END-USER LICENSING AGREEMENT

 

TERBit

 

TERBit App (hereinafter referred to as: “TERBit” or “Licensed Application”) is licensed to You (hereinafter referred to as: “End-User” or “You”) by TERRA Spółka z ograniczoną odpowiedzialnością, located and registered at Piastowska 7, 80-332 Gdańsk, Poland (hereinafter referred to as: “Licensor” or “We”,“Us”, “Our”), for use only under the terms of this Licence Agreement. We are a limited liability company, registered in Poland under the number 0000857732. Our VAT number is PL5862359150. You can contact us via email [email protected].

 

By downloading the TERBit from Apple’s software distribution platform [App Store] or Google’s software distribution platform [Play Store] and any update thereto, You indicate that You agree to all of the terms and conditions of this Licence Agreement, and that You accept to be bound by this Licence Agreement (App Store and Play Store are referred to as: “Online Stores”)

 

The parties of this Licence Agreement acknowledge that the Online Stores are not a Party to this Licence Agreement and are not bound by any provisions or obligations with regard to the Licensed Application, such as warranty, liability, maintenance and support thereof. We, not the Online Stores, are solely responsible for the TERBit and the content thereof.

 

This Licence Agreement may not provide for Terms of Use for the TERBit that are in conflict with the latest Apple Media Online Stores Terms and Conditions and Google Play Terms of Service (“Terms of Use”). We acknowledge that it had the opportunity to review the Terms of Use and this Licence Agreement is not conflicting with them. TERBit is licensed to You for use only under the terms of this Licence Agreement. The Licensor reserves all rights not expressly granted to You. TERBit is to be used on devices that operate with Apple’s operating systems (“IOS” and “Mac OS”) or Google’s operating system (“Android”).

 

1. THE APPLICATION

TERBit is a piece of software created to calculate the CO2 emissions of a user’s daily actions.  The app is available to use and customised for iOS and Android mobile devices (“Devices”). Using TERBit, a user’s CO2 emissions can be calculated based on recognizing their physical activities..

 

2. SCOPE OF LICENCE
3. You are given a non-transferable, non-exclusive, non-sublicensable licence to install and use TERBit on any Devices that You own or control and as permitted by the Terms of Use, with the exception that such TERBit may be accessed and used by other accounts associated with You via Family Sharing or volume purchasing.
4. This licence will also govern any updates of the TERBit provided by Licensor that replace, repair, and/or supplement the first Licensed Application, unless a separate licence is provided for such an update, in which case the terms of that new licence will govern.
5. You may not share or make the TERBit available to third parties (unless to the degree allowed by the Terms of Use, and with Our prior written consent), sell, rent, lend, lease or otherwise redistribute the TERBit.
6. You may not reverse engineer, translate, disassemble, integrate, decompile, remove, modify, combine, create derivative works or updates of, adapt, or attempt to derive the source code of the Licensed Application, or any part thereof (except with Licensor’s prior written consent).
7. You may not copy (excluding when expressly authorised by this licence and the Terms of Use) or alter the TERBit or portions thereof. You may create and store copies only on devices that You own or control for backup keeping under the terms of this licence, the Terms of Use, and any other terms and conditions that apply to the device or software used. You may not remove any intellectual property notices. You acknowledge that no unauthorised third parties may gain access to these copies at any time. If you sell your Devices to a third party, you must remove TERBit from the Devices before doing so.
8. Violations of the obligations mentioned above, as well as the attempt of such infringement, may be subject to prosecution and damages.
9. We reserve the right to modify the terms and conditions of licensing.
10. Nothing in this licence should be interpreted to restrict third-party terms. When using the TERBit, You must ensure that You comply with applicable third-party terms and conditions.

 

3. TECHNICAL REQUIREMENTS
4. You acknowledge that it is Your responsibility to confirm and determine that the end-user device on which You intend to use the TERBit satisfies the technical specifications mentioned below.
5. TERBit is compatible with IOS 11 or higher and minimum android 9.0 or higher to work correctly. We recommend using the latest version of the firmware. We will attempt to keep the Licensed Application updated so that it complies with modified/new versions of the firmware and new hardware. The user is entitled to claim such an update.
6. We reserve the right to modify the technical specifications as it sees appropriate at any time.

 

4. MAINTENANCE AND SUPPORT
5. We are sołely responsible for providing any maintenance and support services for this Licensed Application. You can reach Us at the email address listed in the App Store or Play Store Overview.
6. We and You acknowledge that the Online Stores have no obligation whatsoever to furnish any maintenance and support services with respect to the TERBit.

 

5. USE OF DATA
6. You acknowledge that Licensor will be able to access and adjust Your downloaded TERBit content and Your personal information, and that Licensor’s use of such material and information is subject to Your legal agreements with Licensor and Licensor’s privacy policy.
7. You acknowledge that the Licensor may collect and use technical data and related information about your device, system, and application software, and peripherals, offer product support, facilitate the software updates, and for purposes of providing other services to you (if any) related to the Licensed Application. Licensor may also use this information to improve its products or to provide services or technologies to you, as long as it is in a form that does not personally identify you.

 

6. CONTRIBUTION LICENCE
7. You agree that we may access, store, process, and use any information and personal data that you provide following the terms of the Privacy Policy and your choices (including settings).
8. By submitting suggestions of other feedback regarding the TERBit, you agree that we can use and share such feedback for any purpose without compensation to you.
9. You retain full ownership of all of your Contributions and any Intellectual property rights or other proprietary rights associated with your Contributions. We are not liable for any statements or representations in your Contributions provided by you in any area in the Licensed Application. You are solely responsible for your Contributions to the TERBit and you expressly agree to exonerate us from any and all responsibility and to refrain from any legal action against us regarding your Contributions.

 

7. LIABILITY
8. To the maximum extent permitted by applicable law, Licensor’s responsibility in the case of violation of obligations and tort shall be limited to intent and gross negligence. Only in case of a breach of essential contractual duties (cardinal obligations), Licensor shall also be liable in case of slight negligence. In any case, liability shall be limited to the foreseeable, contractually typical damages.
9. To the maximum extent permitted by applicable law, Licensor takes no accountability or responsibility for any damages caused due to a breach of duties according to the Scope of this Licence Agreement. To avoid data loss, You are required to make use of backup functions of the TERBit to the extent allowed by applicable third-party terms and conditions of use. You are aware that in the case of alterations or manipulations of the Licensed Application, You will not have access to the Licensed Application.
10. You acknowledge that all the information presented in the Licensed Application concerning carbon footprint is not legally binding. To the maximum extent permitted by applicable law, the Licensor shall not be liable for inaccurate determination of the carbon footprint associated with the User’s activity.

 

8. WARRANTY
9. Licensor warrants that the TERBit is free of spyware, trojan horses, viruses, or any other malware at the time of Your download. Licensor warrants that the TERBit works as described in the user documentation.
10. No warranty is provided for the TERBit that is not executable on the device, that has been unauthorisedly modified, handled inappropriately or culpably, combined or installed with inappropriate hardware or software, used with inappropriate accessories, regardless if by Yourself or by third parties, or If there are any other reasons outside of Our sphere of influence that affect the executability of the TERBit.
11. You are required to inspect the TERBit immediately after Installing it and notify the Licensor about issues discovered without delay by email provided in Product Claims. The defect report will be taken into consideration and further Investigated if it has been emailed within a period of seven (7) days after discovery.
12. If We confirm that the TERBit is defective, we reserve a choice to remedy the situation either by means of solving the defect or substitute delivery.
13. To the maximum extent permitted by applicable law, the Online Stores Operator will have no other warranty obligation whatsoever with respect to the Licensed Application, and any other losses, claims, damages, liabilities, expenses, and costs attributable to any negligence to adhere to any warranty.

 

9. PRODUCT CLAIMS

Licensor and the End-User acknowledge that Licensor, and not the Online Stores, is responsible for addressing any claims of the End-User or any third party relating to the TERBit or the End-User’s possession and/or use of that Licensed Application, including, but not limited to:

(i) product liability claims;

(ii) any claim that the TERBit fails to conform to any applicable legal or regulatory requirement; and

(iii) claims arising under consumer protection, privacy, or similar legislation, including in connection with Your Licensed Application’s use of the Healthkit and Homekit.

 

10. LEGAL COMPLIANCE

You represent and warrant that You are not located in a country that is subject to a Poland’s Government embargo, or that has been designated by the Poland’s Government as a terrorist supporting country; and that You are not listed on any Poland’s Government list of prohibited or restricted parties.

 

11. CONTACT INFORMATION

For general inquiries, complaints, questions or claims concerning the Licensed Application, please contact Us at: [email protected]. The Licensor TERRA Spółka z ograniczoną odpowiedzialnością headquarters’ are located at Piastowska 7, 80-332 Gdańsk, Poland.

 

13. TERMINATION

The licence is valid until terminated by Us or by You. Your rights under this licence will terminate automatically and without any notice from Us if You fail to adhere to any term(s) of this licence. Upon Licence termination, You shall stop all use of the Licensed Application, and destroy all copies, full or partial, of the Licensed Application.

 

14. THIRD-PARTY TERMS OF AGREEMENTS AND BENEFICIARY

We represent and warrant that We will comply with applicable third-party terms of agreement when using Licensed Application. Pursuant to Section 9 of the 'Instructions for Minimum Terms of Developer’s End-User Licence Agreement, both Apple and Google and their subsidiaries shall be third-party beneficiaries of this End User Licence Agreement and — upon Your acceptance of the terms and conditions of this Licence Agreement, both Apple and Google will have the right (and will be deemed to have accepted the right) to enforce this End User Licence Agreement against You as a third-party beneficiary thereof.

 

15. INTELLECTUAL PROPERTY RIGHTS

We and You acknowledge that, in the event of any third-party claim that the TERBit or the End-User’s possession and use of that TERBit infringes on the third party’s intellectual property rights, We, and not the Online Stores, will be solely responsible for the investigation, defence, settlement, and discharge or any such intellectual property infringement claims.

 

16. EXPORT REGULATION AND TAXATION
17. You agree that the software will not be shipped, transferred, or exported into any country or used in any manner prohibited by relevant laws or any other export laws, restrictions, or regulations (collectively “export laws”). In addition, if the software is identified as export controlled items under the export laws, you represent and warrant that you are not a citizen, or otherwise located within, an embargoed nation (including without limitation Iran, Syria, Sudan, Cuba and North Korea) and that you are not otherwise prohibited under the export laws from receiving the software.
18. You are responsible for the payment of any taxes or other duties which may apply in connection with this Licensed Agreement.

 

17. APPLICABLE LAW

This Licence Agreement shall be interpreted according to the laws of Poland, excluding its conflicts of law rules.