END USER LICENSE AGREEMENT
IMPORTANT—READ CAREFULLY: This End-User License Agreement (“EULA”) is a legal agreement between you (either an individual or a single entity) and Ring a Meal, LLC (“Ring a Meal”) for the software that accompanies this EULA (“Software”). It includes computer software and online or electronic documentation.
YOU AGREE THAT BY INSTALLING, COPYING, OR OTHERWISE USING THE SOFTWARE YOU WILL BE BOUND TO THE TERMS OF THIS EULA. IF YOU DO NOT AGREE, DO NOT INSTALL, COPY OR USE THE SOFTWARE.
1. GRANT OF LICENSE
Subject to the terms of this EULA, Ring a Meal hereby grants you a nonexclusive, nontransferable license, solely for your internal business purposes to install, use, access, display, run, or otherwise interact with one copy of the Software on a single computer, workstation, terminal, or other digital electronic device, up to the maximum number of licenses you have purchased.
2. LICENSE RESTRICTIONS
Your license to the Software is subject to the following limitations and restrictions:
a. You may not reverse engineer, decompile, or disassemble the Software, except and only to the extent that applicable law expressly permits such activity.
b. The Software is licensed as a single product. You may not separate its component parts for use on more than one computer.
c. This EULA does not grant you any rights in connection with any trademarks or service marks of Ring a Meal.
d. You may not rent, lease, lend, license, sublicense, convey, sell, transfer, publish, disclose, display or otherwise make available the Software or any right in the Software to any third party.
e. You may not modify the Software or create similar works based upon the Software.
3. TERMINATION
Without prejudice to any other rights, Ring a Meal may terminate this EULA if you fail to comply with the terms and conditions of this EULA. Upon such termination, you must stop using the Software and destroy all copies of the Software and all of its component parts.
4. RESERVATION OF RIGHTS; COPYRIGHT
Copyright laws and international copyright treaties, as well as other intellectual property laws and treaties protect the Software. The Software is licensed, not sold. Other than the license granted to you, this EULA does not convey to you any intellectual property rights in or to the Software, including any update or upgrade to the Software. You acknowledge and agree that Ring a Meal retains all right, title, and interest in and to the Software and you have no right, title or interest in or to the Software or related documentation, other than the license specified in this EULA.
5. VIOLATIONS OF THE AGREEMENT
Ring a Meal reserves the right to seek all remedies available at law and in equity for violations of this EULA.
6. DISCLAIMER OF WARRANTIES.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SOFTWARE IS PROVIDED “AS IS” AND WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. RING A MEAL AND ITS SUPPLIERS DISCLAIM ALL WARRANTIES AND CONDITIONS, WHETHER EXPRESS OR IMPLIED, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, WITH REGARD TO THE SOFTWARE, ALL OF WHICH YOU AGREE TO WAIVE. NEITHER DOES RING A MEAL WARRANT THAT ANY OPERATION OF THE SOFTWARE WILL BE UNINTERRUPTED OR ERROR-FREE. YOU ACKNOWLEDGE THAT PROGRAMS AND HARDWARE CAN MALFUNCTION OR BECOME ALTERED, RESULTING IN LOSS OF DATA, AND THAT YOU SHOULD IMPLEMENT PERIODIC BACKUP PROCEDURES AND VERIFICATION OF DATA ACCURACY. THIS LIMITED WARRANTY GIVES YOU SPECIFIC LEGAL RIGHTS. THE EXCLUSION OF IMPLIED WARRANTIES SET FORTH ABOVE SHALL NOT APPLY TO THE EXTENT THAT SUCH EXCLUSION IS PROHIBITED BY APPLICABLE LAW.
7. LIMITATION OF LIABILITY.
RING A MEAL SHALL HAVE NO LIABILITY WITH RESPECT TO ITS OBLIGATIONS UNDER THIS AGREEMENT FOR DIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES EVEN IF IT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
8. CHANGES TO THE AGREEMENT
We may change this Agreement from time to time and without prior notice. If we make a change to this Agreement, it will be effective as soon as we post it, and the most current version of this Agreement will always be available at the “Terms of Use” link (“Updated Terms”). If we make a material change to the Agreement, we will notify you. You agree that you will review this Agreement periodically. By continuing to access or use the Software after we post Updated Terms, you agree to be bound by the Updated Terms, and if you do not agree to Updated Terms, you will stop using the Software. This Agreement will govern any disputes arising before the effective date of the Updated Terms.
9. Disputes.
The laws of the Commonwealth of Virginia shall apply to all matters arising under or related to this Agreement, without reference to conflicts of laws principles. Any dispute regarding this Agreement shall be litigated in a court of law located in Fairfax County. The parties consent to the exclusive exercise by such courts of personal jurisdiction over them and each party waives any objection it might otherwise have to venue, personal jurisdiction, inconvenience of forum, or any similar or related doctrine. The parties agree that the provisions of the United Nations Convention on Contracts for the International Sale of Goods do not apply to this Agreement.
10. EXPORT RESTRICTIONS.
You acknowledge that the Software is of U.S. origin and subject to U.S. export jurisdiction. You agree to comply with all applicable international and national laws that apply to the Software, including the U.S. Export Administration Regulations, as well as end-user, end-use, and destination restrictions issued by U.S. and other governments.
11. MISCELLANEOUS.
This EULA is the entire agreement between you and Ring a Meal relating to the Software, superseding all prior or contemporaneous oral or written communications, proposals, and representations with respect to the Software or any other subject matter covered by this EULA. If a court of competent jurisdiction holds that one section of the EULA is not lawful, the rest of the EULA remains valid and in force. A party’s failure to exercise any right under this EULA will not constitute a waiver of (a) any other terms or conditions of this EULA, or (b) a right at any time afterward to require compliance with the terms of this EULA. Each party is an independent contractor and does not have the authority to bind, represent or commit the other party to any obligation. Nothing in this EULA will be deemed or construed to create a joint venture, partnership or agency relationship between the parties for any purpose. Headings used in this Agreement are for reference purposes only and will not modify the meaning of the terms and conditions of this Agreement. The words “include,” “includes” and “including” shall be deemed to be followed by the phrase “without limitation” or the phrase “but not limited to”. The word “will” shall be construed to have the same meaning and effect as the word “shall,” and vice versa.