LOVESAC STEALTHTECH APPLICATION END-USER LICENSE AGREEMENT
IMPORTANT— PLEASE CAREFULLY READ THE FOLLOWING TERMS AND CONDITIONS BEFORE INDICATING THAT YOU AGREE TO THIS END-USER LICENSE AGREEMENT ("EULA"). THIS EULA IS A LEGAL AGREEMENT BETWEEN YOU AND THE LOVESAC COMPANY ("Lovesac"). This EULA grants you a license to use the StealthTech software application, imposes obligations on you, disclaims warranties, and limits Lovesac’s liability, among other things.
The following definitions apply to this EULA:
"APPLICATION" means collectively the Lovesac StealthTech software application, related components, and related documentation accompanying the APPLICATION and/or this EULA.
"SERVICES" means online services and communications that may be accessible through the APPLICATION.
“You” or “your” means the individual or entity entering into this EULA.
If you do not agree to the terms of this EULA, do not click that you “agree” when prompted and/or do not download, install, or use the APPLICATION. By installing, copying, or otherwise using the APPLICATION, you agree to be bound by the terms of this EULA.
By using the APPLICATION or the SERVICES, you represent and warrant that you have the legal capacity and authority to enter into this EULA for yourself, if an individual, or for an entity you represent and that you or the entity you represent will use the APPLICATION and the SERVICES only in accordance with this EULA and all applicable laws. If you are agreeing this EULA or using the APPLICATION or the SERVICES on behalf of an entity, you warrant, represent, and covenant to Lovesac that you are duly authorized to agree to this EULA on behalf of the entity and to bind the entity.
Lovesac may have patents, patent applications, trademarks, copyrights, or other intellectual property rights covering subject matter in this EULA. This EULA does not give you any license to these patents, trademarks, copyrights, or other intellectual property except as expressly granted in paragraph 2 below. Lovesac, or its licensors, own and retain all right, title, and interest in and to the APPLICATION and SERVICES and all copyrights and other intellectual property rights herein. Lovesac reserves all rights not expressly granted to you.
1. APPLICATION LICENSE.
Copyright laws and international copyright treaties, as well as other intellectual property laws and treaties protect the APPLICATION. The APPLICATION is licensed pursuant to this EULA, not sold.
2. GRANT OF LICENSE.
This EULA grants you the following rights on compliance with the following conditions:
- You may download and install the APPLICATION onto a personal mobile device or personal computer (“Devices").
- You may use the APPLICATION to serve Devices and products obtained from LoveSac or its distributors.
- You may make a copy of the licensed APPLICATION for backup purposes only.
- You may not use the APPLICATION for commercial gain of any kind.
- You may not incumber or otherwise transfer rights or possession of the APPLICATION or any copy of the APPLICATION.
3. DESCRIPTION OF OTHER RIGHTS, LIMITATIONS AND CONDITIONS.
- You may not reverse engineer, decompile, disassemble, modify, translate, employ, or manipulate the APPLICATION or any part thereof, or enable or encourage others to do so. Nor may you
- Attempt to discover the source code or underlying ideas, algorithms, file formats, programming, or interoperability interfaces of the APPLICATION; or
- Create any derivative of the APPLICATION by its portion, extract, selection, arrangement, adaptation, or compilation of the Application.
- The foregoing does not apply to the extent otherwise expressly permitted under applicable law or by licensing terms governing use of any open sourced components included within the APPLICATION.
- You may not transfer, assign, sell, re-sell, offer for sale, loan, rent, lease, borrow, or transfer the use of copies or distribute the APPLICATION to a third party.
- You may not remove, obscure, or alter Lovesac’s or any third party's product names, trademarks or patent, copyright, or other proprietary rights notices, or ownership attribution statements affixed to or contained within or accessed in conjunction with or through the APPLICATION.
- This license is also subject to the terms of any mobile application retailer where the APPLICATION was purchased or otherwise acquired, such as, for example, the Usage Rules of Apple Inc.'s App Store Terms of Service (located at https://www.apple.com/legal/internet-services/itunes/us/terms.html) or the Terms of Service of Google, Inc.'s Google Play Store (located at https://play.google.com/about/play-terms/index.html).
4. OPEN SOURCE CONTENT.
This EULA does not apply to any open source software included in the APPLICATION (“Open Source Components”). The attribution notices applicable to the Open Source Components relating to the APPLICATION, and associated applicable licenses, are found at: www.lovesac.com/StealthTech-App-Open-Source-Agreement. Your use of each Open Source Component is subject to the terms of each applicable end user license that accompanies such Open Source Component. You must agree to the terms of each such applicable license, or you should not use the APPLICATION. Nothing in this EULA limits your rights under, or grants you rights that supersede the terms or conditions of any applicable end user license for the Open Source Components.
5. DISCLAIMER OF WARRANTY.
The APPLICATION and SERVICES provided by Lovesac, including open source code, are provided "as is" and without warranties of any kind, express or implied.
Lovesac and such third parties expressly disclaim to the fullest extent permitted by law all express, implied, and statutory warranties, including, without limitation, the warranties of merchantability, satisfactory quality, fitness for a particular purpose, and noninfringement of intellectual property rights.
It is at your own discretion and risk, that you download and/or use the APPLICATION. You will be solely responsible for any damages to your devices or loss of data that results from use of the APPLICATION or SERVICES.
Lovesac makes no warranties or representations that the functions contained in the APPLICATION or SERVICES will meet your requirements, that the operation of the APPLICATION or SERVICES will be uninterrupted or error-free, or that defects in the APPLICATION or SERVICES will be corrected. You may have other warranty rights, which may vary from country to country. Some jurisdictions do not allow exclusions of implied warranties or limitations of applicable statutory rights of consumers.
THE FOREGOING DOES NOT AFFECT ANY WARRANTIES WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
6. LIMITATIONS ON LIABILITY.
To the maximum extent permitted by applicable law, in no event shall Lovesac or its employees, officers, directors, members, managers, contractors, agents, distributors or suppliers be liable for any special, incidental, indirect, punitive, consequential damages whatsoever (including, without limitation, loss of data, loss of profit, loss or damages to property, injuries to any person or any pecuniary loss), regardless of the theory of liability (contract, tort, or otherwise) arising out of the use of or inability to use the APPLICATION, even if Lovesac has been advised of the possibility of such damages. In no event shall Lovesac’s total liability to you for any damages under any provision of this EULA or arising out of or relating to your use of the APPLICATION or SERVICES (other than as may be required by applicable law) exceed the amount of fifty dollars ($50.00).
THE FOREGOING DOES NOT AFFECT ANY WARRANTIES WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
7. U.S. GOVERNMENT RIGHTS.
If a license is acquired by or on behalf of a civilian agency, the U.S. Government acquires such license to the APPLICATION and/or the APPLICATION documentation and other technical data subject to the terms of this EULA as specified in 48 C.F.R. 12.212 (Computer Software) and 12.211 (Technical Data) of the Federal Acquisition Regulation (“FAR”) and its successors. If acquired by or on behalf of any agency within the Department of Defense (“DOD”), the U.S. Government acquires a license to the SOFTWARE and/or the APPLICATION documentation subject to the terms of this EULA as specified in 48 C.F.R. 227.7202-3 of the DOD FAR Supplement (“DFARS”) and its successors. This U.S. Government Rights clause is in lieu of, and supersedes, any other FAR, DFARS, or other clause or provision that addresses Government rights in computer software or technical data under this EULA.
Lovesac may from time-to-time in its sole discretion develop and provide APPLICATION updates, which may include upgrades, bug fixes, patches, other error corrections, and/or new features, including related documentation (“Updates”). Updates may also modify or delete in their entirety certain features and functionality. You agree that Lovesac has no obligation to provide any Updates or to continue to provide or enable particular features or functionality, and that Lovesac may at any time without liability to you or anyone else modify or update the APPLICATION or SERVICES. If updates are provided, based on your Device settings, when your Device is connected to the internet either:
(i) The APPLICATION will automatically download and install all available Updates; or
(ii) You may receive notice of or be prompted to download and install available Updates.
You shall promptly download and install all Updates and acknowledge and agree that the APPLICATION or portions thereof may not properly operate should you fail to do so. You further agree that all Updates will be deemed part of the APPLICATION and be subject to all terms and conditions of this EULA.
Lovesac may collect and use technical data and related information, including but not limited to, technical information about the APPLICATION and related devices, systems, software, and peripherals, that is gathered periodically to facilitate the provision of UPDATES, product support, and other services related to the APPLICATION. Among its other rights, Lovesac may use data that does not specifically identify you to improve its products, services, or technologies.
10. EXPORT RESTRICTIONS.
You will comply with the laws and regulations of the United States governing exports and re-exports of the APPLICATION.
11. NO CLASS ACTIONS.
You may only resolve disputes with Lovesac on an individual basis and may not bring a claim as plaintiff or a class member in a class, consolidated, or representative action.
12. TERM AND TERMINATION.
The term of this EULA commences when you download, install, or use the APPLICATION and will continue in effect until terminated by you or Lovesac. You may terminate this EULA by deleting the APPLICATION and all copies thereof from your Device, including all archival copies. Lovesac may terminate this EULA at any time without notice if it ceases to support or provide the APPLICATION, which Lovesac may do in its sole discretion, without prejudice to any other rights. In addition, this EULA will terminate immediately and automatically without any notice if you violate any of the terms or conditions of this EULA. Upon termination:
(i) All rights granted to you under this EULA will also terminate; and
(ii) You must cease all use of the APPLICATION and delete all copies of the APPLICATION from your Device and account, including all archival copies.
Termination will not limit any of Lovesac's rights or remedies at law or in equity.
13. GOVERNING LAW; SEVERABILITY.
This EULA shall be governed by, and construed in accordance with, the laws of the State of Utah, without regard to choice or conflicts of law principles of any jurisdiction. You agree and consent to the exclusive jurisdiction of the courts of the State of Utah for all purposes regarding this EULA and use of the APPLICATION or SERVICES and further agree and consent that venue of any action brought relating thereto shall be exclusively in Salt Lake County, Utah. You and Lovesac agree that personal jurisdiction is proper in the state and Federal District Courts located in the State of Utah. Your use of the APPLICATION may also be subject to other local, state, national, or international laws.
If any provision of this EULA is considered unlawful, void or otherwise unenforceable, then that provision shall be deemed severable from this license and not affect the validity and enforceability of any other provisions. In lieu of such illegal, invalid, or unenforceable provision, there shall be added automatically as a part of this EULA a legal, valid and enforceable provision of similar terms to the extent legally possible.
14. ENTIRE AGREEMENT.
This EULA sets forth the entire agreement between you and Lovesac with respect to the APPLICATION and SERVICES and supersedes all prior agreements, written or oral, with respect to the APPLICATION. Any amendment to or modification of these terms must be accepted by an authorized representative of both you and Lovesac.
Lovesac reserves all rights not expressly granted herein.
The failure of either party to enforce any rights or obligations under these terms, or to take any action against the other party in the event of any breach, shall not be considered a waiver of subsequent enforcement of rights or subsequent actions in the event of future breaches.
Sections 3, 5, 6, 10, 11, 13, 14, and 15 will survive the termination of this EULA.