GeniusTrack End-User License Agreement
This End-User License Agreement ("Agreement") governs the use of GeniusTrack ("the Software"), a private business application provided by CMMM Studios ("Licensor", "we", "us"). The Software is licensed, not sold, to Genius Signs & Lighting Corp ("Licensee", "you") and its authorized users. By accessing or using the Software, you agree to this Agreement.
1. License Grant
Subject to this Agreement, Licensor grants Licensee a non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Software, in its hosted form, solely for Licensee's internal business operations. GeniusTrack is a private tool built for a single organization and is not offered to the general public.
2. Authorized Users
Licensee may permit its employees and contractors ("Authorized Users") to use the Software on Licensee's behalf. Licensee is responsible for its Authorized Users' compliance with this Agreement, for keeping account credentials confidential, and for all activity that occurs under its accounts.
3. Restrictions
Licensee and its Authorized Users shall not:
- Resell, rent, lease, sublicense, or otherwise make the Software available to any third party;
- Copy, modify, translate, or create derivative works of the Software, except as expressly permitted;
- Reverse engineer, decompile, or disassemble the Software, or attempt to derive its source code, except where such restriction is prohibited by law;
- Remove or alter any proprietary notices;
- Use the Software to violate any applicable law, or to store or transmit infringing, unlawful, or malicious material;
- Interfere with or disrupt the integrity or performance of the Software or attempt to gain unauthorized access to it or its related systems.
4. Intellectual Property
The Software, including its source code, design, and all related intellectual property, is and remains the exclusive property of Licensor. Except for the limited license granted above, no rights in the Software are transferred to Licensee.
5. Licensee Data
As between the parties, Licensee owns all customer, job, billing, and other business data it enters into or generates through the Software ("Licensee Data"). Licensor processes Licensee Data only to provide and support the Software, as described in the GeniusTrack Privacy Policy. Licensor does not sell Licensee Data or use it for any purpose unrelated to operating the Software for Licensee.
6. Third-Party Services (QuickBooks Online)
The Software integrates with Intuit QuickBooks Online to create estimates and invoices and to read billing and payment status, when Licensee authorizes the connection. Licensee's use of QuickBooks is governed by Licensee's own agreement with Intuit. Licensee is responsible for maintaining its QuickBooks subscription and for the accuracy of the accounting data in its QuickBooks company. Licensor is not responsible for the availability, terms, or behavior of Intuit's services.
7. Disclaimer of Warranties
THE SOFTWARE IS PROVIDED "AS IS" AND "AS AVAILABLE", WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. LICENSOR DOES NOT WARRANT THAT THE SOFTWARE WILL BE UNINTERRUPTED OR ERROR-FREE.
8. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW, LICENSOR WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, OR FOR LOSS OF PROFITS, REVENUE, OR DATA, ARISING OUT OF OR RELATED TO THE SOFTWARE. LICENSOR'S TOTAL AGGREGATE LIABILITY UNDER THIS AGREEMENT WILL NOT EXCEED THE AMOUNTS PAID BY LICENSEE FOR THE SOFTWARE IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM.
9. Term and Termination
This Agreement remains in effect while Licensee uses the Software. Either party may terminate it on written notice. Licensor may suspend or terminate access for material breach of this Agreement. On termination, the license ends and Licensee must stop using the Software; Licensee may request an export or deletion of Licensee Data.
10. Governing Law
This Agreement is governed by the laws of the State of California, without regard to its conflict-of-laws rules. The parties consent to the exclusive jurisdiction of the state and federal courts located in California.
11. Contact
CMMM Studios (Licensor)
c/o Genius Signs & Lighting Corp, 15204 S Broadway, Gardena, CA 90248
[email protected] · (323) 830-6789