Last Updated: April 15, 2023
This Mobile Application End User License Agreement (“Agreement”) is a binding agreement between you (“End User”, “you”, “your”) and Linkroom LLC (the “Company”, “our”, “us”, “we”). This Agreement governs your use of the Linkroom web application, located at linkroom.com (the “Website”) on Linkroom’s mobile application and platform (including all related documentation, the “Mobile Application”). The Mobile Application is licensed, not sold, to you.
This Agreement and your use of the Mobile Application is subject at all times to our Terms of Use, at https://linkroom.com/terms-of-use (“Terms of Use”), including our Privacy Policy available at https://linkroom.com/privacy-policy. Capitalized terms used but not defined in this Mobile Application End User License Agreement shall have the meanings ascribed to them in our Terms of Use.
THIS AGREEMENT REQUIRES ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES, RATHER THAN JURY TRIALS OR CLASS ACTIONS, AND ALSO LIMITS THE REMEDIES AVAILABLE TO YOU IN THE EVENT OF A DISPUTE. SEE SECTIONS 26 (LIMITATION ON LIABILITY), 32 (ARBITRATION AGREEMENT; CLASS WAIVER; WAIVER OF TRIAL BY JURY), AND 33 (LIMITATION ON TIME TO FILE CLAIMS) OF THE TERMS OF USE.
BY CLICKING THE “AGREE” BUTTON TO THE TERMS OF USE OR BY DOWNLOADING, INSTALLING OR USING THE MOBILE APPLICATION, YOU (A) ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND THIS AGREEMENT; (B) REPRESENT THAT YOU ARE OF LEGAL AGE TO ENTER INTO A BINDING AGREEMENT; AND (C) ACCEPT THIS AGREEMENT AND AGREE THAT YOU ARE LEGALLY BOUND BY ITS TERMS. IF YOU DO NOT AGREE TO THESE TERMS, DO NOT DOWNLOAD, INSTALL OR USE THE MOBILE APPLICATION.
If you are accessing or using the Mobile Application on behalf of an entity or organization: (i) your use of the Mobile Application binds you and such entity or organization to the Terms of Use, (ii) the terms “you” and “your,” as used in this Agreement, our Terms of Use, including without limitation our Privacy Policy, and any other document referenced in this Agreement or the Terms of Use, shall be deemed to mean both you, in your individual capacity, and the entity or organization on whose behalf you are accessing or using the Mobile Application, and (iii) you represent and warrant that you are authorized by such entity or organization to access and use the Mobile Application on behalf of such entity or organization.
1. License Grant. Subject to the terms of this Agreement, Company grants you a limited, non-exclusive, and nontransferable license to:
(a) download, install, and use the Mobile Application for your individual use on a single mobile device, smartphone, smart tablet, or similar device owned or otherwise controlled by you (“Mobile Device”) strictly in accordance with the Mobile Application’s documentation, this Agreement and the Terms of Use.; and
(b) access, stream, download, and use on such Mobile Device the Content and Services (as defined in Section 5) made available in or otherwise accessible through the Mobile Application, strictly in accordance with this Agreement and the Terms of Use applicable to such Content and Services as set forth in Section 5.
2. License Restrictions. You shall not:
(a) copy the Mobile Application, except as expressly permitted by this license;
(b) modify, translate, adapt, or otherwise create derivative works or improvements, whether or not patentable, of the Mobile Application;
(c) reverse engineer, disassemble, decompile, decode, or otherwise attempt to derive or gain access to the source code of the Mobile Application or any part thereof;
(d) remove, delete, alter, or obscure any trademarks or any copyright, trademark, patent, or other intellectual property or proprietary rights notices from the Mobile Application, including any copy thereof;
(e) rent, lease, lend, sell, sublicense, assign, distribute, publish, transfer, or otherwise make available the Mobile Application, or any features or functionality of the Mobile Application, to any third party for any reason, including by making the Mobile Application available on a network where it is capable of being accessed by more than one device at any time;
(f) remove, disable, circumvent, or otherwise create or implement any workaround to any copy protection, rights management, or security features in or protecting the Mobile Application; or
(g) use the Mobile Application in, or in association with, the design, construction, maintenance, or operation of any hazardous environments or systems, including any power generation systems; aircraft navigation or communication systems, air traffic control systems, or any other transport management systems; safety-critical applications, including medical or life-support systems, vehicle operation applications or any police, fire, or other safety response systems; and military or aerospace applications, weapons systems, or environments.
3. Reservation of Rights. You acknowledge and agree that the Mobile Application is provided under license, and not sold, to you. You do not acquire any ownership interest in the Mobile Application under this Agreement, or any other rights thereto other than to use the Mobile Application in accordance with the license granted, and subject to all terms, conditions, and restrictions, under this Agreement. Company and its licensors and service providers reserve and shall retain their entire right, title, and interest in and to the Mobile Application, including all copyrights, trademarks, and other intellectual property rights therein or relating thereto, except as expressly granted to you in this Agreement.
4. Collection and Use of Your Information. You acknowledge that when you download, install, or use the Mobile Application, Company may use automatic means (including, for example, cookies and web beacons) to collect information about your Mobile Device and about your use of the Mobile Application. You also may be required to provide certain information about yourself as a condition to downloading, installing, or using the Mobile Application or certain of its features or functionality, and the Mobile Application may provide you with opportunities to share information about yourself with others. All information we collect through or in connection with this Mobile Application is subject to our Privacy Policy available at https://linkroom.com/privacy-policy By downloading, installing, using, and providing information to or through this Mobile Application, you consent to all actions taken by us with respect to your information in compliance with the Privacy Policy.
5. Content and Services. The Mobile Application may provide you with access to the Website and products and services accessible thereon, and certain features, functionality, and content accessible on or through the Mobile Application may be hosted on the Website (collectively, “Content and Services”). Your access to and use of such Content and Services are governed by the Terms of Use located at https://linkroom.com/terms-of-use and Privacy Policy located at https://linkroom.com/privacy-policy which are incorporated herein by this reference. Your access to and use of such Content and Services may require you to acknowledge your acceptance of such Terms of Use, Privacy Policy, and /or to register with our Services, and your failure to do so may restrict you from accessing or using all or certain of the Mobile Application’s features and functionality. Any violation of such Terms of Use will also be deemed a violation of this Agreement.
6. Geographic Restrictions. The Content and Services are based in the state of Illinois in the United States and provided for access and use only by persons located in the United States. You acknowledge that you may not be able to access all or some of the Content and Services outside of the United States and that access thereto may not be legal by certain persons or in certain countries. If you access the Content and Services from outside the United States, you are responsible for compliance with local laws.
7. Updates. Company may from time to time in its sole discretion develop and provide Mobile Application updates, which may include upgrades, bug fixes, patches, other error corrections, and/or new features (collectively, including related documentation, “Updates”). Updates may also modify or delete in their entirety certain features and functionality. You agree that Company has no obligation to provide any Updates or to continue to provide or enable any particular features or functionality. Based on your Mobile Device settings, when your Mobile Device is connected to the internet either:
(a) the Mobile Application will automatically download and install all available Updates; or
(b) you may receive notice of or be prompted to download and install available Updates.
You shall promptly download and install all Updates and acknowledge and agree that the Mobile Application or portions thereof may not properly operate should you fail to do so. You further agree that all Updates will be deemed part of the Mobile Application and be subject to all terms and conditions of this Agreement.
8. Third-Party Materials. The Mobile Application may display, include, or make available third-party content (including data, information, applications, and other products, services, and/or materials) or provide links to third-party websites or services, including through third-party advertising (“Third-Party Materials”). You acknowledge and agree that Company is not responsible for Third-Party Materials, including their accuracy, completeness, timeliness, validity, copyright compliance, legality, decency, quality, or any other aspect thereof. Company does not assume and will not have any liability or responsibility to you or any other person or entity for any Third-Party Materials. Third-Party Materials and links thereto are provided solely as a convenience to you, and you access and use them entirely at your own risk and subject to such third parties’ terms and conditions.
9. Compliance with Laws; Product Not for Resale or Export. End User agrees to comply with all applicable laws and regulations in connection with its use of the Mobile Application. You represent, warrant and covenant that you will use the Mobile Application for your own business use only, and that you will not resell or export the Mobile Application or any associated Content and Services.
10. Term and Termination.
(a) The term of Agreement commences when you download/install the Mobile Application or acknowledge your acceptance of this Agreement, whichever occurs first, and will continue in effect until terminated by you or Company as set forth in this Section 10.
(b) You may terminate this Agreement by deleting the Mobile Application and all copies thereof from your Mobile Device.
(c) Company may terminate this Agreement at any time without notice if it ceases to support the Mobile Application, which Company may do in its sole discretion or in accordance with the Terms of Use. In addition, this Agreement will terminate immediately and automatically without any notice if you violate any of the terms and conditions of this Agreement.
(d) Upon termination:
(e) all rights granted to you under this Agreement will also terminate; and
(f) you must cease all use of the Mobile Application and delete all copies of the Mobile Application from your Mobile Device and account.
(g) Termination will not limit any of Company’s rights or remedies at law or in equity.
11. Disclaimer of Warranties. WITHOUT LIMITING SECTION 24 OF THE TERMS OF USE (DISCLAIMER OF WARRANTIES), THE MOBILE APPLICATION IS PROVIDED TO END USER “AS IS” AND WITH ALL FAULTS AND DEFECTS WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, COMPANY, ON ITS OWN BEHALF AND ON BEHALF OF ITS AFFILIATES AND ITS AND THEIR RESPECTIVE LICENSORS AND SERVICE PROVIDERS, EXPRESSLY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, WITH RESPECT TO THE APPLICATION, INCLUDING ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, AND WARRANTIES THAT MAY ARISE OUT OF COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE, OR TRADE PRACTICE. WITHOUT LIMITATION TO THE FOREGOING, COMPANY PROVIDES NO WARRANTY OR UNDERTAKING, AND MAKES NO REPRESENTATION OF ANY KIND THAT THE APPLICATION WILL MEET YOUR REQUIREMENTS, ACHIEVE ANY INTENDED RESULTS, BE COMPATIBLE, OR WORK WITH ANY OTHER SOFTWARE, APPLICATIONS, SYSTEMS, OR SERVICES, OPERATE WITHOUT INTERRUPTION, MEET ANY PERFORMANCE OR RELIABILITY STANDARDS, OR BE ERROR-FREE, OR THAT ANY ERRORS OR DEFECTS CAN OR WILL BE CORRECTED.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF OR LIMITATIONS ON IMPLIED WARRANTIES OR THE LIMITATIONS ON THE APPLICABLE STATUTORY RIGHTS OF A CONSUMER, SO SOME OR ALL OF THE ABOVE EXCLUSIONS AND LIMITATIONS MAY NOT APPLY TO YOU.
12. Limitation of Liability. WITHOUT LIMITING SECTION 25 OF THE TERMS OF USE (LIMITATION OF LIABILITY), TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL COMPANY OR ITS AFFILIATES, OR ANY OF ITS OR THEIR RESPECTIVE LICENSORS OR SERVICE PROVIDERS, HAVE ANY LIABILITY ARISING FROM OR RELATED TO YOUR USE OF OR INABILITY TO USE THE APP OR THE CONTENT AND SERVICES FOR PERSONAL INJURY, PROPERTY DAMAGE, LOST PROFITS, COST OF SUBSTITUTE GOODS OR SERVICES, LOSS OF DATA, LOSS OF GOODWILL, BUSINESS INTERRUPTION, COMPUTER FAILURE OR MALFUNCTION OR ANY OTHER CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY, SPECIAL OR PUNITIVE DAMAGES
THE FOREGOING LIMITATIONS WILL APPLY WHETHER SUCH DAMAGES ARISE OUT OF BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE AND REGARDLESS OF WHETHER SUCH DAMAGES WERE FORESEEABLE OR COMPANY WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME JURISDICTIONS DO NOT ALLOW CERTAIN LIMITATIONS OF LIABILITY SO SOME OR ALL OF THE ABOVE LIMITATIONS OF LIABILITY MAY NOT APPLY TO YOU.
13. Indemnification. Without limiting your indemnification obligations under the Terms of Use, You agree to indemnify, defend, and hold harmless Company and its officers, directors, employees, agents, affiliates, successors, and assigns from and against any and all losses, damages, liabilities, deficiencies, claims, actions, judgments, settlements, interest, awards, penalties, fines, costs, or expenses of whatever kind, including reasonable attorneys’ fees, arising from or relating to your use or misuse of the Mobile Application or your breach of this Agreement, including but not limited to the content you submit or make available through this Mobile Application.
14. US Government Rights. The Mobile Application is commercial computer software, as such term is defined in 48 C.F.R. §2.101. Accordingly, if you are an agency of the US Government or any contractor therefor, you receive only those rights with respect to the Mobile Application as are granted to all other end users under license, in accordance with (a) 48 C.F.R. §227.7201 through 48 C.F.R. §227.7204, with respect to the Department of Defense and their contractors, or (b) 48 C.F.R. §12.212, with respect to all other US Government licensees and their contractors.
15. Severability. If any provision of this Agreement is illegal or unenforceable under applicable law, the remainder of the provision will be amended to achieve as closely as possible the effect of the original term and all other provisions of this Agreement will continue in full force and effect.
16. Equitable Remedies. Without limiting Section 32 of the Terms of Use (Equitable Remedies), you acknowledge and agree that your breach of breach or threatened breach of Section 2 (License Restrictions), Section 3 (Reservation of Rights), Section 4 (Collection and Use of Your Information), or Section 9 (Compliance with Laws; Mobile Application Not For Resale or Export) will cause irreparable harm to the Company for which for which money damages will be inadequate, and that the Company shall be entitled to equitable or injunctive remedies, without waiving any other remedy available in law or equity, in the event of such breach or threatened breach.
17. Governing Law. This Agreement is governed by and construed in accordance with the internal laws of the State of Illinois without giving effect to any choice or conflict of law provision or rule.
18. Incorporation of Certain Provisions. Without limiting the generality of paragraph C of the Order Form (Entire Agreement), Sections 24 through 37 of the Terms of Use are incorporated into this Services Agreement by reference, mutatis mutandis.
19. Entire Agreement. This Agreement, our Terms of Use (and any documents or policies referenced or incorporated therein) and our Privacy Policy constitute the entire agreement between you and Company with respect to the Mobile Application and supersede all prior or contemporaneous understandings and agreements, whether written or oral, with respect to the Mobile Application.
20. Waiver. No failure to exercise, and no delay in exercising, on the part of either party, any right or any power hereunder shall operate as a waiver thereof, nor shall any single or partial exercise of any right or power hereunder preclude further exercise of that or any other right hereunder. In the event of a conflict between this Agreement and the Terms of Use or Privacy Policy, the Terms of Use or Privacy Policy (as applicable) shall govern.
21. Changes to the Terms of Use. We may revise, update, amend or restate this Agreement from time to time in our sole discretion. All changes are effective immediately when we post them, and apply to all access to and use of the Services thereafter. Your continued use of the Services following the posting of revised, amended or restated Agreement means that you accept and agree to the changes.
22. Survival. This Section 22 (Survival), and Section 2 (License Restrictions), Section 3 (Reservation of Rights), Section 4 (Collection and Use of Your Information), Section 8 (Third Party Materials), Section 9 (Compliance with Laws), Section 10(g) (Termination), Section 11 (Declaimer of Warranties), Section 12 (Limitation of Liability), Section 13 (Indemnification), Section 16 (Equitable Remedies), Section 17 (Governing Law), and Section 18 (Incorporation of Certain Provisions) shall survive the termination of this Agreement.
