Kenect EULA

Mobile App End User License Agreement (EULA)

(August 27, 2018)

This Mobile Application End User License Agreement (“Agreement“) is a binding agreement between you and Kenect, LLC (collectively, with its affiliates, “Kenect“). This Agreement governs your use of Kenect Mobile, (including all related documentation, the “Application“). The Application is licensed, not sold, to you.

BY DOWNLOADING OR USING THE APPLICATION, YOU ACCEPT THIS AGREEMENT AND AGREE THAT YOU ARE LEGALLY BOUND BY ITS TERMS. Any use of the Application also constitutes your agreement to be bound by our Privacy Policy, found at https://kenect.com/privacy-policy, which is incorporated herein by reference. If you do not want to agree to the terms and conditions of this Agreement or the Privacy Policy, you must not download, install or use the Application.

1. LICENSE GRANT

Subject to the terms of this Agreement, Kenect grants to you a worldwide, non-exclusive, non-transferable, non-sublicensable right to:

(a) download, install, and use the Application for your personal, non-commercial use on a mobile device owned or otherwise controlled by you (“Mobile Device“) strictly in accordance with the Application’s documentation; 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 Application, strictly in accordance with this Agreement and the Terms of Use applicable to such Content and Services as set forth in Section 5.

This Agreement permits you to use the Application for your personal and internal business purposes only, for lawful purposes and in accordance with the terms and conditions of this Agreement. No other right, title, or interest in or to the Application or any content on the Application is transferred to you, and all rights not expressly granted are reserved by Kenect. Any use of the Application inconsistent with this Agreement is a breach of this Agreement and may violate copyright, trademark, and other laws.

2. RESERVATION OF RIGHTS

You acknowledge and agree that the Application is provided under license, and not sold, to you. You do not acquire any ownership interest in the Application under this Agreement, or any other rights thereto other than to use the Application in accordance with the license granted, and subject to all terms, conditions, and restrictions, under this Agreement. Kenect and its licensors and service providers reserve and shall retain their entire right, title, and interest in and to the Application, including all contents, features, and functionality (including but not limited to all information, software, text, displays, images, video, and audio, and the design, selection, and arrangement thereof), as well as all copyrights, trademarks, and other intellectual property rights therein or relating thereto, except as expressly granted to you in this Agreement.

The Kenect name and logo, and all related names, logos, product and service names, designs, and slogans, are trademarks of Kenect or its affiliates or licensors. You must not use such marks without the prior written permission of Kenect. All other names, logos, product and service names, designs, and slogans in the Application are the trademarks of their respective owners.

3. USE OF THE APPLICATION

If you choose, or are provided with, a user name, password, or any other piece of information as part of our security procedures, you must treat such information as confidential, and you must not disclose it to any other person or entity. You also acknowledge that your account is personal to you and agree not to provide any other person with access to the Application or portions of it using your user name, password, or other security information. You agree to notify us immediately of any unauthorized access to or use of your user name or password or any other breach of security. You also agree to ensure that you exit from your account at the end of each session. You should use particular caution when accessing your account from a public or shared computer so that others are not able to view or record your password or other personal information.

We have the right to disable any user name, password, or other identifier, whether chosen by you or provided by us, at any time in our sole discretion for any or no reason, including if, in our opinion, you have violated any provision of this Agreement.

4. LICENSE AND USE RESTRICTIONS

You shall not:

(a) copy the 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 Application;

(c) reverse engineer, disassemble, decompile, decode, or otherwise attempt to derive or gain access to the source code of the 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 Application, including any copy thereof;

(e) rent, lease, lend, sell, sublicense, assign, distribute, publish, transfer, or otherwise make available the Application, or any features or functionality of the Application, to any third party for any reason, including by making the 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 Application;

(g) use any manual process to monitor or copy any of the material on the Application or for any other unauthorized purpose without our prior written consent; or

(h) introduce any viruses, trojan horses, worms, logic bombs, or other material that is malicious or technologically harmful.

Additionally, you agree not to use the Application:

(i) in any way that violates any applicable federal, state, local, or international law or regulation (including, without limitation, any laws regarding the export of data or software to and from the US or other countries);

(ii) for the purpose of exploiting, harming, or attempting to exploit or harm minors in any way by exposing them to inappropriate content, asking for personally identifiable information, or otherwise;

(iii) to advertise, promote, endorse, or market, directly or indirectly, any third party commercial products, services, solutions, or other technologies;

(iv) to impersonate or attempt to impersonate Kenect, or a Kenect employee, another user, or any other person or entity (including, without limitation, by using email addresses or screen names associated with any of the foregoing); or

(v) to engage in any other conduct that restricts or inhibits anyone’s use or enjoyment of the Application, or which, as determined by us, may harm Kenect or users of the Application or expose them to liability.

5. COLLECTION AND USE OF YOUR INFORMATION

To download or access the Application, you may be asked to provide certain registration details or other information. Kenect may also use automatic means (including, for example, cookies and web beacons) to collect information about your Mobile Device and about your use of the Application It is a condition of your use of the Application that all the information you provide to us is accurate, current, and complete. You agree that all information you provide to register with the Application or otherwise, including but not limited to through the use of any interactive features on the Application, is governed by our Privacy Policy, available at: https://Kenect.com/privacy-policy/, and you consent to all actions we take with respect to your information consistent with our Privacy Policy.

6. CONTENT AND SERVICES

The Application may provide you with access to Kenect’s website located at https://www.kenect.com (the “Website“) and products and services accessible thereon, and certain features, functionality, and content accessible on or through the 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 Website’s Terms of Use and Privacy Policy located at http://www.kenect.com/terms-of-use and https://kenect.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 and Privacy Policy and/or to register with the Website, and your failure to do so may restrict you from accessing or using certain of the Application’s features and functionality. Any violation of such Terms of Use or Privacy Policy will also be deemed a violation of this Agreement.

7. UPDATES

Kenect may from time to time in its sole discretion develop and provide 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 Kenect 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 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 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 Application and be subject to all terms and conditions of this Agreement.

8. GEOGRAPHIC RESTRICTIONS

The owner of the Application and the Content and Services is based in the state of Utah in the United States. We provide the Application for use only by persons located in the United States. We make no claims that the Application or any of its content is accessible or appropriate outside of the United States. Access to the Application may not be legal by certain persons or in certain countries. If you access the Application from outside the United States, you do so on your own initiative and are responsible for compliance with local laws.

9. THIRD-PARTY MATERIALS

The 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 Kenect is not responsible for Third-Party Materials, including their accuracy, completeness, timeliness, validity, copyright compliance, legality, decency, quality, or any other aspect thereof. Kenect 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.

10. TERM AND TERMINATION

(a) The term of Agreement commences when you download the Application and acknowledge your acceptance of this Agreement and will continue in effect until terminated by you or Kenect as set forth in this Section 10.

(b) You may terminate this Agreement by deleting the Application and all copies thereof from your Mobile Device.

(c) Kenect may terminate this Agreement at any time without notice. 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: (i) all rights granted to you under this Agreement will also terminate; and

(ii) you must cease all use of the Application and delete all copies of the Application from your Mobile Devices and account.

(e) Termination will not limit any of Kenect’s rights or remedies at law or in equity.

11. DISCLAIMER OF WARRANTIES

THE APPLICATION IS PROVIDED TO LICENSEE “AS IS” AND WITH ALL FAULTS AND DEFECTS WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, KENECT, 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, KENECT 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

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL KENECT 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 APPLICATION OR THE CONTENT AND SERVICES FOR:

(a) 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; OR

(b) DIRECT DAMAGES IN AMOUNTS THAT IN THE AGGREGATE EXCEED THE AMOUNT ACTUALLY PAID BY YOU FOR THE APPLICATION.

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 KENECT 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

You agree to indemnify, defend, and hold harmless Kenect 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 Application or your breach of this Agreement, including but not limited to the content you submit or make available through this Application.

You agree to defend, indemnify, and hold harmless Kenect, its affiliates, licensors, and service providers, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors, and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys’ fees) arising out of or relating to your use or misuse of the Application or your breach of this Agreement. You also agree to defend Kenect against these claims at Kenect’s request, but Kenect may participate in any claim through counsel of its own choosing and the parties will reasonably cooperate on any defense. You agree not to settle any claim without Kenect’s prior written consent if the settlement does not fully release Kenect from liability or would require Kenect to admit fault, pay any amounts or take or refrain from taking any action.

14. GOVERNING LAW

All matters relating to the Application and this Agreement and any dispute or claim arising therefrom or related thereto (in each case, including non-contractual disputes or claims), shall be governed by the laws of the State of Utah and the United States, without regard to choice or conflict of law rules thereof. The exclusive jurisdiction and venue for actions related to the Application and this Agreement shall be the state courts located in Salt Lake County, Utah or the United States District Court for the District of Utah. You waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts.

15. EXPORT REGULATION

The Application may be subject to US export control laws, including the US Export Administration Act and its associated regulations. You shall not, directly or indirectly, export, re-export, or release the Application to, or make the Application accessible from, any jurisdiction or country to which export, re-export, or release is prohibited by law, rule, or regulation. You shall comply with all applicable federal laws, regulations, and rules, and complete all required undertakings (including obtaining any necessary export license or other governmental approval), prior to exporting, re-exporting, releasing, or otherwise making the Application available outside the US.

16. LIMITATION OF TIME TO FILE CLAIMS

ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE APPLICATION MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES OTHERWISE SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.

17. WAIVER AND SEVERABILITY

No waiver by Kenect or any term or condition set out in this Agreement will be implied from conduct or failure to enforce or exercise rights under this Agreement. Waivers must be made in writing and executed by a duly authorized representative of Kenect.

If any provision of this Agreement is found by any court of competent jurisdiction to be unenforceable or invalid, that provision will be limited to the minimum extent necessary so that this Agreement may otherwise remain in effect.

18. ENTIRE AGREEMENT

This Agreement, together with the Privacy Policy and Terms of Use that are incorporated herein by reference, constitute the full and complete understanding and agreement between you and Kenect with respect to the Application and supersede all prior oral and written understandings and agreements with respect thereto.

19. YOUR COMMENTS AND CONCERNS

This website is operated by Kenect, LLC located at W 2100 N, Suite 380, Pleasant Grove, UT 84062.

Any feedback, comments, requests for technical support, and other communications relating to this website should be directed to: jjones@kenect.com