Hunting Season Enterprises, Inc.
This Agreement is effective as of December 1st, 2013
YOU REPRESENT AND WARRANT THAT YOU ARE AT LEAST EIGHTEEN (18) YEARS OLD, OR IF YOU ARE BETWEEN THE AGES OF THIRTEEN (13) AND EIGHTEEN (18) YEARS OLD, THAT YOU AND YOUR PARENT OR LEGAL GUARDIAN HAVE EACH AGREED TO THIS AGREEMENT.
1. License Grant.
Subject to the terms and conditions of this Agreement, Hunting Season grants Licensee a non-exclusive, limited, non-transferable license to use and download on Licensee’s iPhone, iPad or other Apple device the App and enter Licensee Content (as further defined herein) into the App. The use and download of Hunting Season’s App is solely for Licensee’s personal use. Except as set forth herein, no other use, access, copying, display or distribution in any form of the App, in whole or in part, by Licensee is permitted. For purposes of this Agreement, “Licensee Content” shall mean all data, content and information entered into the App by Licensee.
2. Limitations and Restrictions.
While using our App you will not: (i) violate any laws, third party rights, or our policies set forth on the App; (ii) use any content (including, without limitation, all designs and photographs) on the App for any commercial purposes; (iii) post false, threatening, inflammatory, harassing, abusive, inaccurate, misleading, defamatory, obscene, racially or ethnically or otherwise objectionable, libelous content, personally-identifiable information about other App users or content that does not generally pertain to the theme or subject matter of the App; (iv) distribute or post spam, chain letters, or pyramid schemes on or through our App; or (v) impair, disable or otherwise adversely affect the App or the functionality or operation of the App, including without limitation, distributing, submitting, posting or uploading any materials that contain or distribute viruses or disabling code, files, programs or any other technologies that may harm Hunting Season, the App or any other App user.
In addition, you will not (i) harvest or otherwise collect (a) information, designs or content provided on the App or (b) information with respect to any App users, including e-mail addresses; (ii) provide any links, frames or tags to or of any content on the App (including, without limitation, designs and photographs) without Hunting Season’s express written consent; or (iii) use any spiders, automated programs, scripts, robots, software or any similar devices that obtain, copy or link to content or information on the App or with respect to the App’s users, or affect the operation of the App.
3. Ownership and Responsibility for Licensee Content.
Licensee acknowledges that Licensee is solely responsible for the Licensee Content (including, without limitation, its accuracy, quality, legality, and reliability) and Licensee’s use of the App. Licensee is the owner of the Licensee Content and Licensor has no ownership rights with respect to the Licensee Content except for any Suggestions (as further defined herein), which Licensor shall own. Licensee shall not submit or post any Licensee Content protected by copyright or other intellectual property rights without the express permission of the owner of such content. By submitting or posting Licensee Content, Licensee warrants and represents that he or she owns the copyright with respect to such Licensee Content and has the right to submit and post such Licensee Content through use of the App.
Licensee represents and warrants that he or she owns or otherwise controls all of the rights to any Licensee Content, that the Licensee Content are original works, and that the public posting and other public or private use of the Licensee Content will not infringe the intellectual property or other proprietary rights of any third party. Licensee acknowledges that he or she is not entitled now, or in the future, to any compensation for any Licensee Content (including any Suggestions), and Licensee and his or her heirs, designated recipients, successors and assigns hereby waive the benefits of any provisions of law known as “droit moral” (moral rights) or any similar laws. Licensee and his or her heirs, designated recipients, successors and assigns hereby waive any and all rights and remedies Licensee may have against Hunting Season and its affiliates, officers, members, managers, directors, agents and employees now or in the future, and hereby release Hunting Season and its affiliates, officers, members, managers, directors, agents and employees from any and all claims, demands, actions, causes of action, damages, obligations, losses and expenses of whatever kind relating to providing, transmitting or entering the Licensee Content into the App, or Hunting Season, its affiliates or other users of the App receiving, evaluating, and utilizing the Licensee Content.
Hunting Season’s Ownership
Hunting Season shall own all right, title and interest, including all related intellectual property rights, in and to the App, and any suggestions, ideas, enhancement requests, feedback, recommendations or other information provided by Licensee relating to the App (the “Suggestions”) which shall be considered “works made for hire” and shall be the sole property of Hunting Season. Licensee hereby agrees to assign and does hereby assign fully to Hunting Season all such Suggestions, all of Licensee’s interest in and to the Suggestions, and any copyrights, patents, trademarks or other intellectual property rights relating thereto. Licensee hereby waives, and agrees not to assert, any and all moral rights that he or she may have in and to the Suggestions created by him or her. The provisions of this Section shall be binding upon Licensee, his or her predecessors in interest, heirs, assigns and all third parties acting in concert with Licensee.
This Agreement does not convey to Licensee any rights of ownership in or related to the App. Hunting Season’s name, logo, and the names associated with the App are trademarks of Hunting Season or third parties. Hunting Season owns all proprietary rights, including, without limitation, patent, copyright, trade secret and trademark rights to the App and any modifications, enhancements and derivatives to the App. Licensee acknowledges that Licensee is granted only a limited right of use of the App, which right of use is not coupled with an interest and is revocable in accordance with the terms of this Agreement. Licensee agrees not to assert any ownership interest in the App, the Suggestions or any software used in connection with producing or providing the App. Licensee agrees that the App embodies valuable, confidential and trade secret information of Hunting Season.
4. License to Use Licensee Content.
Licensee grants to Licensor, and its affiliates and other users of the App, the worldwide, perpetual, royalty-free, irrevocable, non-exclusive right to use, communicate, reproduce, publish, display, perform, modify, alter, adapt, translate, sublicense, distribute, create derivative works from and exploit Licensee Content in any manner, including on the App, or in any other medium now known or later developed, without Licensee’s consent.
5. Withdrawal of the App.
6. No Confidence in Licensee Content.
No Licensee Content, regardless of how it may be marked, will be received by Hunting Season or other users of the App in confidence, nor shall they be subject to any express or implied obligation of confidentially. Hunting Season, its affiliates and other users of the App shall not be liable for any use or disclosure of any Licensee Content.
Licensee will pay to the relevant taxing authority, as appropriate, any applicable sales, use, goods and services, value added or other taxes payable with respect to Licensee’s use of the App.
8. Limitation Of Liability.
HUNTING SEASON AND ITS AFFILIATES, OFFICERS, MEMBERS, MANAGERS, DIRECTORS, AGENTS AND EMPLOYEES DO NOT MAKE ANY REPRESENTATIONS OR WARRANTIES AS TO THE APP, THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE APP, THE ACCURACY OR RELIABILITY OF THE APP OR THE CONTENT PROVIDED BY HUNTING SEASON OR ANY THIRD PARTY ON THE APP, THE ABILITY TO ACCESS THE APP OR THE USE OR ACCESS OF THE LICENSEE CONTENT OR THE SUGGESTIONS OR ALL OTHER CONTENT AND INFORMATION ON THE APP PROVIDED BY HUNTING SEASON OR ANY THIRD PARTY. TO THE MAXIMUM EXTENT PERMITTED NOT PROHIBITED BY APPLICABLE LAW HUNTING SEASON AND ITS AFFILIATES, OFFICERS, MEMBERS, MANAGERS, DIRECTORS, AGENTS AND EMPLOYEES SPECIFICALLY DISCLAIM ALL WARRANTIES, CONDITIONS, GUARANTEES OR REPRESENTATIONS AS TO MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT OR OTHER WARRANTIES, WHETHER EXPRESS OR IMPLIED IN LAW OR IN FACT, ORAL OR IN WRITING. THE APP, THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE APP, THE ACCURACY OR RELIABILITY OF THE APP, THE ABILITY TO ACCESS THE APP OR THE USE OR ACCESS OF THE LICENSEE CONTENT OR THE SUGGESTIONS OR ALL OTHER CONTENT AND INFORMATION ON THE APP PROVIDED BY HUNTING SEASON OR ANY THIRD PARTY. THE APP IS PROVIDED ON AN “AS IS” BASIS.
TO THE MAXIMUM EXTENT NOT PROHIBITED BY LAW, IN NO EVENT SHALL HUNTING SEASON AND ITS AFFILIATES, OFFICERS, MEMBERS, MANAGERS, DIRECTORS, AGENTS AND EMPLOYEES BE LIABLE FOR ANY DAMAGES SUFFERED OR INCURRED BY LICENSEE OR ANY THIRD PARTIES ARISING OUT OF ANY FAULTS, INTERRUPTIONS, DELAYS, INACCURACIES, ERRORS, DELETIONS OR OMISSIONS IN CONNECTION WITH THE APP, THE ABILITY TO ACCESS THE APP, OR TO USE OR ACCESS THE LICENSEE CONTENT OR THE SUGGESTIONS OR ALL OTHER CONTENT AND INFORMATION ON THE APP PROVIDED BY HUNTING SEASON OR ANY THIRD PARTY. HUNTING SEASON AND ITS AFFILIATES, OFFICERS, MEMBERS, MANAGERS, DIRECTORS, AGENTS AND EMPLOYEES ARE NOT RESPONSIBLE OR LIABLE FOR THE DELETION, CORRECTION, DESTRUCTION, DAMAGE, LOSS OF OR FAILURE TO STORE ANY AND ALL LICENSEE CONTENT AND SUGGESTIONS.
a) Governing Law.
Notices will be deemed effective hereunder if in writing, delivered in person, or by e-mail, facsimile, certified or registered mail, or by FedEx or similar private mail service, and addressed to Hunting Season at its above address and to Licensee at the email address that Licensee provides to Hunting Season (or to such successor addresses as the parties may identify by providing notice in accordance with this Section). Licensee can also contact Hunting Season with respect to questions and complaints about the App by writing to: Hunting Season Enterprises, 18 Bridge Street, Suite 4A, Brooklyn, NY 11201 or by emailing Hunting Season at: email@example.com.
c) Notice of Alleged Copyright Infringement.
It is Hunting Season’s policy to take action in accordance with the Digital Millennium Copyright Act (Title II of 17 U.S.C. Section 512) (the “Act”) when it has been notified of claims of alleged copyright infringement in connection with its App. Hunting Season has implemented procedures for receiving written notification of claimed infringements and for processing such claims in accordance with the Act. All claims of infringement must be submitted to Hunting Season in a written complaint that complies with the requirements below and delivered to Hunting Season’s designated agent to receive notification of claimed infringement as follows:
Colin Barnhart, CFO
Hunting Season Enterprises, Inc.
18 Bridge Street, Suite 4A
Brooklyn, NY 11201
Phone: (718) 360-0680
Fax: (718) 715-1167
Any written notice regarding any defamatory or infringing activity, whether of a copyright, patent, trademark or other proprietary right must include the following information:
A physical or electronic signature of a person authorized to act on behalf of (1) the owner of an exclusive right that is allegedly infringed or (2) the person defamed.
Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works are covered by a single notification, a representative list of such works.
Identification of the material that is claimed to be infringing, to be the subject of infringing activity, or that is claimed to be defamatory and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit us to locate the material.
Information reasonably sufficient to permit us to contact you, such as your address, telephone number, and/or electronic mail address.
A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright or other proprietary right owner, its agent, or the law.
A statement that the information in the notification is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed or on behalf of the person defamed.
This Agreement shall be binding upon and inure to the benefit of the parties and their affiliates, successors and assigns. Hunting Season may transfer its rights and obligations under this Agreement to another organization or person(s), but this will not affect your rights or our obligations under this Agreement. Licensee may only transfer his or her rights and obligations under this Agreement to another person if Hunting Season agrees in writing.
e) Independent Contractors.
The parties to this Agreement are independent contractors. Neither party is an agent, representative or partner of the other party. Neither party shall have any right, power or authority to enter into any agreement for, or on behalf of, or incur any obligation or liability of, or to otherwise bind, the other party. This Agreement shall not be interpreted or construed to create an association, agency, joint venture or partnership between the parties or to impose any liability attributable to such a relationship upon either party.
f) Amendments, Waivers, Entire Agreement.
Any waiver of this Agreement by Hunting Season must be in writing and executed by Hunting Season to be effective. The failure of Licensee at any time or times to require full performance of any provision hereof will in no manner affect the right of Hunting Season at a later time to enforce the same. This Agreement constitutes the entire agreement between the parties with respect to this Agreement and the App and supersedes all prior understandings between the parties, written or oral, with respect to the subject matter of this Agreement.
g) Construction; Headings.
In the event that any provision of this Agreement conflicts with the law under which this Agreement is to be construed or if any such provision is held invalid by a court with jurisdiction over the parties to this Agreement, such provision shall be deemed to be restated to reflect as nearly as possible the original intentions of the parties in accordance with applicable law, and the remainder of this Agreement shall remain in full force and effect. Headings of paragraphs and sections in this Agreement are for convenience only and should not be given any interpretative effect.
h) Force Majeure.
If any party shall be delayed, interrupted or prevented from the performance of any obligation hereunder by reason of an act of God, fire, flood, war, public disaster, strike or labor dispute, natural disasters or other event beyond a party’s reasonable control, such party shall not be liable to the other for damages arising from such event and the time for performance of such obligation shall be extended for a period equal to the duration of the contingency that occasioned the delay, interruption or prevention.
The provisions of Sections 2 through 13 of this Agreement shall survive the termination and expiration of this Agreement.
j) Injunctive Relief.
In the event of a violation or threatened violation of Hunting Season’s intellectual property or proprietary rights with respect to any of the App, the use of the App or the Suggestions in violation of this Agreement, Hunting Season shall have the right, in addition to such other remedies as may be available pursuant to law or this Agreement, to injunctive or declaratory relief (including, temporary and preliminary relief) without the posting of any bond. Licensee acknowledges that legal remedies for such violation or threatened violation are inadequate.
k) Export Laws and Other Applicable Laws.
Licensee agrees to use the App in accordance with all applicable export and other laws, including, without limitation, United States export controls. Licensee represents and warrants that (i) Licensee is not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country and (ii) Licensee is not listed on any U.S. Government list of prohibited or restricted parties.
12. Changes to This Agreement.
Any or all of this Agreement may be changed at any time without notice to you. Your use of or access to our App immediately after such changes are posted will mean you accept such changes. Therefore, each time you use or access our App, you should review this Agreement.
We will post our revised Agreement either within our App, on the Apple iTunes platform, or elsewhere as we deem necessary, and may provide you with notice of any changes by e-mail at the e-mail address you provide to us through our App. For this reason, you should make sure that you maintain a current e-mail address with us.
13. Additional Terms With Respect To Apple Inc.
Hunting Season and Licensee acknowledge and agree as follows:
– Apple, Inc. (“Apple”) has no responsibility or liability with respect to the App and the content thereof. Apple’s only obligation with respect to any failure of the App to conform to any applicable warranty or any error with respect to App is for Apple to refund the purchase price or license fee paid by Licensee for the App (if any) to Licensee. To the maximum extent permitted by law, Apple will have no other warranty obligation, whatsoever with respect to the App and Apple shall have no liability with respect to any claims, losses, liabilities, damages, costs or expenses attributable to any failure of the App to conform to any warranty.
– Licensee has reviewed the Apple Store and Apple iTunes Terms of Service (including, without limitation, the Usage Rules) and agrees to be bound by and comply with such terms.
The Apple device used to access the App is owned or controlled by the Licensee.
Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the App.
Apple is not responsible for addressing any claims of Licensee or any third party relating to the App or the Licensee’s possession and/or use of the App, including, but not limited to: (i) product liability claims; (ii) any claim that the App fails to conform to any applicable legal or regulatory requirement; and (iii) claims rising under consumer protection or similar legislation.
In the event of any third party claim that the App or the Licensee’s possession or use of the App infringes a third party’s intellectual property rights, Apple will have no responsibility or liability with respect to any such claim. Hunting Season will be solely responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim.
Apple and its subsidiaries and affiliates are third party beneficiaries of this Agreement and upon the Licensee’s acceptance of this Agreement, Apple will have the right (and will be deemed to have accepted the right) to enforce this Agreement against the Licensee as a third party beneficiary thereof.