We here at Modern Tribe want to provide you with top-notch service. We’ve written a few things down so that we can be on the same page as you as far as what our products and services provide to you and what we are both entitled to in the event that something goes wrong.
Yes, there is going to be a good dose of legalese in the following paragraphs. That said, please do read it because it represents an agreement between you and us when you use our service. We want to make sure everything here makes sense, so please feel free to contact our support team if you have any questions at all about this agreement and we’d be happy to help.
Modern Tribe, Inc. Digital Services License Agreement
This Digital Services User License Agreement (“Agreement”) is a binding agreement between you (“User” or “you”) and Modern Tribe, Inc. (“Modern Tribe”, “us”, “we”, or “our”). This Agreement governs your use of Loxi.io and all digital services (collectively, “Services”) obtained from us. All such services are licensed, not sold, to you.
BY PURCHASING DIGITAL SERVICES FROM THE MODERN TRIBE, YOU ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND THIS AGREEMENT. YOU REPRESENT THAT YOU ARE OF LEGAL AGE TO ENTER INTO A BINDING AGREEMENT AND THAT YOU ACCEPT THIS AGREEMENT. YOU ACKNOWLEDGE THAT YOU ARE LEGALLY BOUND BY ITS TERMS. YOU ALSO AGREE AND WARRANT THAT WHERE THE DIGITAL SERVICES ARE USED ON ANY CLIENT OR CUSTOMER WEBSITE, THE CLIENT OR CUSTOMER UNDERSTANDS, ACKNOWLEDGES AND AGREES THAT THEY ARE BOUND BY THE TERMS OF THIS AGREEMENT UPON PERMITTING THE USE OF THE DIGITAL SERVICES ON THEIR SITE AND THAT THE SERVICES MAY ONLY BE INSTALLED AND USED SUBJECT TO THE TERMS OF THIS AGREEMENT. IF YOU DO NOT AGREE TO THESE TERMS, DO NOT DOWNLOAD, INSTALL OR USE THE DIGITAL SERVICES AND DELETE THEM IMMEDIATELY.
Subject to the terms of this Agreement, Modern Tribe grants you a limited, non-exclusive and non-transferable license to use and interact with and receive support for our digital services as set forth in this Agreement.
All content, imagery and media on the Modern Tribe websites related to the digital services, as well as any related properties, are copyrighted by Modern Tribe or are licensed through a third party. All rights are reserved.
Responsibility of Contributors
If you operate a calendar, post material to our Services, post links on our Services, or otherwise make (or allow any third party to make) material available (any such material, “Content”), you are entirely responsible for the content of, and any harm resulting from, that Content or your conduct. That is the case regardless of what form the Content takes, which includes, but is not limited to text, photo, video, audio, or code. By using our digital services, you represent and warrant that your Content and conduct do not violate these Terms. By submitting Content to Modern Tribe for inclusion on your calendar, you grant us a world-wide, royalty-free, and non-exclusive license to reproduce, modify, adapt and publish the Content for the purpose of displaying, distributing, and promoting your calendar. This license allows us to make publicly-posted content available to third parties selected by Modern Tribe so that these third parties can analyze and distribute your content through their services.
If you delete Content, we will use reasonable efforts to remove it from our Services, but you acknowledge that caching or references to the Content may not be made immediately unavailable. Without limiting any of those representations or warranties, we have the right (though not the obligation) to, in our sole discretion, (i) reclaim your username or website’s URL due to prolonged inactivity, (ii) refuse or remove any content that, in our reasonable opinion, violates any Modern Tribe policy or is in any way harmful or objectionable, or (iii) terminate or deny access to and use of our digital services to any individual or entity for any reason. Modern Tribe will have no obligation to provide a refund of any amounts previously paid.
Responsibility of Visitors
Modern Tribe has not reviewed, and cannot review, all of the material posted to our Services, and cannot therefore be responsible for that material’s content, use or effects. By operating our Services, Modern Tribe does not represent or imply that it endorses the material there posted, or that it believes such material to be accurate, useful, or non-harmful. Our Services may contain content that is offensive, indecent, or otherwise objectionable, as well as content containing technical inaccuracies, typographical mistakes, and other errors. Our Services may also contain material that violates the privacy or publicity rights, or infringes the intellectual property and other proprietary rights, of third parties, or the downloading, copying or use of which is subject to additional terms and conditions, stated or unstated. Modern Tribe disclaims any responsibility for any harm resulting from the use by visitors of our Services, or from any downloading by those visitors of content there posted. If you see any content that you believe violates our Terms of Service & Privacy Policies, please report it.
We use a third parties to measure the audience and usage of our Services. By hosting your calendar on our Services, you understand that the traffic analytics relating to your calendar may be tracked by Modern Tribe. You understand that your analytics tools will not be able to register traffic for visits made to the Services.
Modern Tribe reserves the right to display attribution text or links in your calendar attributing our Services and those may not be removed.
You shall pay Modern Tribe the non-refundable service fees in the amount set forth in on the invoice you receive in order to gain or continue access to our Services.
Unless you notify us before the end of the applicable subscription period that you want to cancel access to our Services, your subscription will automatically renew and you authorize us to collect the then-applicable annual or monthly subscription fee (as well as any taxes) using any credit card or other payment mechanism we have on record for you. Subscriptions can be canceled at any time in the Profile section of your calendar’s dashboard.
For your security, we do not store your credit card or payment information on our site. We use third party payment processors, including but not limited to PayPal, to handle all product financial transactions. After your purchase has been completed and payment has been received, you will be granted access to your service account.
If we do not receive payment in full of any fees when due, then we may terminate your account with us at our sole discretion.
Pricing and Product Changes
We reserve the right to modify or discontinue, temporarily or permanently, any product or service and any support license type without notice. Prices of all services are subject to change, in our sole discretion. Notice of price changes will be published on the then-applicable purchase site.
We may from time to time develop and provide updates to the digital goods at our sole discretion, which may include upgrades, bug fixes, patches, other error corrections and new features (collectively, including related documentation, “Updates”). These Updates may also modify or delete in their entirety certain features and functionality and result in changes in the appearance. You agree that we have no obligation to provide any Updates or to continue to provide or enable any particular features or functionality.
Due to the non-refundable nature of software that is hosted online, you agree that we have no obligation to issue refunds for the digital services we provide once a transaction has been completed. In the event of termination, either by you or us, no refunds will be issued.
Term and Termination
The term of Agreement commences when you receive access to your digital services account and will continue in effect until terminated by you or us as set forth under this Agreement.
You may terminate this Agreement by closing your account at any time. However, we are not liable for refunds as set forth in the Refund Policy above.
We may terminate your access to all or any part of the website, support and features at any time, with or without cause, with or without notice. We are not liable for refunds as set forth in Refund Policy above.
We may also terminate this Agreement at any time, without notice, which we may do in our sole discretion or for any other reason. In addition, this Agreement will terminate immediately and automatically without any notice if you violate any of the terms and conditions of this Agreement.
Upon termination, all rights granted to you under this Agreement will also terminate.
Termination will not limit any of our rights or remedies at law or in equity.
All provisions of this Agreement, which by their nature could survive termination, shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability.
Disclaimer of Warranties
THE DIGITAL SERVICES ARE PROVIDED TO LICENSEE “AS IS” AND WITH ALL FAULTS AND DEFECTS WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, MODERN TRIBE, ON ITS OWN BEHALF AND ON BEHALF OF ITS AFFILIATES AND ITS AND THEIR RESPECTIVE LICENSORS AND SERVICE PROVIDERS, EXPRESSLY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, WITH RESPECT TO THE APPLICATION, INCLUDING ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT, AND WARRANTIES THAT MAY ARISE OUT OF COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE OR TRADE PRACTICE. WITHOUT LIMITATION TO THE FOREGOING, MODERN TRIBE PROVIDES NO WARRANTY OR UNDERTAKING, AND MAKES NO REPRESENTATION OF ANY KIND THAT THE DIGITAL SERVICES WILL MEET YOUR REQUIREMENTS, ACHIEVE ANY INTENDED RESULTS, BE COMPATIBLE OR WORK WITH ANY OTHER SOFTWARE, APPLICATIONS, SYSTEMS OR SERVICES, OPERATE WITHOUT INTERRUPTION, MEET ANY PERFORMANCE OR RELIABILITY STANDARDS OR BE ERROR FREE OR THAT ANY ERRORS OR DEFECTS CAN OR WILL BE CORRECTED.
Limitation of Liability
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL MODERN TRIBE OR ITS AFFILIATES, OR ANY OF ITS OR THEIR RESPECTIVE LICENSORS OR SERVICE PROVIDERS, HAVE ANY LIABILITY ARISING FROM OR RELATED TO YOUR USE OF OR INABILITY TO USE THE DIGITAL SERVICES:
Personal injury, property damage, lost profits, cost of substitute goods or services, loss of data, loss of goodwill, business interruption, computer failure or malfunction or any other consequential, incidental, indirect, exemplary, special or punitive damages; and/or
direct damages in amounts that in the aggregate exceed the amount actually paid by you for the application.
The foregoing limitations will apply whether such damages arise out of breach of contract, tort (including negligence) or otherwise and regardless of whether such damages were foreseeable or we were advised of the possibility of such damages.
Use of Digital Services
By accepting these Digital Services License Agreement, you represent and warrant that you will only use the Digital Services in strict compliance with the terms of this Agreement and all applicable laws, regardless of jurisdiction. Applicable laws which you represent that you will strictly comply with include, but are not limited to the following United States statutes: the Copyright Act, as amended, and the Digital Millennium Copyright Act, as amended. In the event it is alleged that your use of the Services in any way violates any applicable law, regulation or agreement, you agree to immediately notify the Modern Tribe and provide all information regarding the alleged violation.
You agree to indemnify, defend and hold harmless the Modern Tribe and its officers, directors, employees, agents, affiliates, successors and assigns from and against any and all losses, damages, liabilities, deficiencies, claims, actions, judgments, settlements, interest, awards, penalties, fines, costs, or expenses of whatever kind, including attorneys’ fees, arising from or relating to your and/or your customers or clients use or misuse of the digital goods or your breach of this Agreement. Furthermore, you agree that the we assume no responsibility for content submitted or made available through our Services.
A license to our Services grants you access to our support service, which covers help and direction on how to use the latest version of the Services as advertised. We reserve the right, in our sole discretion, to limit the number of support interactions granted to any purchaser within a specific time period. The support service does not cover help with customization beyond those advertised, nor does it cover help on sites where the Services are integrated. Additionally, if a bug is discovered in any code of the Services, we offer no guarantee that we will repair it. Bug fixes, if any, shall be made in our sole discretion.
Email and Notifications
We may on occasion send you email notifications related to your license. These transactional emails may include notification of licensing changes, changes to our terms and conditions, license expiration notices and other transactional emails related to your purchase. We will use reasonable best efforts to send as few notifications while ensuring that you are well informed of important information relate to your license. By purchasing access to our digital services, you agree to receive these transactional emails.
You are responsible for maintaining the security of your account, and you are fully responsible for all activities that occur under the account and any other actions taken in connection with your account. You are responsible for notifying us of any unauthorized uses of your account or any other breaches of security. We are not liable for any acts or omissions by you, including any damages of any kind incurred as a result of such acts or omissions.
If any provision of this Agreement is illegal or unenforceable under applicable law, the remainder of the provision will be amended to achieve as closely as possible the effect of the original term and all other provisions of this Agreement will continue in full force and effect.
This Agreement is governed by and construed in accordance with the internal laws of the State of California without giving effect to any choice or conflict of law provision or rule. Any legal suit, action or proceeding arising out of or related to this Agreement or the Application shall be instituted exclusively in the courts of the State of California in each case located in Santa Cruz County. You waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts.
Limitation of Time to File Claim. ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE DIGITAL GOODS MUST BE COMMENCED WITHIN THREE (3) MONTHS AFTER THE CAUSE OF ACTION ACCRUES, OTHERWISE, SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.
In any action arising out of or related to this Agreement, the prevailing party shall be entitled to recover their attorneys’ fees, costs and expenses.
This Agreement constitutes the entire agreement between you and Modern Tribe with respect to our Services and supersedes all prior or contemporaneous understandings and agreements, whether written or oral, with respect to our Services.
No failure to exercise, and no delay in exercising, on the part of either party, any right or any power hereunder shall operate as a waiver thereof, nor shall any single or partial exercise of any right or power hereunder preclude further exercise of that or any other right hereunder. In the event of a conflict between this Agreement and any applicable purchase or other terms, the terms of this Agreement shall govern.
Phew! Glad we got all of that out out in the open. We appreciate you reading and look forward to working with you. If you have any questions, please feel free to contact us.
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