End user agreement for BillingTracker Pro Invoice Software
Product License Agreement
Should you have any questions concerning this license, or if you desire to contact BillingTracker / Fifth Walk LLC for any reason, please send an email to email@example.com.
1. YOU SHOULD CAREFULLY READ THE FOLLOWING TERMS AND CONDITIONS BEFORE DOWNLOADING OR INSTALLING THIS PRODUCT. BY DOWNLOADING OR INSTALLING YOU AGREE WITH AND ACKNOWLEDGE ACCEPTANCE OF THE TERMS AND CONDITIONS OF THIS AGREEMENT
( "AGREEMENT" ). IF YOU DO NOT AGREE WITH THEM, YOU MAY NOT INSTALL OR USE THE PRODUCT.
Each BillingTracker application (hereinafter "Application" or "Applications" or "Product" or "Products", “Service” or “Services”) is protected by copyright laws and international copyright treaties, as well as other intellectual property laws and treaties. Each Application is licensed, not sold. This product (which includes the documentation and all other related material) is licensed solely for your internal use. You may use the product on a single machine and make one copy of the software itself for backup purposes, provided that all proprietary notices are reproduced on such backup copy. Disassembly and other reverse engineering of the product is strictly prohibited. YOU MAY NOT SELL, RESELL, LICENSE, RENT, LEASE, LEND, OR OTHERWISE TRANSFER FOR VALUE, THE APPLICATION. YOU MAY NOT DISTRIBUTE THE APPLICATION IN ANY STAND-ALONE PRODUCTS THAT CONTAIN ONLY THE APPLICATIONS, OR AS PART OF ANY OTHER PRODUCT. YOU MAY NOT COPY OR POST ANY APPLICATION ON ANY NETWORK COMPUTER OR BROADCAST IT IN ANY MEDIA.
This license is effective until terminated. You may terminate it at any other time by destroying the product and backup copy. This license will also terminate if you fail to comply with any term or condition. Upon such termination you agree to destroy the product and all copies and will do so.
4. Reservation of Rights
All title and copyrights in and to the Applications, and any copies of the Applications, are owned by Fifth Walk LLC. BillingTracker is a brand name of Fifth Walk LLC. All rights not expressly granted are reserved by Fifth Walk LLC. In particular, this license does not grant you any rights in connection with any trademarks or service marks of Fifth Walk LLC, BillingTracker, ClientChecker, or its suppliers or affiliates. Use of any Application for any purpose other than expressly permitted in this license is prohibited, and may result in severe civil and criminal penalties.
5. LIMITED WARRANTY
YOU HAVE FULL RESPONSIBILITY FOR THE SELECTION OF THE PRODUCT OR SERVICE TO ACHIEVE YOUR INTENDED PURPOSES, FOR THE PROPER INSTALLATION AND USE OF THE PRODUCT AND FOR VERIFYING THE RESULTS OBTAINED FROM USE OF THE PRODUCT. BILLINGTRACKER, FIFTH WALK LLC AND/OR ITS SUPPLIERS AND AFFILIATES DO NOT WARRANT THAT THE FUNCTIONS CONTAINED IN THE PRODUCT OR SERVICE WILL MEET YOUR NEEDS, DESIRES OR REQUIREMENTS, OR THAT THE PRODUCT IS FIT FOR ANY PARTICULAR PURPOSE OR THAT THE OPERATION OF THE PROGRAM WILL BE UNINTERRUPTED, ERROR FREE OR VIRUS FREE. USER'S USE OF THE SOFTWARE IS AT USER'S OWN RISK.BILLINGTRACKER AND FIFTH WALK LLC AND/OR ITS SUPPLIERS AND AFFILIATES MAKE NO REPRESENTATIONS ABOUT THE SUITABILITY OF THE APPLICATIONS OR SERVICES FOR ANY PURPOSE. ALL APPLICATIONS ARE PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND. BILLINGTRACKER AND FIFTH WALK LLC AND/OR ITS SUPPLIERS AND AFFILIATES HEREBY DISCLAIM ALL WARRANTIES AND CONDITIONS WITH REGARD TO THE APPLICATIONS, INCLUDING ALL IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT.
IN NO EVENT SHALL BILLINGTRACKER AND FIFTH WALK LLC AND/OR ITS SUPPLIERS AND AFFILIATES BE LIABLE FOR ANY SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES OR ANY DAMAGES WHATSOEVER RESULTING FROM LOSS OF USE, DATA, SAVINGS, OR PROFITS, WHETHER IN AN ACTION OF CONTRACT, NEGLIGENCE OR OTHER TORTIOUS ACTION, ARISING OUT OF USE, INABILITY TO USE, ARISING OUT OF THIS AGREEMENT, OR IN CONNECTION WITH THE APPLICATIONS OR SERVICES OR THE BREACH OF ANY EXPRESS OR IMPLIED WARRANTY EVEN IF BILLINGTRACKER AND FIFTH WALK LLC HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
In the event the Federal Acquisition Regulations ("FAR") or DFARS is applicable to this Agreement, the product is commercial computer software and provided only with the rights specified in this Agreement. You are responsible for paying any sales or use tax imposed at any time whatsoever on the license of the product.
BillingTracker's failure to insist upon or enforce strict performance of any provision or right of this Agreement will not be construed as a waiver of any provision or right. This Agreement will be governed by the laws of the State of California, without regard to its conflict of laws rules. The provisions of the U.N. Convention on Contracts for the International Sale of Goods and any successor treaties will not apply. You consent to the venue and exclusive jurisdiction of the state and federal courts applicable to Contra Costa County, California, U.S.A., with regard to any claim arising under or otherwise occurring by reason of this Agreement or your use of the Service or your Account. You will commence any claim or cause of action arising under or otherwise occurring by reason of this Agreement within one (1) year after the claim or cause of action arises or such claim or cause of action is forever barred, regardless of the applicable statue of limitations. This Agreement constitutes the entire agreement of the parties with respect to the subject matter hereof and supersedes any and all prior and contemporaneous understandings and agreements.
This Agreement will be enforced to the fullest extent permitted by applicable law. If for any reason any provision of this Agreement is held to be invalid or unenforceable under applicable law to any extent, then (a) such provision will be interpreted, construed or reformed to the extent reasonably required to render the same valid, enforceable and consistent with the original intent underlying such provision and (b) such invalidity or unenforceability will not affect any other provision of this Agreement.
The terms and conditions of this Agreement may be changed by BillingTracker from time to time. Upon any such change, BillingTracker will notify you of such change via notification on BillingTracker’s Web site.
Your use of any BillingTracker Services after such notification will constitute your acceptance of such changed terms and conditions.
ANY REFERENCES TO EVENTS, PEOPLE, PLACES, OR ENTITIES IN THE APPLICATION IS PURELY FICTITIOUS AND NOT INTENDED TO REPRESENT ANY ACTUAL EVENT, PERSON, PLACE, OR ENTITY. BILLINGTRACKER AND FIFTH WALK LLC DISCLAIMS ANY LIKENESS OR SIMILARITIES TO ACTUAL EVENTS, PEOPLE, PLACES, OR ENTITIES, AND ANY SUCH LIKENESS OR SIMILARITIES ARE UNINTENTIONAL AND PURELY COINCIDENTAL.
YOU ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT,
UNDERSTAND IT AND AGREE TO BE BOUND BY ITS TERMS AND CONDITIONS. YOU FURTHER AGREE THAT IT IS THE COMPLETE AND EXCLUSIVE STATEMENT OF THE AGREEMENT BETWEEN YOU AND BILLINGTRACKER AND FIFTH WALK LLC RELATING TO THE USE OF THE PROGRAM.
7. ADDENDUM FOR USERS OF THE BILLINGTRACKER ONLINE STORAGE SERVICE
THE ABOVE TERMS APPLY AND THE FOLLOWING ADDITIONAL TERMS ALSO APPLY.
8. BillingTracker Online Backup Service
If you register for use of the BillingTracker online file storage and retrieval service (the "Service"), it will be provided to you under the terms and conditions set forth in these additional Terms and Conditions of Use (" Additional Agreement").
BillingTracker provides an extensive range of software and services. It is possible that one or more of these services may not be available at certain times. Please see the BillingTracker home page obtain the current status of the services.
9. Description of Services
In the event BillingTracker accepts your registration and you comply with this Agreement, BillingTracker will provide you with the following service (the "Basic Service"): (a) BillingTracker will establish one (1) online storage and online backup account in your name on the BillingTracker servers (the "Account"); (b) BillingTracker will allow you to store up to a total of 5 megabytes of data files in your Account on a trial basis for the length of the trial and for as long as your paid subscription is valid; (c) BillingTracker will allow you to retrieve files from Your Account; and (d) If sub-accounts are created by you (the main account holder), you will be responsible for all the actions arising from the sub-account holders, and you will be responsible that all the terms and conditions of this Agreement are adhered to by the sub-account holders. (e) In your use of the Service, you are responsible for providing the following: (i) all equipment, such as a computer and modem, necessary to access the World Wide Web; (ii) your own access to the World Wide Web; and (iii) payment of all telephone or other fees associated with such access.
10. Conditions of Your Use
Your use of the Service is subject to all applicable local, state, national and international laws and regulations. You will: (a) not use the Service for any illegal purposes, including illegal gambling, (b) not use the Service to store, retrieve, transmit or view any file, data, image or program that contains: (i) any illegal data, pictures, or information; (ii) any illegal harassing, libelous, abusive, threatening, harmful, pornographic, obscene or otherwise illegal material of any kind ; (iii) any material that encourages a criminal offense, civil liability or otherwise violates any applicable local, state, national or international law or regulation; (iv) any code or material that violates the intellectual property rights of others; (v) any Windows temporary files of any kind (including, without limitation, any *.p or ~*.* files); or (vi) any viruses, worms, "Trojan horses" or any other similar contaminating or destructive features; (c) comply with United States and other applicable laws and regulations regarding the exportation and re-exportation of any prohibited data or other materials from the United States or other jurisdictions through the Service; (d) not use the Service for any spamming, chain letters or other use that may otherwise disrupt the Service or the networks through which you access and use the Service; (e) comply with all regulations, policies and procedures of networks through which you access and use the Service; and (f) not access or attempt to access any Service account for which you have no authorization to access, duplicate, modify, distribute or display any of the material from such account. (g) not use sharing features (should they be instituted) in a way that amounts to publishing and restrict the use of sharing features to share data between friends and others in a very limited sense.
BillingTracker Online Backup service may not be used to sell digital content to others. It may not be used by you for dissemination of digital material for any commercial purpose.
You are solely responsible for the content of all data you store or retrieve from, or attempt to store or retrieve from, your Account and the Public Folders (if any are created) and for all transmissions by you from and to your Account.
BillingTracker may use manual and/or automated procedures to detect unacceptable level of usage and may immediately disable offending accounts. BillingTracker online storage Service is not a service for storing and disseminating large amounts of data to a large number of recipients. It is an online storage and backup service. BillingTracker is not responsible for any business interruptions that may be caused due to this process. You may not provide any link(s) through a web site or a mass email to download/upload files stored at BillingTracker online storage Accounts. Such links are a violation of this Agreement.
11. Registration Information/Credit Card Charges/ Payment For Storage Over Limits
BillingTracker will not issue any pro-rated refunds for the remaining period during the month when an account with a monthly subscription plan ("current plan") is downgraded to a smaller plan ("new plan") (a plan that costs less per month than the current plan) during the course of the month. However the rate applicable to the new plan will automatically be charged starting the first of the subsequent month.
BillingTracker may allow for use of storage space beyond the specified plan limit chosen by the user. This is designed to allow for uninterrupted backups, in case the usage exceeds the quota limits. Overuse charge may be applied for the overused storage at the rate of $8/MB/Month. This rate may change without notice. If we are unable to execute overuse charges due to credit card denial or for whatever reasons, user will be notified via e-mail. In case of non-payment by the user, the account may be cancelled.
12. BillingTracker Use of IP Addresses
An IP address is a number that's automatically assigned to your computer whenever you are surfing the Web. BillingTracker may collect IP addresses for the purposes of system administration, for example to audit the use of our site. BillingTracker can and will use IP addresses to identify a user when it is necessary to enforce compliance with this Agreement or to protect our service, site, customers, or others. Some services and e-mails sent from BillingTracker, such as registration related, may display IP addresses along with the message.
13. Automatic Conversion of Trial to Paid Accounts
BillingTracker may offer trial accounts that require users to provide credit card information which may be used to convert the trial to a paid account at the end of free trial period. If the card transaction fails at the end of free trial period, an e-mail would be sent to the user requesting the user to upgrade the account manually online. In such a case, if the user fails to upgrade to a paid account before end of free trial, the account may be terminated.
14. Account and Password
After you accept this Agreement and your registration has been accepted by BillingTracker, your Account will be established. You are solely responsible for any consequences arising out of your failure to maintain the confidentiality of your Password. If you lose your password, you may not be able to download and or unencrypt the data which you backed up to our servers. You will notify BillingTracker of any unauthorized use or other breach in security of your Account immediately after you learn of the same.
15. Security of Stored Data and Files
BillingTracker will endeavor to restrict access to the data and files you store or retrieve from your Account to persons accessing such data and files through use of your Account or Password. However, it may be necessary to access users accounts for support requirements. It may also be necessary to access users accounts to verify that the accounts are not being misused, for example infringement of copyright laws and resource misuse such as bandwidth.
16. Content of Stored Data and Files
You are solely responsible for (a) obtaining all necessary rights to the content of all data and files stored by you on BillingTracker's servers and (b) ensuring that such content does not include any of the items listed in paragraph 10 above.
BillingTracker normally does not review, inspect, edit or monitor any content, data or files stored by You or any other user of the Service, including, without limitation, for viruses, worms, "Trojan horses" or any other similar contaminating or destructive features. However, if BillingTracker has suspicion that an account is being used for storage and distribution of any illegal material, such as copyrighted content, BillingTracker reserves the right to examine the content of the online storage and backup account. BillingTracker reserves the right to refuse, remove or disable access to any data or files stored on BillingTracker's servers with immediate effect that BillingTracker learns may be illegal, may violate the terms of paragraph 10 above, may violate the rights of any third party or otherwise may be reasonably objectionable.
17. Disclaimer of Warranties Applicable to Storage
As you know the transmission, storage, viewing and retrieval of data and files through the World Wide Web is subject to a variety of conditions that make such transmission, storage, viewing and retrieval sometimes unreliable. YOUR USE OF YOUR ACCOUNT AND THE SERVICE IS AT YOUR SOLE RISK. YOUR ACCOUNT AND THE SERVICE IS PROVIDED TO YOU ON AN "AS IS" AND "AS AVAILABLE" BASIS. BILLINGTRACKER, ON BEHALF OF ITSELF AND ITS DISTRIBUTORS, ADVERTISERS AND SUPPLIERS, DISCLAIMS ALL WARRANTIES AND CONDITIONS, EXPRESS OR IMPLIED, ARISING BY THIS AGREEMENT AND LAW OR OTHERWISE, WITH RESPECT TO YOUR ACCOUNT AND THE SERVICE (INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-
INFRINGEMENT). PLEASE NOTE THAT YOUR ACCOUNT AND THE SERVICE MAY NOT MEET YOUR DESIRES OR NEEDS. BILLINGTRACKER MAKES NO REPRESENTATION OR WARRANTY: (A) THAT YOUR ACCOUNT OR THE SERVICE WILL MEET YOUR DESIRES OR NEEDS; (B) THAT ACCESS TO YOUR ACCOUNT OR THE SERVICE WILL BE TIMELY, ERROR-FREE, UNINTERRUPTED, VIRUS-FREE OR SECURE; (C) THAT THE DATA AND FILES YOU STORE IN YOUR ACCOUNT WILL NOT BE LOST OR DAMAGED; (D) THAT THE DATA ON YOUR DESKTOP OR SERVER WILL NOT BE LOST OR DAMAGED; OR (E) THAT DEFECTS IN THE SERVICE WILL BE CORRECTED. YOU ACKNOWLEDGE THAT ANY MATERIAL OR DATA YOU RETRIEVE THROUGH THE USE OF THE SERVICE IS DONE AT YOUR CHOICE AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE RETRIEVAL OF SUCH MATERIAL OR DATA.
18. Limitation of Liability
IN NO EVENT SHALL BILLINGTRACKER /FIFTH WALK LLC AND/OR ITS SUPPLIERS AND AFFILIATES BE LIABLE FOR ANY SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES OR ANY DAMAGES WHATSOEVER RESULTING FROM LOSS OF USE, DATA, SAVINGS, OR PROFITS, WHETHER IN AN ACTION OF CONTRACT, NEGLIGENCE OR OTHER TORTIOUS ACTION, ARISING OUT OF THIS AGREEMENT OR YOUR USE, INABILITY TO USE, OR IN CONNECTION WITH THE APPLICATIONS OR SERVICES OR THE BREACH OF ANY EXPRESS OR IMPLIED WARRANTY EVEN IF BILLINGTRACKER/ FIFTH WALK LLC HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
You will defend, indemnify and hold BillingTracker / Fifth Walk LLC, its parents, subsidiaries, investors, affiliates, agents, officers, directors and employees, harmless from any claim or demand, including reasonable attorneys' fees and costs, made by any third party due to or arising out of (a) use of your Account and the Service, (b) any data files and content stored by you in your Account and otherwise on the BillingTracker servers and (c) any violation by you of this Agreement. .
Either you or BillingTracker may terminate this Agreement with or without cause at any time by giving notice of such termination to the other. In the event BillingTracker believes that you have violated your obligations under this Agreement, BillingTracker may, at its option and in addition to its other remedies, immediately and without notice, suspend Your Account, remove and destroy data and files stored by You on BillingTracker's servers and/or terminate this Agreement. BillingTracker will not be liable to you or any third party for any suspension or termination of your Account or the Service, regardless of how it is terminated. Should you object to any terms and conditions of this Agreement , including amendments thereof, or become dissatisfied with the Service in any way, your only recourse is to immediately: (a) discontinue use of the Service; (b) terminate this Agreement; and (c) notify BillingTracker of such termination. Upon any termination of this Agreement, BillingTracker will remove your stored data files from main storage and archives within five (5) day period from termination notice. The following paragraphs survive termination, regardless of the cause of termination: 2,3,5-7,10, and 12-18.
21. Notices Applicable to Storage Users
Any notice under this Agreement given by BillingTracker to you will be properly given if sent by email to your e-mail address as set forth in the Registration Information, or by a startup screen that starts before your next use of the Service or by written communication mailed by first class mail to your address on record in the Registration Information or by a display about the changed information in the agreement on the BillingTracker Web site News page if the change is generic. It is important that you maintain a correct working e-mail address and update it to receive BillingTracker's communication. Any notice under this Agreement given by you to BillingTracker will be properly given if received by e-mail sent to BillingTracker's Customer Service via the Contact Us page of the BillingTracker.com Web site. Sending an e-mail to BillingTracker, even via the Contact Us page, for cancellation may not be considered as a cancellation notice for security reasons. Cancellation may not be complete until we have confirmed with you, upon receipt of the e-mail, that indeed you want to cancel. On successful cancellation of account by the user, or by BillingTracker due to various reasons including non-payment for the services, user data files will be generally removed within five (5) day period from cancellation date from main storage as well as archives.
22. Miscellaneous Provisions Applicable to Storage Users
Your right to use the Service is personal. You will not assign to others any of your rights, obligations or interest in this Agreement or your Account. Without limiting the foregoing, this Agreement is binding upon and inures to the benefit of the parties and their respective successors and assigns.