Terms & Conditions
End User License Agreement (EULA)
This End User License Agreement ("EULA") is a legal agreement between you ("End User" or "you") and ArcLight Software LLC. ("BotSquare" or "we" or "us" or "our") regarding your use of the BotSquare mobile application and web application (collectively, the "Software"). By installing, accessing, or using the Software, you agree to be bound by the terms of this EULA. If you do not agree to the terms of this EULA, do not install, access, or use the Software.
1. License Grant
Subject to the terms of this EULA, BotSquare grants you a limited, non-exclusive, non-transferable, non-sublicensable, and revocable license to install and use the Software for your personal, non-commercial purposes on devices that you own or control. You may not use the Software for any other purpose without the prior written consent of BotSquare.
You may not (a) modify, adapt, translate, reverse engineer, decompile, disassemble, or create derivative works based on the Software; (b) rent, lease, sublicense, distribute, or otherwise transfer the Software; (c) remove, obscure, or alter any proprietary notices or labels on the Software; (d) use the Software to develop a competing product or service; (e) use the Software in violation of any applicable laws or regulations; or (f) use the Software in any manner that could damage, disable, overburden, or impair the Software or interfere with any other party's use and enjoyment of the Software.
3. Intellectual Property Rights
All rights, title, and interest in and to the Software, including all intellectual property rights therein, are owned by BotSquare or its licensors. The Software is protected by copyright laws and international treaty provisions. All rights not expressly granted under this EULA are reserved by BotSquare.
3. User Content
You are solely responsible for all content, including but not limited to text, images, and data (collectively, "User Content"), that you create, transmit, or display while using the Software. By submitting User Content through the Software, you grant BotSquare a worldwide, non-exclusive, royalty-free, sublicensable, and transferable license to use, reproduce, distribute, display, and perform the User Content in connection with the Software and BotSquare's business. You represent and warrant that you own or have the necessary rights to submit User Content and that the User Content does not infringe, misappropriate, or violate any third-party rights.
This EULA is effective until terminated by you or BotSquare. Your rights under this EULA will terminate automatically without notice from BotSquare if you fail to comply with any term(s) of this EULA. Upon termination, you must cease all use of the Software and destroy all copies, full or partial, of the Software.
6. Disclaimer of Warranties
The Software is provided "AS IS" and without warranty of any kind. To the maximum extent permitted by applicable law, BotSquare disclaims all warranties, express or implied, including but not limited to any implied warranties of merchantability, fitness for a particular purpose, and non-infringement.
7. Limitation of Liability
To the maximum extent permitted by applicable law, in no event shall BotSquare be liable for any direct, indirect, incidental, special, consequential, or punitive damages whatsoever, including but not limited to damages for loss of profits, loss of data, business interruption, or any other commercial damages or losses, arising out of or related to your use or inability to use the Software, however caused, regardless of the theory of liability (contract, tort, or otherwise), even if BotSquare has been advised of the possibility of such damages. In no event shall BotSquare's total liability to you for all damages exceed the amount of fifty U.S. dollars ($50.00). The foregoing limitations will apply even if the above-stated remedy fails of its essential purpose.
You agree to indemnify, defend, and hold harmless BotSquare, its affiliates, officers, directors, employees, agents, licensors, and suppliers from and against all claims, liabilities, losses, expenses, damages, and costs, including reasonable attorneys' fees, resulting from (a) your violation of this EULA, (b) your use of the Software, or (c) any User Content you submit, post, or transmit through the Software.
9. Governing Law and Jurisdiction
This EULA and any dispute or claim arising out of or in connection with it or its subject matter or formation shall be governed by and construed in accordance with the laws of the State of California, without regard to its conflict of law provisions. You and BotSquare agree to submit to the exclusive jurisdiction of the courts located within the county of Los Angeles, California, to resolve any legal matter arising from the EULA.
10. Export Control
You agree to comply with all applicable export and re-export control laws and regulations, including the Export Administration Regulations maintained by the U.S. Department of Commerce and the trade and economic sanctions maintained by the U.S. Department of Treasury's Office of Foreign Assets Control. You warrant that you are not located in any prohibited jurisdiction and that you are not on any U.S. Government list of prohibited persons or entities.
11. Changes to EULA
BotSquare may modify this EULA from time to time. If we make material changes to this EULA, we will notify you by posting the revised EULA on our website or through the Software. Your continued use of the Software after such notification of changes will constitute your acceptance of the modified EULA.
This EULA constitutes the entire agreement between you and BotSquare concerning the Software and supersedes all prior or contemporaneous communications, whether electronic, oral, or written, between you and BotSquare with respect to the Software. If any provision of this EULA is held to be invalid or unenforceable, the remaining provisions shall remain in full force and effect. No waiver of any term of this EULA shall be deemed a further or continuing waiver of such term or any other term. BotSquare's failure to assert any right or provision under this EULA shall not constitute a waiver of such right or provision.
13. Contact Information
If you have any questions, complaints, or claims with respect to the Software or this EULA, you may contact us at:
ArcLight Software LLC
15526 Balsam CT
Chino Hills, CA 91709
14. Third-Party Software
The Software may contain or be distributed with third-party software or components that are subject to additional terms and conditions. By using the Software, you acknowledge and agree to comply with such additional terms and conditions.
15. U.S. Government Users
If you are a U.S. Government user or otherwise accessing or using the Software in a U.S. Government capacity, the Software is provided with "RESTRICTED RIGHTS." Use, duplication, or disclosure by the U.S. Government is subject to restrictions as set forth in the Federal Acquisition Regulation (FAR) and the Defense Federal Acquisition Regulation Supplement (DFARS), including any amendments thereto, as applicable.
You may not assign or transfer your rights or obligations under this EULA without the prior written consent of BotSquare. BotSquare may assign or transfer this EULA, in whole or in part, without restriction.
17. Force Majeure
BotSquare shall not be liable for any delay or failure to perform resulting from causes outside its reasonable control, including, but not limited to, acts of God, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, accidents, strikes or shortages of transportation facilities, fuel, energy, labor or materials.
If any provision of this EULA is held to be illegal, invalid, or unenforceable under any present or future law, then that provision shall be fully severable. This EULA shall be construed and enforced as if the illegal, invalid, or unenforceable provision had never comprised a part of this EULA, and the remaining provisions of this EULA shall remain in full force and effect and shall not be affected by the illegal, invalid, or unenforceable provision or by its severance from this EULA.
All notices or other communications required or permitted to be given under this EULA shall be in writing and shall be deemed given when delivered personally, sent by certified or registered mail, return receipt requested, or sent by email to the addresses specified in this EULA, or to such other address as either party may designate by notice to the other party.
20. No Partnership or Agency
Nothing in this EULA is intended to, or shall be deemed to, establish any partnership or joint venture between the parties, constitute either party the agent of the other party, or authorize either party to make or enter into any commitments for or on behalf of the other party.
This EULA has been prepared in the English language and the English language version shall control in all respects. Any non-English translations of this EULA provided by BotSquare are for convenience only and are not binding on the parties. All communications and notices made or given pursuant to this EULA shall be in the English language.
Any provisions of this EULA that by their nature should survive termination, including but not limited to provisions on intellectual property rights, disclaimer of warranties, limitation of liability, indemnification, and governing law, shall survive the termination of this EULA and continue in full force and effect.
By clicking "I Agree" or by installing, accessing, or using the Software, you acknowledge that you have read, understood, and agree to be bound by the terms and conditions of this EULA. If you do not agree to these terms and conditions, do not install, access, or use the Software.
The section headings in this EULA are for convenience only and have no legal or contractual effect.
24. Electronic Communications
By using the Software, you consent to receive electronic communications from BotSquare, such as notifications, agreements, legally required disclosures, or other information, in writing or otherwise. You agree that all agreements, notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing.
25. Injunctive Relief
You acknowledge and agree that a breach or threatened breach of any of your obligations under this EULA, including but not limited to unauthorized use of the Software or infringement of BotSquare's intellectual property rights, would cause irreparable harm to BotSquare for which monetary damages would not be an adequate remedy, and that BotSquare shall be entitled to equitable relief, including but not limited to injunctive relief, without posting a bond or proving actual damages, in addition to any other remedy it may have at law or in equity.
If you provide any feedback, suggestions, or comments regarding the Software, you agree that BotSquare may use such feedback, suggestions, or comments in any manner and for any purpose, without compensation to you or any obligation to keep such feedback, suggestions, or comments confidential.
This EULA, together with any other legal notices, terms, or policies published by BotSquare on its website or within the Software, shall constitute the entire agreement between you and BotSquare concerning the Software, and supersede all prior or contemporaneous understandings, whether written or oral, regarding the subject matter of this EULA.
BotSquare may from time to time, in its sole discretion, develop and provide updates to the Software, which may include upgrades, bug fixes, patches, other error corrections, and/or new features (collectively, "Updates"). Updates may also modify or delete in their entirety certain features and functionality. You agree that BotSquare has no obligation to provide any Updates or to continue to provide or enable any particular features or functionality.
29. Beta Versions
From time to time, BotSquare may offer you access to a pre-release, experimental, or beta version of the Software ("Beta Version"). You acknowledge and agree that your use of any Beta Version is at your own risk and that Beta Versions may contain errors, bugs, or other issues that could cause system or other failures and data loss. Beta Versions are provided "AS IS" with no warranties, express or implied, and BotSquare disclaims all warranties, including but not limited to any implied warranties of merchantability, fitness for a particular purpose, and non-infringement. In no event shall BotSquare be liable for any damages arising from your use of a Beta Version. BotSquare may terminate your access to a Beta Version at any time and for any reason, with or without notice.
BotSquare may, at its discretion, provide technical support for the Software. Any support provided by BotSquare is provided "AS IS" without warranties of any kind, and your use of any such support is at your own risk.
31. Open Source Components
The Software may include open source software components, which are subject to their respective open source licenses. To the extent any such open source software components are governed by a separate open source license that is inconsistent with the terms of this EULA, such open source license shall take precedence over the terms of this EULA, but solely with respect to the open source software components to which it applies.
32. Applicable Law
If you access or use the Software from a location outside the United States, you are responsible for compliance with all local laws. You agree that you will not use the Software in any country or in any manner prohibited by any applicable laws, restrictions, or regulations.
33. No Third-Party Beneficiaries
This EULA is for the sole benefit of the parties hereto and their respective successors and permitted assigns and nothing herein, express or implied, is intended to or shall confer upon any other person or entity any legal or equitable right, benefit, or remedy of any nature whatsoever under or by reason of this EULA.
34. Questions and Contact Information
If you have any questions regarding this EULA or the Software, please contact BotSquare at the contact information provided in Section 14 of this EULA.
35. Compliance with Laws
You agree to use the Software in compliance with all applicable laws, regulations, and rules, including but not limited to any data protection and privacy laws. You are solely responsible for ensuring that your use of the Software is in accordance with such laws, regulations, and rules, and you agree to indemnify, defend, and hold harmless BotSquare from and against any claims, damages, or losses arising from your non-compliance with any applicable laws, regulations, or rules.
36. Mobile Application Usage
If you access the Software via a mobile application, you acknowledge that you are responsible for any mobile data or other charges that you may incur as a result of your use of the mobile application. You also acknowledge that the mobile application may require access to certain features or functionality of your mobile device, such as location services, and you agree to grant the mobile application such access as necessary for its proper functioning.
37. Links to Third-Party Websites
The Software may contain links to third-party websites or services that are not owned or controlled by BotSquare. BotSquare has no control over, and assumes no responsibility for, the content, privacy policies, or practices of any third-party websites or services. You acknowledge and agree that BotSquare shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any such content, goods, or services available on or through any such websites or services.
38. Dispute Resolution and Arbitration
Any dispute, claim, or controversy arising out of or relating to this EULA or the Software, including the determination of the scope or applicability of this agreement to arbitrate, shall be determined by arbitration, before a single arbitrator. The arbitration shall be administered by the American Arbitration Association under its Commercial Arbitration Rules. The place of arbitration shall be Los Angeles, California, United States, and the language of the arbitration shall be English. Judgment on the arbitration award may be entered in any court having jurisdiction thereof. The arbitrator shall have the authority to grant any remedy or relief that a court could grant under applicable law. The parties agree that the arbitrator's decision shall be final and binding, and any award rendered by the arbitrator may be confirmed and enforced in any court of competent jurisdiction.
39. Class Action Waiver
Any dispute resolution proceedings, whether in arbitration or court, will be conducted only on an individual basis and not in a class, consolidated, or representative action. If for any reason a claim proceeds in court rather than in arbitration, each party waives any right to a jury trial.
40. Equitable Relief
You acknowledge and agree that your breach of this EULA would cause BotSquare irreparable harm for which money damages alone would be inadequate. In addition to damages and any other remedies to which BotSquare may be entitled, you agree that BotSquare may seek injunctive relief to prevent the actual, threatened, or continued breach of this EULA.
41. Termination for Convenience
BotSquare reserves the right to terminate this EULA and your access to the Software for any reason or no reason, upon providing thirty (30) days' prior written notice to you. In the event of such termination, BotSquare's sole obligation to you shall be to refund any prepaid fees on a prorated basis for the unused portion of the term, if applicable.
In this EULA, unless the context otherwise requires: (a) the singular includes the plural and vice versa; (b) references to sections or clauses are to sections or clauses of this EULA; (c) references to this EULA include this EULA as amended or modified from time to time; (d) the headings are for ease of reference only and shall not affect the interpretation of this EULA; and (e) references to "include" or "including" shall be deemed to be followed by "without limitation" or "but not limited to" whether or not they are followed by such phrases.
This EULA may be executed in any number of counterparts, each of which when executed and delivered shall constitute a duplicate original, but all the counterparts shall together constitute the one EULA.
Nothing in this EULA shall be construed as creating an exclusive relationship between you and BotSquare. You acknowledge and agree that BotSquare may, at its sole discretion, provide the Software to other users or customers, and you shall have no right to object to or prevent such provision.
By using the Software, you acknowledge that you have read, understood, and agree to be bound by the terms and conditions of this EULA. If you do not agree to these terms and conditions, do not use the Software.
BotSquare reserves the right, at its sole discretion, to modify or replace this EULA at any time. If a revision is material, BotSquare will provide at least thirty (30) days' notice prior to any new terms taking effect. What constitutes a material change will be determined at BotSquare's sole discretion. By continuing to access or use the Software after any revisions become effective, you agree to be bound by the revised terms. If you do not agree to the new terms, you are no longer authorized to use the Software.
No failure or delay by a party to exercise any right or remedy provided under this EULA or by law shall constitute a waiver of that or any other right or remedy, nor shall it preclude or restrict the further exercise of that or any other right or remedy. No single or partial exercise of such right or remedy shall preclude or restrict the further exercise of that or any other right or remedy.
47. Entire Agreement
This EULA, together with any other legal notices, terms, or policies published by BotSquare on its website or within the Software, constitutes the entire agreement between you and BotSquare with respect to the subject matter hereof and supersedes and replaces all prior or contemporaneous understandings or agreements, written or oral, regarding such subject matter.
48. Export Control
You agree to comply with all export and re-export restrictions and regulations of the Department of Commerce and any other United States or foreign agencies and authorities in connection with your use of the Software and to not transfer or authorize the transfer of the Software to a prohibited country or otherwise in violation of any such restrictions or regulations.
49. Relationship of the Parties
This EULA does not create any partnership, joint venture, employer-employee, agency, or franchisor-franchisee relationship between you and BotSquare.
By using the Software, you acknowledge that you have read, understood, and agree to be bound by the terms and conditions of this EULA. If you do not agree to these terms and conditions, do not use the Software.
In conclusion, by accessing or using the BotSquare Software, you agree to be bound by the terms and conditions set forth in this End User License Agreement (EULA). If you do not accept these terms and conditions, you are not authorized to access or use the Software. BotSquare reserves the right to update, amend, or modify this EULA at its discretion. Your continued use of the Software following any changes to the EULA signifies your acceptance of those changes.
Remember to always review the EULA and stay informed about any updates to ensure compliance with the terms and conditions. If you have any questions or concerns regarding this EULA, please do not hesitate to contact BotSquare as indicated in Section 35 of this EULA. Thank you for choosing BotSquare, and we hope you enjoy using our Software.