MOBILEX PROVIDES A GENERAL SUMMARY OF AMERICAN LAW IN SELECT AREAS, BUT DOES NOT COVER FOREIGN LAW; EVEN WITHIN THE U.S., THE LAW OFTEN DIFFERS FROM STATE TO STATE. THEREFORE, IF YOU DESIRE ASSURANCE WITH REGARD TO ANY ISSUE PRESENTED IN THE APPLICATION, YOU SHOULD NOT RELY ON MOBILEX, BUT INSTEAD CONSULT A LICENSED ATTORNEY IN YOUR AREA. BAER CROSSEY VENTURES, LLC IS NOT A LAW FIRM, AND NEITHER WE NOR THE APPLICATION OR THE MOBILEX SERVICES PROVIDE LEGAL ADVICE OR SERVICES. YOUR PURCHASE OR USE OF MOBILEX DOES NOT CREATE AN ATTORNEY-CLIENT RELATIONSHIP BETWEEN US AND YOU. YOU ARE REPRESENTING YOURSELF WHEN YOU USE THE APPLICATION AND THE MOBILEX SERVICES. MOBILEX DOES NOT KNOW EVERYTHING ABOUT YOUR BUSINESS AND THE INFORMATION IT PROVIDES MAY NOT BE APPLICABLE TO YOU OR SUITABLE FOR YOUR NEEDS. FURTHERMORE, THERE MAY BE GAPS AND INACCURACIES IN MOBILEX, ESPECIALLY AS THE LAW CHANGES. BAER CROSSEY MAKES NO WARRANTY, AND DOES NOT GUARANTEE, THAT ANY INFORMATION OR ADVICE CONTAINED IN THE APPLICATION OR THE MOBILEX SERVICES WILL BE ACCURATE, CURRENT, CORRECT, COMPLETE OR FIT FOR YOUR PARTICULAR PURPOSES.
The MobiLex Services are available only to individuals who are at least 13 years old. If you are under 13 years of age, you may not download the Application or use the MobiLex Services.
1. License to Use the Application and MobiLex Services; Intellectual Property Rights
The proprietary software associated with the Application, including any enhancements or modifications thereto and any related documentation, as well as the visual and textual elements and the selection, arrangement and compilation of data embodied in (and/or displayed during the execution of) the software, are copyrighted works. In addition, the MobiLex Services, including all software, MobiLex content, inventions, technology, products, services and MobiLex data provided on the Site or through the MobiLex Services, are protected under United States and international copyright, patent, trademark and/or other intellectual property laws and incorporate valuable confidential information and trade secrets of MobiLex. Subject to your compliance with all of the terms and conditions of this Agreement, and in consideration of your promises reflected in this Agreement, Baer Crossey grants to you a limited, personal, non-exclusive, revocable, non-sublicensable, non-transferable license to (a) download, install, and use the Application to and on a single mobile or computing device and solely as permitted under this Agreement, and (b) use the MobiLex Services, in each case for your personal and internal purposes and not for commercial resale, sublicensing, time-sharing or service bureau usage. All rights not expressly granted to you by the foregoing sentence are reserved by Baer Crossey. Without limiting the generality of the foregoing, you may not:
Your compliance with the requirements in this Section 1 is a condition to, and material inducement and consideration for, our granting you the right to access and use the Application and the MobiLex Services. Any unauthorized use or other activity in violation of this Section 1 will cause the licenses granted by Baer Crossey in this Section to terminate automatically.
All suggestions, requests and feedback you may communicate to us regarding the MobiLex Services, and all inventions, improvements, modifications, product or service ideas, and concepts contained therein (collectively, “Feedback”), shall become the exclusive property of Baer Crossey. You hereby assign all worldwide rights, title and interest in, to and under any such Feedback to Baer Crossey and agree to execute and deliver any assignments or other instruments or documents that we may request in order to confirm, perfect, record or enforce our rights with respect to the Feedback.
This Agreement does not transfer from Baer Crossey to you any Baer Crossey or third party intellectual property, and all right, title and interest in, to and under such property will remain solely with Baer Crossey or such third party, as applicable. All rights not expressly granted in this Agreement are reserved to Baer Crossey. MobiLex, the MobiLex logo, the “grim geekster” icon and all other trademarks, service marks, graphics and logos used in connection with the MobiLex Services are trademarks or registered trademarks of Baer Crossey or Baer Crossey’s licensors. Other trademarks, service marks, graphics and logos used in connection with the MobiLex Services may be the trademarks of other third parties. Your use of the MobiLex Services grants you no right or license to reproduce or otherwise use any Baer Crossey or third-party trademarks.
The Application may automatically download and install, or may prompt you to download and install, updates from time to time from Baer Crossey. These updates are designed to improve, enhance and further develop the Application and may take the form of bug fixes, enhanced functions, new software modules, content updates and/or completely new versions. You agree to receive such updates (and permit Baer Crossey to deliver these to you) as part of your continued use of the Application. However, you also agree that we have no obligation to provide any updates or any other support or maintenance of any kind. The form, features and/or nature of the Application and the MobiLex Services which we provide may change from time to time without prior notice to you. We may also cease or discontinue providing the Application or the MobiLex Services, or support, updates or upgrades for the Application, at any time. In addition, you agree that we have no obligation to provide legal content updates for the Application, even if the law changes and the current content of the Application is inaccurate or misleading.
2. No Refunds; Your MobiLex Account
All purchases of the Application and purchases of any other MobiLex products or services, or of other products or services available through the Site, are final. We do not offer full or partial refunds. However, if you purchase the Application through the Apple iTunes App Store, the Android market, or an equivalent market for another smartphone platform, your purchase may be subject to the refund and other policies of such markets and providers. Baer Crossey does not have any control over these refund or other policies.
If you sign up for MobiLex Services, you are responsible for maintaining the security of your account, and you are fully responsible for all activities that occur under the account. You may never use another person’s MobiLex account without permission. Baer Crossey may, immediately and without notice, suspend or terminate your account, or change or remove any content posted by you, in its sole and absolute discretion, it considers such content inappropriate or unlawful or believes that it may cause Baer Crossey or a third party any harm or liability. Baer Crossey will not be liable for any acts or omissions by you, including any damages of any kind incurred as a result of such acts or omissions.
Baer Crossey reserves the right, at any time, to impose or modify any fees charged for any access or use of the Application or MobiLex Services on a subscriber basis or for access to updates or upgrades of the Application or MobiLex Services. MobiLex will notify you of any changes relating to fees at the e-mail address currently associated with your account (or will otherwise make fee information available through the Apple iTunes App Store, the Android Market or any equivalent market of your smartphone platform provider).
3. Uninstalling the Application; Use Outside the United States
To uninstall the Application, please follow the default uninstall process for your mobile device.
4. Mobile Services
We provide the means through which you can utilize the MobiLex Services on your phone or wireless device (“Mobile Services”). If you choose to utilize Mobile Services, you thereby agree to receive such services on the device you provide for such purposes and understand that your wireless provider’s standard sms and/or data rates may apply to these services. By using the Mobile Services, you agree to be responsible for any fees that we may impose (such as download fees) or that are incurred as a result of your use of the Mobile Services. You represent that you are the owner or authorized user of the wireless device you use to access the Mobile Services and that you are authorized to approve the applicable charges.
5. Responsibility of MobiLex Users
“User Content” refers, collectively, to any and all materials, including but not limited to information, data, text, software, photos, graphics, music, sound, videos, messages, tags, interactive features or any other materials, posted, uploaded, imported or submitted to the MobiLex Services by you, any such materials published, exported, distributed, displayed, shared or otherwise disseminated by you on or through the MobiLex Services or created, designed or stored by you using the MobiLex Services, and anything e-mailed to us. User Content is subject to the following terms.
You are solely responsible for any User Content attributable to your activities and for any harm resulting therefrom. We do not approve or endorse any User Content, and we do not control the quality of User Content. We do not have any responsibility for the availability, accuracy, correctness, completeness, usefulness, reliability or timeliness of User Content, and we may choose to post, refuse to post, delete, remove or modify User Content at our sole discretion, without prior notice. IN ADDITION, WHILE WE MAY MONITOR USER CONTENT FROM TIME TO TIME, YOU AGREE THAT WE HAVE NO OBLIGATION TO DO SO.
WE DO NOT CLAIM OWNERSHIP OF USER CONTENT. However, by providing User Content through any means, you grant us a perpetual, irrevocable, worldwide, non-exclusive, royalty-free, fully-paid, transferable and sublicensable right and license to use, copy, reproduce, display, publicly perform, edit, modify, adapt, publish, transmit, transfer, create hypertext links to, broadcast and distribute the User Content in any form, in all media (whether now or hereafter existing), for purposes of providing, operating, modifying, maintaining, referencing, featuring, advertising and/or promoting the MobiLex Services and for our internal research purposes.
You represent and warrant to us that you either own all rights in, to and relating to all User Content attributable to your activities or otherwise have the right and ability to use the User Content for your intended purposes and to grant the licenses in such User Content described above. You may not submit User Content that contains lies or misrepresentations of any kind, that disparages another MobiLex user, or that is illegal, obscene, defamatory, libelous, threatening, abusive, harassing, pornographic, offensive racially or ethnically, discriminatory, indecent, or that encourages illegal activity of any kind. You may not upload, launch, post, e-mail or transmit any material that may contain viruses, worms, Trojan horses, Easter eggs, trap doors, back doors, time bombs, cancelbots or other harmful components of any kind.
6. Additional Use Restrictions
You are only allowed to access and use the MobiLex Services for lawful purposes. Any action by you or associated with your account that we believe, in our sole and absolute discretion: (a) violates the Agreement; (b) restricts, inhibits, disrupts, interferes with, limits, or prevents access or use of the MobiLex Services; or (c) through the use of the MobiLex Services, abuses, defames, harasses, disparages or threatens another user of the Services, is strictly forbidden.
You also may NOT:
Additionally, you agree that you will not take any action that imposes or may impose (in our sole discretion) an unreasonable or disproportionately large load on our technical infrastructure.
The foregoing activities will not be permitted, and we may immediately block or disable your ability to use the Application, and/or suspend or terminate your access to the MobiLex Services, if, in our sole and absolute discretion, we believe that you have engaged in any of these activities or that they have occurred in association with your account or password.
7. Linked Applications, Websites and Services
8. Copyright and Other Intellectual Property Infringement
As Baer Crossey asks others to respect its intellectual property rights, it respects the intellectual property rights of others, and requires its users and customers to do so. If you are a copyright owner or an agent thereof and believe that any User Content infringes upon your copyrights, you may submit a notification pursuant to the Digital Millennium Copyright Act (“DMCA”) by providing our Copyright Agent with the following information in writing (see 17 U.S.C § 512(c)(3) for further detail).
Baer Crossey’s designated Copyright Agent to receive notifications of claimed infringement is Copyright Agent, 1700 Sansom Street, Suite 701, Philadelphia, PA 19103, firstname.lastname@example.org. For clarity, only DMCA notices should go to the Copyright Agent. You acknowledge that if you fail to comply with all of the requirements of this Section, your DMCA notice may not be valid.
Baer Crossey has a policy of terminating the account of, or denying access or use of the MobiLex Services to, in its sole and absolute discretion, any user who repeatedly infringes the copyrights or other intellectual property rights of others. Baer Crossey shall have no liability for any action taken pursuant to this Section.
Baer Crossey may terminate your access to all or any part of the MobiLex Services, or block or disable your access or use of the Application, at any time, with or without cause, with or without notice, effective immediately. Without limiting the foregoing, Baer Crossey may terminate your access to all or any part of the MobiLex Services, or block or disable your access or use of the Application, if (a) Baer Crossey believes that you have breached any provision of the Agreement (or have acted in manner which shows that you do not intend to, or are unable to comply with the provisions of the Agreement); (b) Baer Crossey is required to do so by law (for example, where the provision of the Application to you is, or becomes, unlawful); (c) Baer Crossey is transitioning to no longer providing the Application to users in the state or country in which you are resident or from which you use the Application; or (d) Baer Crossey believes that your use of the Application may infringe or violate the rights of a third party or subject Baer Crossey to civil or criminal liability. Termination may result, in Baer Crossey’s sole discretion, in the forfeiture and destruction of all information associated with your account. If you wish to terminate your account and this Agreement, you may do so at any time by following the instructions on the Site. All provisions of this Agreement which by their nature should survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity, limitations of liability, and miscellaneous terms, shall do so. If your MobiLex Services account is cancelled or terminated for any reason, you will no longer be able to access information you have stored under your account.
11. Disclaimer of Warranties
YOU AGREE THAT USE OF THE MOBILEX SERVICES IS ENTIRELY AT YOUR OWN RISK. THE MOBILEX SERVICES ARE PROVIDED ON AN “AS IS” OR “AS AVAILABLE” BASIS, WITHOUT ANY WARRANTIES OF ANY KIND. BAER CROSSEY, ITS AFFILIATED COMPANIES AND ITS AND THEIR RESPECTIVE MEMBERS, MANAGERS, OFFICERS, EMPLOYEES, REPRESENTATIVES AND AGENTS DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, IN CONNECTION WITH THE MOBILEX SERVICES AND/OR YOUR USE THEREOF INCLUDING, WITHOUT LIMITATION, ANY AND ALL WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, SECURITY, FREEDOM FROM VIRUSES, AND NON-INFRINGEMENT OF INTELLECTUAL PROPERTY OR PROPRIETARY RIGHTS.
BAER CROSSEY MAKES NO WARRANTIES OR REPRESENTATIONS ABOUT THE ACCURACY OR COMPLETENESS OF THE MOBILEX SERVICES AND/OR THEIR CONTENT OR THE CONTENT OF ANY PRODUCTS OR SERVICES LINKED TO OR INTEGRATED WITH THE MOBILEX SERVICES AND ASSUMES NO LIABILITY OR RESPONSIBILITY FOR (I) ERRORS, MISTAKES, OMISSIONS OR INACCURACIES OF CONTENT, (II) ANY UNAUTHORIZED ACCESS TO OR USE OF THE MOBILEX SERVICES, YOUR ACCOUNT OR OUR SERVERS, (III) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE MOBILEX SERVICES, (IV) ANY BUGS, VIRUSES, TROJAN HORSES, MALWARE, ADWARE AND/OR THE LIKE WHICH MAY BE TRANSMITTED TO OR THROUGH THE MOBILEX SERVICES BY ANY THIRD PARTY, (V) ANY LOSS OR DAMAGE TO CONTENT OR DATA (WHETHER STORED THROUGH THE MOBILEX SERVICES OR OTHERWISE), OR (VI) ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, E-MAILED, IMPORTED, TRANSMITTED, DISTRIBUTED, OR OTHERWISE MADE AVAILABLE VIA THE MOBILEX SERVICES. BAER CROSSEY DOES NOT WARRANT, ENDORSE, GUARANTEE OR ASSUME RESPONSIBILITY FOR ANY PRODUCT, SERVICE OR OPPORTUNITY ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE MOBILEX SERVICES OR ANY HYPERLINKED OR INTEGRATED WEBSITE OR SERVICES.
Some states do not allow the disclaimer of implied warranties in some circumstances, so if the laws of such a state apply to your dealings with us and if the requisite circumstances exist in your case, then some portion or all of the foregoing disclaimer may not apply to you. The law of warranty varies from state to state and the law applicable in your particular case may give you specific legal rights.
12. Limitation of Liability
UNDER NO CIRCUMSTANCES SHALL BAER CROSSEY, ITS AFFILIATED COMPANIES OR ANY OF THEIR RESPECTIVE MEMBERS, MANAGERS, OFFICERS, EMPLOYEES, REPRESENTATIVES, AGENTS, DIRECTORS, PARTNERS, INVESTORS OR SUPPLIERS BE LIABLE FOR DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, CONSEQUENTIAL OR EXEMPLARY DAMAGES (INCLUDING, BUT NOT LIMITED TO, LOST PROFITS OR DAMAGES ARISING FROM YOUR USE OF OR INABILITY TO USE THE MOBILEX SERVICES) WHATSOEVER, WHETHER BASED ON WARRANTY, CONTRACT, TORT OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT BAER CROSSEY OR ANY OF THE FOREGOING PERSONS WERE ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
YOU AGREE THAT THE LIABILITY OF BAER CROSSEY AND THE FOREGOING PERSONS FOR ANY CLAIM WILL BE LIMITED TO THE GREATER OF (i) THE AMOUNT PAID BY YOU TO US FOR THE RELEVANT SERVICES TO WHICH THE CLAIM RELATES DURING THE PREVIOUS SIX (6) MONTHS PRECEDING THE EVENT OR CIRCUMSTANCES GIVING RISE TO SUCH CLAIM OR (ii) ONE HUNDRED U.S. DOLLARS ($100.00).
The foregoing limitations of liability shall apply to the fullest extent permitted by law in the applicable jurisdiction.
13. General Representation and Warranty
You represent and warrant that (i) your use of the MobiLex Services will be in strict accordance with the Agreement and with all applicable laws and regulations (including without limitation any local laws or regulations in your country, state, city, or other governmental area, regarding online conduct and acceptable content, and including all applicable laws regarding the transmission of technical data exported from the United States or the country in which you reside); and (ii) your use of the MobiLex Services will not infringe or misappropriate the intellectual property rights of any third party.
To the extent permitted by applicable law, you agree to defend, indemnify and hold harmless Baer Crossey, its affiliated companies and its and their respective members, managers, officers, directors, owners, investors, employees, representatives and agents (the “Indemnified Parties”) from and against any and all claims, actions, lawsuits, damages, obligations, complaints, demands, allegations, losses, liabilities, costs or debt, and expenses (including, but not limited to, reasonable attorneys’ fees) (collectively, “Losses”) arising out of or related to or in connection with your actual or alleged (a) use of and access to the MobiLex Services and/or the services available thereon, (b) violation, breach or default of any term of the Agreement, or (c) violation of any third party right including, but not limited to, any patent, trademark, service mark, copyright, trade secret, publicity or privacy right, or arising out of or related to or in connection with (d) any claim that your User Content caused damage to a third party.
All notices, demands and other communications hereunder shall be in writing and shall be effective upon receipt, provided that we may provide notice to you by posting announcements on the Site (or otherwise making them available through the MobiLex Services) or sending an e-mail to you at the e-mail address that is currently associated with your account. Any such e-mail notice to you will be deemed given on the day it is sent. Except as specified in the next sentence, all notices to us of a legal nature shall be in writing and shall be sent by certified first-class U.S. mail, return receipt requested, to: Baer Crossey Ventures, LLC, 1700 Sansom Street, Suite 701, Philadelphia, PA 19103. All notices regarding copyright or other intellectual property infringement issues shall be sent in accordance with our intellectual property policy described in Section 8 above. If you have any questions about the Agreement, or if you need to notify us about a non-legal matter, then contact us at email@example.com or at the address provided above.
We shall not be responsible for any errors, failure to perform or delay in performance of any obligation hereunder due to labor disturbances, accidents, fires, floods, telecommunications or Internet failures, strikes, wars, riots, rebellions, blockades, acts of government, governmental requirements and regulations or restrictions imposed by law, acts or failures of third-party service providers or other third parties, or any other similar conditions beyond our reasonable control. You agree that no joint venture, partnership, employment or agency relationship exists between you and us or any of our affiliates as a result of this Agreement or your use of the MobiLex Services. Neither the course of conduct between the parties nor trade practice shall act to modify any provision of this Agreement.
You and Baer Crossey acknowledge and agree to the following: This Agreement is concluded between you and Baer Crossey only, and not with Apple Inc. (“Apple”). Baer Crossey, not Apple, is solely responsible for the Application and the content thereof. Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the Application. To the maximum extent permitted by applicable law, Apple will have no warranty obligation whatsoever with respect to the Application, and any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty will be Baer Crossey’s sole responsibility. Baer Crossey, not Apple, is 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: (i) product liability claims; (ii) any claim that the Application fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation. In the event of any third-party claim that the Application or your possession and use of the Application infringes that third party’s intellectual property rights, Apple will have no responsibility for the investigation, defense, settlement and discharge of any such intellectual property infringement claim. You represent and warrant that (i) you are 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) you are not listed on any U.S. Government list of prohibited or restricted parties. Apple, and Apple’s subsidiaries, are third party beneficiaries of this Agreement, and upon your acceptance of the terms and conditions of the Agreement, Apple will have the right (and will be deemed to have accepted the right) to enforce the Agreement against you as a third party beneficiary thereof. You may direct any questions, complaints or claims with respect to the Application or the MobiLex Services to: Baer Crossey Ventures, LLC, 1700 Sansom Street, Suite 701, Philadelphia, PA 19123, e-mail: firstname.lastname@example.org, telephone number: 215-636-9220.
Baer Crossey is committed to helping entrepreneurs and emerging companies of all sizes with the legal aspects of starting and running their ventures, and doing so at each stage of the process in the most efficient and cost effective manner. Therefore, in addition to providing lower hourly rates and fixed-fee productized formation and other legal products, the firm is very proud to announce our new technology and consulting ventures.
Please note that Baer Crossey Ventures, LLC and iGC Innovations, LLC are not law firms and do not provide legal services. MobiLex and iGC are technology platforms for streamlining the legal process. Using these products is not a substitute for personalized legal services and does not create an attorney-client relationship. If you desire assurance with regard to any issue presented in MobiLex or iGC, we recommend that you consult an attorney duly licensed in your state or jurisdiction.