This Mobile Device Application End User License Agreement (“EULA”) applies to the ChimpKey mobile device application (“Application” or “ChimpKey”) provided by MonKey FunKey Apps LLC (“Owner”).
Acceptance of Terms and Conditions
By accessing or continuing to use the Application, you agree as follows:
- You understand and intend that this EULA is a legally binding agreement and the equivalent of a signed, written contract;
- You understand and intend that the User Agreement (click here to access) is a legally binding agreement and the equivalent of a signed, written contract;
- You will use the Application in a manner consistent with applicable laws and regulations and in accordance with the terms and conditions in this EULA and the User Agreement, as each may be amended by Owner from time to time; and
- You understand, accept, and have received this EULA and the User Agreement, and the terms and conditions of each of them, and acknowledge and demonstrate that you can access this EULA and the User Agreement.
If you do not agree with the terms and conditions in this Agreement, please do not access, and please discontinue all further use of, the Application.
Owner’s License to You
Intellectual Property – Applications.
Owner or its affiliates or agents own the Application, and any and all right, title and interest in and to intellectual property rights thereunder, including patent, trademark, copyright, trade secret, unfair competition and any and all other proprietary rights, including applications, renewals, extensions and restorations thereof. The Application is protected by United States copyright laws and international treaty provisions. All content, trademarks, services marks, trade names, logos, and icons are proprietary to Owner or its affiliates or agents. Nothing contained in the Application should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any trademark displayed in the Application without the written permission of Owner or such third party that may own the trademarks displayed in the Application. Your use of the trademarks displayed in the Application, or any other content in the Application, except as provided herein, is strictly prohibited.
Images displayed through the Application are either the property of, or used with permission by, Owner or its affiliates or agents. You are prohibited from using or authorizing the use of these images unless specifically permitted under the Agreement. Any unauthorized use of the images may violate copyright laws, trademark laws, the laws of privacy and publicity, or other regulations and statutes. You will not remove, obscure, or alter Owner’s copyright notice, trademarks or other proprietary rights notices affixed to, contained within, or accessed in conjunction with or by the Application.
Security of Data Transmission and Storage
Electronic communications using the Application may not always be encrypted. You acknowledge that there is a risk that data, including without limitation, texts, email, electronic communications, and personal data, may be accessed by unauthorized third parties when communicated between you and Owner or between you and other parties.
Owner and its affiliates, and agents are permitted, but not obligated, to review or retain your Communications. Owner may monitor your Communications to evaluate the quality of service you receive, your compliance with the Agreement, the security of the Application, or for other reasons. You agree that such monitoring activities will not entitle you to any cause of action or other right with respect to the manner in which Owner or its affiliates or agents monitor your Communications and enforces or fails to enforce the terms of the Agreement. In no event will Owner or any of its affiliates or agents be liable for any costs, damages, expenses, or any other liabilities incurred by you as a result of monitoring activities by Owner or its affiliates or agents.
The Application may contain links to other sites. Owner does not control such other sites, and Owner and its affiliates and agents make no representations or warranty whatsoever concerning the content, accuracy, value, integrity, completeness or accuracy, security or privacy of those sites or their content. The fact that Owner has provided a link to a site is not an endorsement, authorization, sponsorship, or affiliation with respect to such site, its content, its goods and services, its owners or its providers. There are risks in using any information, software, or products found on the Internet, and Owner cautions you to make sure you understand these risks before retrieving, using, relying upon, or purchasing anything via the Internet. Links you access using the Application may lead to sites or links that contain offensive and objectionable content or which may contain dangerous computer viruses, malware or other damaging code or devices. You hereby irrevocably and unconditionally assume and we hereby disclaim all responsibility for any of the content on these sites or at these links, or for any damage sustained by users of these sites or links. You hereby irrevocably and unconditionally agree that under no circumstances will you hold Owner or its affiliates or agents liable for any loss or damage caused by access to, use of or reliance on any content, goods, or services available on other sites.
Prohibited Countries Policy and Foreign Trade Regulation – Applications.
The Application or its underlying technology may not be downloaded to or exported or re-exported: (a) into (or to a resident or national of) Burma (Myanmar), Iraq, Iran, Libya, North Korea, Sudan, Syria, or any other country subject to United States embargo; (b) to anyone on the US Treasury Department’s list of Specially Designated Nationals or on the US Commerce Department’s Denied Party or Entity List; and (c) to any prohibited country, person, end-user, or entity specified by US Export Laws. When using the Application, you are responsible for complying with trade regulations and both foreign and domestic laws (e.g., you are not located in a country that is subject to a US Government embargo, or that has been designated by the US Government as a “terrorist supporting” country, and you are not listed on any US Government list of prohibited or restricted parties).
Disclaimer of Warranties
YOUR USE OF THE APPLICATION IS ENTIRELY AT YOUR SOLE RISK. THE APPLICATION IS PROVIDED BY OWNER ON AN “AS IS” BASIS. OWNER EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT. OWNER MAKES NO WARRANTY THAT (i) THE APPLICATION WILL MEET YOUR REQUIREMENTS, (ii) THAT OPERATION OF THE APPLICATION WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, OR (iii) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE APPLICATION WILL BE ACCURATE OR RELIABLE. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM OWNER, OR THROUGH THE APPLICATION SHALL CREATE ANY WARRANTY REGARDING THE APPLICATION NOT EXPRESSLY STATED IN THIS AGREEMENT.
Limitation of Liability
YOU EXPRESSLY UNDERSTAND AND AGREE THAT IN NO EVENT WILL OWNER, ITS MEMBERS, OFFICERS, EMPLOYEES, CONTRACTORS, SUBCONTRACTORS, SUPPLIERS, AGENTS, AFFILIATES, SUBSIDIARIES, LICENSORS, SUCCESSORS OR ASSIGNS BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR: LOSS OF PROFITS OF ANY TYPE, GOODS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF OWNER HAS BEEN ADVISED OR KNEW OF THE POSSIBILITY OF SUCH DAMAGES), RESULTING FROM THE USE OR THE INABILITY TO USE THE APPLICATION OR ANY OTHER MATTER RELATING TO THE APPLICATION.
You agree to indemnify, defend and hold Owner and its members, officers, employees, contractors, subcontractors, suppliers, agents, affiliates, subsidiaries, licensors, and successors and assigns (“Owner Parties”), harmless from any and all claims, demands, losses, costs, and expenses, including attorneys’ fees, made by any person arising out of your violation of this Agreement, state or federal securities laws or regulations, or any other person’s rights, including but not limited to infringement of any copyright or violation of any proprietary or privacy right, or due to or that arise from your use or misuse of this Application or any Services. Under no circumstances, including but not limited to a negligent act, will the Owner Parties or any of them be liable for any damages of any kind that result from the use of, or the inability to use, the Application. We may assume exclusive control of any defense or any matter subject to indemnification by you, and you agree to cooperate with us in such event.
The Agreement, and all future agreements you shall enter into with Owner, unless otherwise indicated on such other agreement, shall be governed by the laws of the State of South Carolina and the United States, without regard to conflicts of law principles thereof. This is the case regardless of whether you reside or transact business with Owner or any of its affiliates or agents in the State of South Carolina or elsewhere. Unless a dispute would be governed by an applicable arbitration clause, you agree to submit to the personal and exclusive jurisdiction of the courts located within the County of Charleston. If any part of this Agreement is unlawful, void, or unenforceable, that part will be deemed severable and will not affect the validity and enforceability of any remaining provisions.
This Agreement constitutes the entire agreement between you and Owner regarding the Application, and governs your use of the Application, superseding any prior agreements between you and Owner regarding the Application. If any provision of this Agreement shall be held invalid under law, such invalidity shall not affect any other provision or provisions hereof which are otherwise valid. The failure of Owner to enforce any provision in this Agreement shall not constitute a waiver of such provision or any other provision.
Additional Terms Applicable to Users of Apple Devices.
In addition to your agreement with the foregoing terms and conditions of this EULA, and notwithstanding anything to the contrary herein, you hereby acknowledge and agree to the following provisions with respect to your use of the version of our App that is compatible with the iOS operating system of Apple Inc. (“Apple”):
- This EULA is an agreement between you and Owner, and not with Apple. Apple is not a party to this EULA and does not own, and is not responsible for, the Application and the content thereof.
- As a further limitation of your rights under the Limited License provided above, you are only permitted to use the Application on an Apple-branded product that runs Apple’s iOS operating system and is owned or controlled by you and as permitted by the Usage Rules set forth in Apple’s App Store Terms of Service.
- Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the Application.
- Apple is not responsible for the investigation, defense, settlement, and discharge of any third party intellectual property infringement claim.
- Apple is not responsible for addressing any claims by you or any third party relating to the Application or your possession and/or use of the Application, including but not limited to: (a) product liability claims; (b) any claim that the Application fails to conform to any applicable legal or regulatory requirement; and (c) claims arising under consumer protection or similar legislation.
- Apple is not providing any warranty for the Application. In the event of any failure of the Application to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price, if applicable, for the Application to you; and to the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the Application.
- Apple and Apple’s subsidiaries are third-party beneficiaries of this EULA and, upon your acceptance of this EULA, Apple will have the right (and will be deemed to have accepted the right) to enforce this EULA against you as a third-party beneficiary thereof. Notwithstanding the immediately preceding sentence, Owner’s right to enter into, rescind or terminate any variation, waiver or settlement under this EULA is not subject to the consent of any third party.
- Any inquiries or complaints relating to the use of the Application, including those pertaining to intellectual property rights, must be directed to Owner in accordance with the notice provisions of the User Agreement.