Sign to Agreement

End user licence agreement

By selecting accept agreement using “I Agree” button on installed Fixbid software, you agree to be bound by this EULA. If you do not agree to be bound by this EULA, you need to uninstall Software from your device

By agreeing to be bound by this EULA, you further agree that you will comply with the provision of this EULA.

AGREEMENT

1. Definitions

1.1 Except to the extent expressly provided otherwise, in this EULA:

"Effective Date" means the date upon which the User gives the User's express consent to this EULA, following the issue of this EULA by the Fixbid;

"EULA" means this end user licence agreement, including any amendments to this end user licence agreement from time to time;

"Force Majeure Event" means an event, or a series of related events, that is outside the reasonable control of the party affected including failures of the internet or any public telecommunications network, hacker attacks, denial of service attacks, virus or other malicious software attacks or infections, power failures, industrial disputes affecting any third party, changes to the law, disasters, explosions, fires, floods, riots, terrorist attacks and wars;

"Intellectual Property Rights" means all intellectual property rights wherever in the world, whether registrable or unregistrable, registered or unregistered, including any application or right of application for such rights (and these "intellectual property rights" include copyright and related rights, database rights, confidential information, trade secrets, know-how, business names, trade names, trade marks, service marks, passing off rights, unfair competition rights, patents, petty patents, utility models, semi-conductor topography rights and rights in designs);

"Fixbid" means Fixbid Corporation a company incorporated in California having its registered office at 3038 Scott blvd, Santa Clara, California CA95054, who has ownership of Fixbid service platform and mobile applications under the laws of California having its principal place of business at 3038 Scott blvd, Santa Clara, California CA95054;

"Fixbid Indemnity Event" has the meaning given to it in Clause 13.1;

"Minimum Term" means, in respect of this EULA, the period of 12 months beginning on the Effective Date;

"Services" means any services that the Fixbid provides to the User, or has an obligation to provide to the User, under this EULA;

"Software" means Fixbid service platform and end user application software including application software on PC, Netbook, Android mobile platforms and iOS mobile platforms ;

"Software Defect" means a defect, error or bug in the Software having an adverse effect on the appearance, operation, functionality or performance of the Software, but excluding any defect, error or bug caused by or arising as a result of:

(a) any act or omission of the User or any person authorised by the User to use the Software;

(b) any use of the Software contrary to the Documentation by the User or any person authorised by the User to use the Software;

(d) an incompatibility between the Software and any other system, network, application, program, hardware or software not specified as compatible in the Software Specification;

"Source Code" means the Software code in human-readable form or any part of the Software code in human-readable form, including code compiled to create the Software or decompiled from the Software, but excluding interpreted code comprised in the Software;

"Support Services" means support in relation to the use of the Software and the identification and resolution of errors in the Software, but shall not include the provision of training services whether in relation to the Software or otherwise;

"Term" means the term of this EULA, commencing in accordance with Clause 3.1 and ending in accordance with Clause 3.2;

"Update" means a hotfix, patch or minor version update to the Software;

"Upgrade" means a major version upgrade of the Software;

"User" means the person to whom the Fixbid grants a right to use the Software under this EULA; and

"User Indemnity Event" has the meaning given to it in Clause 13.3.

2. Term

2.1 This EULA shall come into force upon the Effective Date at the time of application installation.

2.2 This EULA shall continue in force indefinitely, at the beginning of which this EULA shall terminate automatically OR upon which this EULA shall terminate automatically, subject to termination in accordance with Clause 15.

3. License

3.1 The Fixbid hereby grants to the User from the date of installation of the Software to the User devices until the end of the Term a worldwide, non-exclusive licence to:

(a) install the Software;

(b) use the Software in accordance with the EULA

subject to the limitations and prohibitions set out and referred to in this Clause 3.

3.2 The User should not sub-license and must not purport to sub-license any rights granted under Clause 3.1

3.3 Save to the extent expressly permitted by this EULA or required by applicable law on a non-excludable basis, any licence granted under this Clause 3 shall be subject to the following prohibitions:

(a) the User must not sell, resell, rent, lease, loan, supply, publish, distribute or redistribute the Software;

(b) the User must not alter, edit or adapt the Software; and

(c) the User must not decompile, de-obfuscate or reverse engineer, or attempt to decompile, de-obfuscate or reverse engineer, the Software.

3.4 The User shall be responsible for the security of copies of the Software supplied to the User under this EULA and shall use all reasonable endeavours including all reasonable security measures to ensure that access to such copies is restricted to persons authorised to use them under this EULA.

4. Source Code

4.1 Nothing in this EULA shall give to the User or any other person any right to access or use the Source Code or constitute any licence of the Source Code.

5. Maintenance Services

5.1 The Fixbid shall provide the Maintenance Services to the User during the Term.

5.2 The Fixbid shall provide the Maintenance Services with reasonable skill and care in accordance with the standards of skill and care reasonably expected.

5.3 The Fixbid warrants to the User that the application of Updates and Upgrades to the Software by the Fixbid.

6. No assignment of Intellectual Property Rights

6.1 Nothing in this EULA shall operate to assign or transfer any Intellectual Property Rights from the Fixbid to the User.

7. Acknowledgements and warranty limitations

7.1 The User acknowledges that complex software is never wholly free from defects, errors and bugs; and subject to the other provisions of this EULA, the Fixbid gives no warranty or representation that the Software will be wholly free from defects, errors and bugs.

7.2 The User acknowledges that complex software is never entirely free from security vulnerabilities; and subject to the other provisions of this EULA, the Fixbid gives no warranty or representation that the Software will be entirely secure.

7.3 The User acknowledges that the Software is only designed to be compatible with that software specified as compatible in the Software and Hardware Specifications; and the Fixbid does not warrant or represent that the Software will be compatible with any other software and hardware platforms.

7.4 The User acknowledges that the Fixbid will not provide any legal, financial, accountancy or taxation advice under this EULA or in relation to the Software; and, except to the extent expressly provided otherwise in this EULA, the Fixbid does not warrant or represent that the Software or the use of the Software by the User will not give rise to any legal liability on the part of the User or any other person.

8. Indemnities

8.1 The Fixbid shall indemnify and shall keep indemnified the User against any and all liabilities, damages, losses, costs and expenses suffered or incurred by the User and arising directly or indirectly as a result of any breach by the Fixbid of this EULA.

8.2 The User must:

(a) upon becoming aware of an actual or potential Fixbid Indemnity Event, notify the Fixbid;

(b) provide to the Fixbid all such assistance as may be reasonably requested by the Fixbid in relation to the Fixbid Indemnity Event;

(c) allow the Fixbid the exclusive conduct of all disputes, proceedings, negotiations and settlements with third parties relating to the Fixbid Indemnity Event; and

(d) not admit liability to any third party in connection with the Fixbid Indemnity Event or settle any disputes or proceedings involving a third party and relating to the Fixbid Indemnity Event without the prior written consent of the Fixbid,

8.3 The User shall indemnify and shall keep indemnified the Fixbid against any and all liabilities, damages, losses, costs and expenses including legal expenses and amounts reasonably paid in settlement of legal claims suffered or incurred by the Fixbid and arising directly or indirectly as a result of any breach by the User of this EULA.

9. Limitations and exclusions of liability

9.1 Nothing in this EULA will:

(a) limit or exclude any liability for death or personal injury resulting from negligence;

(b) limit or exclude any liability for fraud or fraudulent misrepresentation;

(d) exclude any liabilities that may not be excluded under applicable law,

and, if a party is a consumer, that party's statutory rights will not be excluded or limited by this EULA.

9.2 The limitations and exclusions of liability set out in this Clause 14 and elsewhere in this EULA:

(a) are subject to Clauses 9.1 and 12.6; and

(b) govern all liabilities arising under this EULA or relating to the subject matter of this EULA, including liabilities arising in contract, in tort including negligence and for breach of statutory duty, except to the extent expressly provided otherwise in this EULA.

9.3 The Fixbid will not be liable to the User in respect of any losses arising out of a Force Majeure Event.

9.4 The Fixbid will not be liable to the User in respect of any loss of profits or anticipated savings.

9.5 The Fixbid will not be liable to the User in respect of any loss of revenue or income.

9.6 The Fixbid will not be liable to the User in respect of any loss of business, contracts or opportunities.

9.7 The Fixbid will not be liable to the User in respect of any loss or corruption of any data, database or software.

9.8 The Fixbid will not be liable to the User in respect of any special, indirect or consequential loss or damage.

10. Termination

10.1 The Fixbid may terminate this EULA by uninstalling entire Fixbid service platform application software from end user device(s).

10.2 Either party may terminate this EULA immediately by giving written notice of termination to the other party if:

(a) the other party commits a breach of this EULA, and the breach is remediable but the other party fails to remedy the breach within the period of 30 days following the giving of a written notice to the other party requiring the breach to be remedied; or

(b) the other party persistently breaches this EULA irrespective of whether such breaches collectively constitute a material breach.

10.3 Either party may terminate this EULA immediately by giving written notice of termination to the other party if:

(a) the other party:

(i) is dissolved;

(ii) ceases to conduct all or substantially all of its business;

(iii) is or becomes unable to pay its debts as they fall due;

(iv) is or becomes insolvent or is declared insolvent; or

(v) convenes a meeting or makes or proposes to make any arrangement or composition with its creditors;

(b) an administrator, administrative receiver, liquidator, receiver, trustee, manager or similar is appointed over any of the assets of the other party;

(d) if that other party is an individual:

(i) that other party dies;

(ii) as a result of illness or incapacity, that other party becomes incapable of managing his or her own affairs; or

(iii) that other party is the subject of a bankruptcy petition or order.

11. Effects of termination

11.1 Upon the termination of this EULA, all of the provisions of this EULA shall cease to have effect, save that the following provisions of this EULA shall survive and continue to have effect

11.2 Except to the extent that this EULA expressly provides otherwise, the termination of this EULA shall not affect the accrued rights of either party.

11.3 For the avoidance of doubt, the licences of the Software in this EULA shall terminate upon the termination of this EULA; and, accordingly, the User must immediately cease to use the Software upon the termination of this EULA.

11.4 Within 10 Business Days following the termination of this EULA, the User must:

(a) dispose of as the Fixbid may instruct all media in its possession or control containing the Software; and

(b) irrevocably delete from all computer, mobile systems in its possession or control all copies of the Software.

12. General

12.1 No breach of any provision of this EULA shall be waived except with the express written consent of the party not in breach.

12.2 If any provision of this EULA is determined by any court or other competent authority to be unlawful and/or unenforceable, the other provisions of this EULA will continue in effect. If any unlawful and/or unenforceable provision would be lawful or enforceable if part of it were deleted, that part will be deemed to be deleted, and the rest of the provision will continue in effect (unless that would contradict the clear intention of the parties, in which case the entirety of the relevant provision will be deemed to be deleted).

12.3 This EULA may not be varied except by a written document signed by or on behalf of each of the parties.

12.4 Neither party may without the prior written consent of the other party assign, transfer, charge, license or otherwise deal in or dispose of any contractual rights or obligations under this EULA.

12.5 This EULA is made for the benefit of the parties, and is not intended to benefit any third party or be enforceable by any third party. The rights of the parties to terminate, rescind, or agree any amendment, waiver, variation or settlement under or relating to this EULA are not subject to the consent of any third party.

12.6 Nothing in this EULA shall exclude or limit any liability of a party for fraud or fraudulent misrepresentation, or any other liability of a party that may not be excluded or limited under applicable law.

12.7 This EULA shall be governed by and construed in accordance with California law.

12.9 The courts of California shall have exclusive jurisdiction to adjudicate any dispute arising under or in connection with this EULA.

13. Interpretation

13.1 In this EULA, a reference to a statute or statutory provision includes a reference to:

(a) that statute or statutory provision as modified, consolidated and/or re-enacted from time to time; and

(b) any subordinate legislation made under that statute or statutory provision.

13.2 The Clause headings do not affect the interpretation of this EULA.

13.3 In this EULA, general words shall not be given a restrictive interpretation by reason of being preceded or followed by words indicating a particular class of acts, matters or things.

Just incase

End user licence agreement: cover

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