END USER LICENSE AGREEMENT.
This end-user license agreement (“Agreement”) is a legal agreement
between you (either an individual or a single entity), hereinafter
sometimes referred to as “You,” “End User” or “Licensee,” and Guest and Guide OÜ (“G&G”) for the
Learning Materials accompanying this Agreement. Any and all uses of the Learning Materials are
governed by the terms of this Agreement. If you do not agree to the terms of this Agreement, you should not
install, copy, download or use the Learning Materials. You agree that your use of the software acknowledges
that you have read this agreement, understand it, and agree to be bound by its terms and conditions, and that
you represent and warrant that you are an adult and are either accepting this Agreement on behalf of yourself
or on behalf of your child or ward, as the case may be. If the End User has not attained the age of majority,
he/she is obliged to obtain the necessary permission in the form required by law from the parents or other legal
It is hereby understood and agreed that, as between you and G&G, G&G, is the owner of all right titles, ownership rights, intellectual property rights and interests in and to the Learning Materials and all copies thereof, regardless of the media or form of the original download, whether online, by disk or otherwise. You, as Licensee, through your downloading, installing, copying or use of this product do not acquire any ownership rights to the Learning Materials.
The Learning Materials is licensed, not sold, to you by G&G for use only under the terms and conditions of this Agreement. The Learning Materials is protected by copyright laws and international copyright treaties, as well as other intellectual property laws and treaties. The rights granted herein are limited to G&G’s and its licensors’ intellectual property rights in the Learning Materials and do not include any other patents or intellectual property rights.
The Learning Materials, as used in this Agreement, means, collectively and/or as applicable:
- The Learning Materials package;
- Any and all contents, components, attachments, media, and code with which this Agreement is provided and delivered via disk or a Website;
- Any and all Site design, characters, images, graphics, photographs, art, art work, clip art, text, fonts, music, sounds, voices or other sensory content (the “Learning Content”);
- Related explanatory written materials and instructions, and any other possible documentation related thereto (“Documentation”);
- Upgrades, modified versions, updates, additions, expansion packs and copies of the Learning Materials (the “Upgrades”), if any, provided to you by G&G under this Agreement.
The terms of this Agreement will govern any Upgrades provided by G&G that replace and/or supplement the original Learning Materials, unless such Upgrade is accompanied by a separate license in which case the terms of that license will govern.
GRANT OF LICENSE AND RESTRICTIONS.
- Subject to your agreement to and continuing compliance with this Agreement, G&G hereby grants, and you hereby accept, a limited, non-exclusive, non-transferable End User license to use the Learning Materials for self-training sessions.
- Unless provided otherwise in the Documentation, you shall not display, modify, reproduce and distribute any Learning Content, or portion(s) thereof, included with or relating to the Learning Materials, if any. Any such authorized display, modification, reproduction and distribution shall be in full accord with this Agreement.
- Under no circumstances will your use, display, modification, reproduction and distribution of the Learning Content give you any intellectual property or proprietary rights in the Learning Content or in any logos and/or trade or service marks of G&G. All rights, title, and interests belong solely to G&G and its licensors.
- Except for using of the Learning Materials for self-training sessions, you shall not, without G&G’s express written consent:
Any use of the Learning Materials in violation of these limitations will be regarded as an infringement of G&G’s copyrights in and to the Learning Materials.
- Copy or reproduce, auction, loan, lease, sublicense, gift or transfer the Learning Materials;
- Modify, adapt, translate, reverse engineer, derive source code from, disassemble, decompile or create derivative works based on the Learning Materials or any accompanying materials.
- By accepting the terms of this Agreement, you further agree that you will not, under any circumstances:
- exploit the Learning Materials or any of its part for any commercial purpose, including without limitation (a) for training of third parties; (b) the sale of educational materials; (c) the creation of new educational materials;
- remove, disable or circumvent any security protections, proprietary notices or labels contained on or within the Learning Materials;
Any use of the Learning Materials in violation of these limitations will be regarded as an infringement to this Agreement and will be pursued to the fullest extent permissible under the law.
DESCRIPTION OF OTHER RIGHTS AND LIMITATIONS.
- From time to time, at G&G’s sole discretion, G&G may provide you with support services related to the Learning Materials (“Support Services”). G&G reserves the right to alter, suspend, and terminate the Support Services at any time and for any reason. You can contact G&G for Support Services at firstname.lastname@example.org or http://govoriporusski.com/en/contacts.
- Any supplemental software, code, content, or media provided to you in the course of Support Services shall be considered part of the Learning Materials and subject to the terms and conditions of this Agreement.
- You shall not modify, sublicense, assign, or transfer the Learning Materials or any rights under this Agreement, except as expressly provided in this Agreement. Any attempt to otherwise sublicense, assign, or transfer any of the rights, duties, or obligations will be void.
- G&G shall have the right, at any time, without notice to the End User to: (1) change the conditions of access to Learning Materials; (2) modify the content of Learning Materials; (3) to change the scope of delivery of Learning Materials.
End User agrees to take appropriate measures to ensure the safety of its account on the Site and passwords and to prevent unauthorized use of these by a third party. If End User has reason to believe that third parties have obtained such information or can obtain it, End Users shall immediately inform G&G and change their data. Unauthorized access by any third parties to End User’s personal information and account on the Site is strictly forbidden. End User agrees and acknowledges that he/she shall not sell, give or transfer its account or personal information to any third parties.
COLLECTION AND USE OF PERSONAL INFORMATION.
G&G shall have the right to collect End User’s personal and technical information, including but not limited to age, country of residence, IP address, computer configuration and software usage, which is gathered periodically to facilitate the provision of software updates, product support and other services related to the Learning Materials. G&G may use this information to improve its products or to provide services or technologies to End User. Such information shall not be sold or transferred to any third parties without the previous consent of End User.
- This License is effective until terminated. Licensee may terminate it at any time by destroying the Learning Materials with all copies, full or partial, and removing all of its component parts. G&G may terminate this Agreement at any time for any reason. Upon such termination, all licenses granted herein shall immediately terminate and you must immediately and permanently destroy all copies of the Learning Materials in your possession and control and remove the Learning Materials from your hard drive. The term of this Agreement runs concurrently with the period during which the consumer uses and retains the Learning Materials. If the Learning Materials is transferred (to the extent allowed under this Agreement), the license is transferred with it.
- Your rights under this Agreement will terminate automatically without notice from G&G if you fail to comply with any term(s) or condition(s) of this Agreement. In such event, no notice shall be required by G&G to effect such termination.
- Upon termination of this Agreement, you shall cease all use of the Learning Materials and destroy all copies, full or partial, together with all backup copies, modifications, printed or written materials, and merged portions in any form and remove all component parts of the Learning Materials which have been downloaded onto your Unit.
INTELLECTUAL PROPERTY RIGHTS.
- As between you and G&G, G&G shall retain all right, title, and interest in the Learning Materials and to any modifications or improvements made thereto, and any upgrades, updates or Documentation provided to End User.
- You acknowledge G&G’s exclusive rights in the Learning Materials and that the Learning Materials is unique and original to G&G and that G&G is owner thereof. Unless otherwise permitted by law, End User shall not, at any time during or after the effective Term of the Agreement, dispute or contest, directly or indirectly, G&G’s exclusive right and title to the Learning Materials or the validity thereof.
DISCLAIMER OF WARRANTIES.
YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT USE OF THE LEARNING MATERIALS IS AT YOUR SOLE RISK AND THAT THE ENTIRE RISK AS TO SATISFACTORY QUALITY, PERFORMANCE, AND ACCURACY IS WITH YOU. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE LEARNING MATERIALS IS PROVIDED “AS IS,” WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND. G&G HEREBY DISCLAIM ALL WARRANTIES AND CONDITIONS WITH RESPECT TO THE LEARNING MATERIALS, EITHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES AND/OR CONDITIONS OF MERCHANTABILITY, OF SATISFACTORY QUALITY, OF FITNESS FOR A PARTICULAR PURPOSE, OF ACCURACY, OF QUIET ENJOYMENT, AND NON-INFRINGEMENT OF THIRD PARTY RIGHTS. G&G DOES NOT WARRANT AGAINST INTERFERENCE WITH YOUR ENJOYMENT OF THE LEARNING MATERIALS, THAT THE FUNCTIONS CONTAINED IN THE LEARNING MATERIALS WILL MEET YOUR REQUIREMENTS, THAT THE OPERATION OF THE LEARNING MATERIALS WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT DEFECTS IN THE LEARNING MATERIALS WILL BE CORRECTED. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY G&G OR A G&G AUTHORIZED REPRESENTATIVE SHALL CREATE A WARRANTY. SHOULD THE LEARNING MATERIALS PROVE DEFECTIVE, YOU ASSUME THE ENTIRE COST OF ALL NECESSARY SERVICING, REPAIR OR CORRECTION. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES OR LIMITATION ON APPLICABLE STATUTORY RIGHTS OF A CONSUMER, SO THE ABOVE EXCLUSION AND LIMITATIONS MAY NOT APPLY TO YOU.
LIMITATION OF LIABILITY.
- TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL G&G, ITS AFFILIATES OR LICENSEES, BE LIABLE FOR ANY SPECIAL, INCIDENTAL, INDIRECT, OR CONSEQUENTIAL DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, LOSS OF BUSINESS INFORMATION, OR ANY OTHER PECUNIARY LOSS) ARISING OUT OF THE USE OF OR INABILITY TO USE THE LEARNING MATERIALS OR DEFECT IN OR CAUSED BY THE LEARNING MATERIALS, INCLUDING BUT NOT LIMITED TO COMPROMISING THE SECURITY OF YOUR UNIT, OPERATING SYSTEM OR FILES, OR THE PROVISION OF OR FAILURE TO PROVIDE SUPPORT SERVICES, EVEN IF G&G HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
- G&G does not accept liability for: (1) any possible criminal actions committed by End User; (2) statements of the End User, made or published on the Forums and chats relating to the Learning Materials or the Site; (3) the loss of access means by the End Users to their accounts (loss of login, password and other information required for participation to the Site);
- IN ANY CASE, G&G’S ENTIRE LIABILITY UNDER ANY PROVISION OF THIS AGREEMENT SHALL BE SOLELY LIMITED TO THE AMOUNT ACTUALLY PAID BY YOU FOR THE LEARNING MATERIALS OR REPLACEMENT OF THE LEARNING MATERIALS WITH PRODUCT OF COMPARABLE RETAIL VALUE, AS G&G MAY ELECT IN ITS SOLE DISCRETION; PROVIDED HOWEVER, IF YOU HAVE ENTERED INTO A SUPPORT SERVICES AGREEMENT, G&G’S ENTIRE LIABILITY REGARDING SUPPORT SERVICES SHALL BE GOVERNED BY THE TERMS OF THAT AGREEMENT. BECAUSE SOME STATES AND JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY, THE ABOVE LIMITATION MAY NOT APPLY TO YOU IN PART OR WHOLE.
You hereby agree to indemnify, defend and hold harmless G&G and its affiliates and their respective officers, employees, directors, agents, licensees (excluding you), sublicensees (excluding you), successors and assigns from and against any and all liability, costs, losses, damages, and expenses (including reasonable attorneys’ fees and expenses) arising out of any claim, suit, or cause of action relating to and/or arising from (a) your breach of any term of this Agreement; (b) your violation of any rights of any third party; or (c) your use or misuse of the Learning Materials. Your indemnification obligations set forth in the immediately preceding sentence shall survive the termination of this Agreement.
WAIVER & SEVERABILITY.
A failure on the part of G&G to act with respect to a breach by you or others of this Agreement does not waive our right to act with respect to subsequent or similar breaches. If for any reason a court of competent jurisdiction finds any provision, or portion thereof, to be unenforceable, the remainder of this Agreement shall continue in full force and effect.
- If the end user does not enter the site by login to your account within three hundred and sixty five (365) days, G&G has the right to immediately delete the End User account. The entire balance of the account, subscriptions, access to Learning Materials will be removed.
- In case if G&G has reason to believe that the End User to illegal activities or fraud in relation to payments for additional services, G & G has the right to send the necessary information to law enforcement authorities to investigate these facts.
- ALL RIGHTS NOT EXPRESSLY GRANTED HEREIN ARE RESERVED BY G&G.