLE LAW, TO PROVIDE CONFORMING SERVICES OR TO TERMINATE THE NON-CONFORMING SERVICES AND PROVIDE A PRORATED REFUND OF ANY UNUSED PREPAID FEES FROM THE PERIOD OF NON-CONFORMANCE, AND RELIEF FROM ANY SUBSEQUENT ANNUAL PAYMENTS DUE, WITH RESPECT TO SUCH SERVICE.
THE FOREGOING LIMITED WARRANTY DOES NOT COVER PROBLEMS ARISING BY ACCIDENT, ABUSE OR USE IN A MANNER INCONSISTENT WITH THIS AGREEMENT OR RESULTING FROM EVENTS BEYOND GADZOOM' REASONABLE CONTROL, INCLUDING, WITHOUT LIMITATION, UNAVAILABILITY OF OR OPERATION IN COMBINATION WITH A THIRD-PARTY NETWORK OR SYSTEM, HARDWARE, SOFTWARE, SERVICE OR DATA. TO THE EXTENT PERMITTED BY APPLICABLE LAW, GADZOOM AND ITS AFFILIATES, LICENSORS AND SERVICE PROVIDERS DISCLAIM ALL OTHER REPRESENTATIONS, WARRANTIES AND CONDITIONS, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY EXPRESS OR IMPLIED WARRANTIES OF MERCHANTABILITY, SATISFACTORY QUALITY, TITLE, QUIET ENJOYMENT, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF ANY COURSE OF DEALING OR USAGE OF TRADE, AND ANY CONDITIONS OF QUALITY, AVAILABILITY, RELIABILITY, SECURITY, OR LACK OF VIRUSES, BUGS OR ERRORS. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES AND CONDITIONS, THEREFORE SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY IF LICENSEE IS LOCATED IN SUCH A JURISDICTION.
Gadzoom, Inc. and its licensors reserve the right to modify or discontinue any of the Services with or without notice. Gadzoom, Inc. and its licensors shall not be liable to Licensee or any third party should Gadzoom, Inc. and its licensors exercise their rights to modify or discontinue the services.
The terms of this End-User License Agreement (EULA) and the licenses granted hereunder are effective on the date you accept the terms of this End-User License Agreement (EULA) and shall continue unless this agreement is terminated by either party pursuant to the terms of this Agreement. Gadzoom, Inc. may terminate this Agreement immediately upon notice to you, in the event that you materially breach any of the terms hereof. You may terminate this Agreement at any time, with or without cause. As the Licensee, you may terminate this Agreement by sending either an email to customersupport@gadzoom.net requesting that your subscription be cancelled, or (b) a letter by United States Postal Service to Legal Department, Gadzoom, Inc. at the address listed on the Contact tab of the www.gadzoom.net website. Upon termination, the license granted hereunder shall terminate but the terms of this End-User License Agreement (EULA) which are intended to survive cancellation will remain in effect.
As part of the registration process, you will be required to provide an email address and authorization details. You agree to provide true, accurate, correct, and complete information to Gadzoom, Inc., as required when registering for any subscription service, and to notify Gadzoom, Inc. of any changes to such information. Gadzoom, Inc. reserves the right to decline any application from you to register for the subscription service, at its sole discretion. Once you become a registered subscriber, your log in details will be automatically sent to you by email. You may change your authorization details to protect your account after logging in to the Gadzoom website. As Licensee, you are entirely responsible for failing to maintain the confidentiality of your authorization details and account information. Furthermore, as Licensee, you are entirely responsible for any and all activities that occur under your account. Licensee agrees to immediately notify Gadzoom, Inc. and Gadzoom.net of any unauthorized use of your account or any other breach of security known to you.
As Licensee, you shall indemnify and hold harmless Gadzoom, Inc. and its licensors from and against any claims or lawsuits, including attorney's fees that arise or result from the use this Subscription/Software. Gadzoom, Inc. and its licensors expressly disclaims all warranties, including but not limited to warranties of fitness for a particular purpose and warranties of merchantability. In no event shall Gadzoom, Inc. and its licensors be responsible or liable with respect to any subject matter of this agreement or terms or conditions related thereto under any contract, negligence, strict liability or other theory (a) for loss or inaccuracy of data or cost of procurement of substitute goods, services, or technology, or (b) for any indirect, incidental or consequential damages including, but not limited to loss of revenues and loss of profits. In no event will Gadzoom, Inc. and its licensors, its affiliates or other suppliers be liable for direct, special, incidental, or consequential damages (including and without limitation, damages for loss of business profits, business interruption, loss of business information or other pecuniary loss) arising directly or indirectly from the use of this software, even if Gadzoom, Inc. and its licensors has been advised of the possibility that such damages may arise. Under no circumstances, including negligence, shall Gadzoom, Inc. and its licensors be liable for any incidental, special, indirect, or consequential damages arising out of or relating to this license. Some states and/or jurisdictions do not allow the exclusion of implied warranties or limitation of incidental or consequential damages so this limitation may not apply to you. In no event shall Gadzoom, Inc. and its licensors' total liability to you for all damages exceed the amount that you paid for the Subscription/Software. The foregoing shall not limit Licensee's obligations to pay any fees and/or other sums due under any order.
If Licensee is a U.S. Government agency, Licensee hereby acknowledges and agrees that the software being accessed through Services, as well as any software that is downloaded by any User or Device in connection with the Service, constitutes “Commercial Computer Software” as defined in Section 2.101 of the Federal Acquisition Regulation (“FAR”), 48 CFR 2.101. Therefore, in accordance with Section 12.212 of the FAR (48 CFR 12.212), and Sections 227.7202-1 and 227.7202-3 of the Defense Federal Acquisition Regulation Supplement (“DFARS”) (48 CFR 227.7202-1 and 227.7202-3), the use, duplication, and disclosure of the software and related Documentation by the U.S. Government or any of its agencies is governed by, and is subject to, all of the terms, conditions, restrictions, and limitations set forth in this Agreement. If, for any reason, FAR 12.212 or DFARS 227.7202-1 or 227.7202-3 or these license terms are deemed not applicable, Licensee hereby acknowledges that the Government's right to use, duplicate, or disclose the software and related Documentation are “Restricted Rights” as defined in 48 CFR Section 52.227-14(a) (May 2014) or DFARS 252.227-7014(a)(15) (Feb 2014), as applicable. Manufacturer is Gadzoom, Inc., 2940 W Maple Loop Dr, Ste. 204, Lehi, UT 84043.
Licensee represents and warrants that they are at least 18 years of age or, as applicable, the age of majority in the country, state, or province in which they reside, and that Licensee possess the legal right and ability to enter into this Agreement and to perform all obligations under this Agreement. Licensee agrees to be financially responsible for use of the Services (as well as for use of the Licensee's account by others) and to comply with all responsibilities and obligations as stated in this Agreement. Licensee confirms they are authorized to use the payment method present to Gadzoom, Inc. to satisfy payment for the Services.
Licensee is responsible for own content. Licensee is responsible for all materials (“Content”) uploaded, posted, or stored through licensee's use of the Software. Licensee grants Gadzoom, Inc. and ProjSync by Gadzoom a worldwide, royalty-free, non-exclusive license to host and use any Content provided through licensee's use of the Software. Licensee should archive Content frequently. Licensee is responsible for lost or unrecoverable Content. Licensee must provide all required and appropriate warnings, information, and disclosures to approved affiliates and users. Gadzoom, Inc. is not responsible for the content or data provided through licensee's use of the Software.
Licensee agrees not to use the Software, nor permit any third party to use of the Software to upload, post, distribute, link to, publish, reproduce, engage in or transmit any of the following, including but not limited to:
For the purposes of the California Consumer Privacy Act (“CCPA”), Gadzoom, Inc. shall be considered a Business and/or Third Party, as applicable. Where Gadzoom, Inc. acts as a Third Party, you represent, warrant, and covenant that all Personal Information provided or otherwise made available to Gadzoom, Inc. and ProjSync by Gadzoom is done so in compliance with applicable law, and that you have provided all necessary and appropriate notices and opt-outs, and otherwise have given all necessary and appropriate rights, to enable Gadzoom, Inc. and ProjSync by Gadzoom to (i) share any and all Personal Information you provided to Gadzoom Inc., ProjSync by Gadzoom, and any parent, subsidiary, affiliate, or related company of Gadzoom Inc. and (ii) use any such Personal Information in connection with any and all Gadzoom, Inc. and ProjSync by Gadzoom internal operations and functions, including, but not limited to, improving Gadzoom, Inc. products and/or services, operational analytics and reporting, internal financial reporting and analysis, audit functions and archival purposes. Notwithstanding the foregoing, the parties agree that the sharing of Personal Information between Gadzoom, Inc. does not constitute a “sale” of such Personal Information under the CCPA.
Licensee is responsible for all fees and charges imposed by Licensee's telephone carriers, wireless providers, and other voice and/or data transmission providers arising out of access to and use of the Services. If Licensee's broadband connection and/or telephone service fails, or Licensee experiences a power or other failure or interruption, the Services may also cease to function for reasons outside of Gadzoom's control.
Captions and headings are used herein for convenience only, are not a part of this Agreement, and shall not be used in interpreting or construing this Agreement.
The parties to this agreement are independent contractors and nothing in this Agreement creates a partnership, franchise, joint venture, agency, fiduciary, or employment relationship between or among the parties. Gadzoom, Inc. may subcontract responsibilities under this Agreement but remains responsible for its breach of this Agreement by the acts or omissions of Gadzoom, Inc., ProjSync by Gadzoom, its affiliates, or its subcontractors. No person or entity not a party to this Agreement will be deemed to be a third-party beneficiary of this Agreement or any provision hereof.
No waiver or amendment of any term or condition of this Agreement shall be valid or binding on any party unless agreed to in writing by both parties. Gadzoom, Inc.'s failure to enforce any term of this Agreement will not be construed as a waiver of the right to enforce any such terms in the future. Unless otherwise specified, remedies are cumulative. This Agreement may be agreed to online, by use of the Services and/or executed by electronic signature and in one or more counterparts. Neither party will be responsible or have any liability for any delay or failure to perform its non-monetary obligations hereunder to the extent due to unforeseen circumstances or causes beyond its reasonable control, including acts of God, earthquake, fire, flood, sanctions, embargoes, strikes, lockouts or other labor disturbances, civil unrest, failure, unavailability or delay of suppliers or licensors, riots, terrorist or other malicious or criminal acts, war, failure or interruption of the internet or third party internet connections or infrastructure, power failures, acts of civil and military authorities and severe weather (“Force Majeure”). The affected party will give the other party prompt written notice (when possible) of the failure to perform due to Force Majeure and use its reasonable efforts to limit the resulting delay in its performance.
Gadzoom, Inc. and its service providers may collect and use Logs for purposes of facilitating the Services, including securing, managing, measuring, and improving the Services. Logs may be used for purposes not specified in this Section only in an aggregated, anonymized form.
To the extent permitted by applicable law, Licensee agrees to allow Gadzoom to audit compliance with this Agreement.
As Licensee, you agree that all matters relating to your access to or use of the Site, including all disputes, will be governed by the laws of the United States and by the laws of the State of Utah and waive any objection to such jurisdiction or venue. Any claim must be brought within one (1) year after the cause of action arises, or such claim or cause of action is barred.
Any controversy or claim arising out of or relating to this contract or breach thereof shall be settled by arbitration in accordance with the laws of the State of Utah, and the judgment upon the award rendered by the arbitrator(s) may be entered in any court having jurisdiction thereof. Disputes alleging criminal or statutory violations are precluded from arbitration proceedings; Decisions reached by the arbitrator(s) will be based on standards of fairness and/or application of the law.
Gadzoom, Inc. and its licensors can, at its discretion, change these terms. When terms are changed, Gadzoom, Inc. and its licensors will notify you by publishing these changes to our website. If you use the website after Gadzoom, Inc. has published or notified you of the changes, you are agreeing to be bound by those changes. If you do not agree to be bound by those changes, you should not use the website. Gadzoom, Inc. may automatically amend this End-User License Agreement (EULA) at any time by (a) posting a revised End-User License Agreement (EULA) on the Gadzoom website and/or (b) sending information regarding the amendment to the email address you provide to Gadzoom, Inc. YOU ARE RESPONSIBLE FOR REGULARLY REVIEWING THE GADZOOM WEBSITE TO OBTAIN TIMELY NOTICE OF SUCH AMENDMENTS. YOU SHALL BE DEEMED TO HAVE ACCEPTED SUCH AMENDMENTS BY CONTINUING TO USE THE SERVICES AFTER SUCH AMENDMENTS HAVE BEEN MADE AND/OR POSTED OR INFORMATION REGARDING SUCH AMENDMENTS HAS BEEN SENT TO YOU. Otherwise, this End-User License Agreement (EULA) may not be amended except in writing signed by both you and Gadzoom, Inc.
Neither the rights nor the obligations under this End-User License Agreement are assignable by you, and any such attempted assignment or transfer shall be void and without effect. The United Nations Convention on Contracts for the International Sale of Goods shall not apply to this Agreement. In the event that any provision of this Agreement is found to be contrary to law, then such provision shall be construed as nearly as possible to reflect the intention of the parties, with the other provisions remaining in full force and effect. Any notice to you may be provided by email. By accepting this EULA, you agree that Gadzoom, Inc. may send you emails containing product and company news, information about exclusive offers, advice on product usage and other product and company-related information at any time. You may remove your email address from Gadzoom, Inc.'s mailing list at any time. This Agreement constitutes the entire agreement between the parties pertaining to the subject matter hereof, and any and all written or oral agreements previously existing between the parties are expressly cancelled.
Last Modified: October 18, 2022