INDIVIDUAL COMPETITION ACCESS AND LICENSE AGREEMENT
This License Agreement (“Agreement”) is between Enlyght Software (“Licensor”) and you (“Subscriber”), the individual end-user who clicks the “I agree to these terms and conditions” check box at the bottom of this page. The Subscriber, who is a high school student at least 13 years of age, is being licensed the right to compete in the Individual Competition (the "Service") as part of the subscription-based service offered by Licensor.
1. Grant of License. Licensor hereby grants Subscriber a limited, non-exclusive, non-sub licensable, non-transferable license to use the Service, including the information, materials, and software and any updates provided to Subscriber by Licensor in connection therewith as hosted by Licensor and accessed by Subscriber for the term paid for by Subscriber, solely in accordance with the terms and conditions of this License Agreement. The license granted under this Agreement permits you to access and use the Service. Access, including passwords, may not be shared or transferred, and each individual person wishing to access and use the Service must pay the applicable license fee and agree to the terms of this Agreement.
2. Description of Service. Subject to your compliance with the terms and conditions of this Agreement, and your payment of an agreed upon fee for the term of service, Licensor will provide you with the following: (a) Licensor will establish a single account on the Licensor servers (the "Account"); (b) Licensor will allow you to use an amount of database space and internet traffic based upon the fee that you have paid ; (c) In your use of the Service, you are responsible for providing the following: (i) all equipment, such as a computer and modem, necessary to access the World Wide Web; (ii) your own access to the World Wide Web; and (iii) payment of all telephone or other fees associated with such access. Licensor will make all reasonable efforts to provide uninterrupted system access, but cannot guarantee such access. Some or all of the Service may not be available at certain times due to maintenance and/or computer, telecommunication, electrical or network failure or any other reasons beyond our control, such as acts of god, terrorism, etc. Licensor shall not be liable to you if you are unable to gain access to the system. (d) Licensor has the right to create and change the rules that apply to any and all competitions that are available on the Service. (e) Licensor has the right to publish competition results that include the subscriber’s photo, name, score, rank, state and school. (f) Licensor has the right to terminate your service and/or disqualify Subscriber if Subscriber competes in a division or competition that Subscriber is not qualified to compete in.
3. Conditions of Use. Subscriber must be a high school or home school student with an age of greater that 13 years. Subscriber must maintain profile and status information on the Service. Subscriber is solely responsible for the content of all data Subscriber stores or retrieves from, or attempt to store or retrieve from the Service and for all transmissions by Subscriber to and from the Service. Your use of the Service is subject to all applicable local, state, national and international laws and regulations. Subscriber will: (a) not use the Service for any illegal purposes; (b) not use the Service to store, retrieve, transmit or view any file, data, image or program that contains: (i) any illegal pictures, materials or information; (ii) any harassing, libelous, abusive, threatening, harmful, vulgar, pornographic, obscene or otherwise objectionable material of any kind or nature; (iii) any material that encourages conduct that could constitute a criminal offense, give rise to civil liability or otherwise violate any applicable local, state, national or international law or regulation; (iv) any code or material that violates the intellectual property rights of others; (v) any Windows temporary files of any kind (including, without limitation, any *.p or ~*.* files); or (vi) any viruses, worms, "Trojan horses" or any other similar contaminating or destructive features; (c) comply with United States and other applicable law regarding the exportation and re-exportation of any data or other materials from the United States or other jurisdictions through the Service; (d) not use the Service for any spamming, chain letters or other use that may otherwise disrupt the Service or the networks through which Subscriber access and use the Service; (e) comply with all regulations, policies and procedures of networks through which Subscriber access and use the Service; (f) not access or attempt to access any Service account for which Subscriber has no access authorization or duplicate, modify, distribute or display any of the data or files from any such account; (g) not (nor cause or permit any other person to): (i) reverse engineer, translate, disassemble, decompile, sell, rent, lease, manufacture, adapt, create derivative works from, or otherwise modify or distribute any portion of the Service or any part thereof; (ii) copy, in whole or in part, the Service; (iii) post any of the Service on the Internet, or otherwise publish or produce any copy of the Service in whole or in part; (iv) delete any copyright, trademark, patent or other notices of proprietary rights of Licensor as they appear anywhere in or on the Service; (v) share a password or account or otherwise permit any other individual person to access or use the Service directly and (h) not acquire any rights or ownership to the underlying software programs, data, and/or systems by subscribing to the Service.
4. Billing. Please note that no refunds are issued if the Service is cancelled before the subscription ends.
5. Security of Stored Data and Files. Licensor will endeavor to restrict access to the data and files Subscriber stores or retrieves from the Account to persons authorized to access such data and files through use of the Service. However, no password-protected system of data storage and retrieval can be made entirely impenetrable. Accordingly, Subscriber hereby acknowledges that it may be possible for an unauthorized third party to access, view, copy, modify and distribute the data and files Subscriber stores in the Account. In an attempt to keep the data in the system out of the public domain we will monitor login attempts and inform Subscriber if we suspect that your username is being used without your knowledge.
6. Content of Stored Data and Files. Subscriber is solely responsible for (a) obtaining sufficient rights to the content of all data and files stored by Subscriber on Licensor's servers and (b) ensuring that such content does not include any of the items listed in paragraph 3(b) above. Licensor normally does not review, inspect, edit or monitor any content, data or files stored by Subscriber or any other user of the Service, including, without limitation, for viruses, worms, and “Trojan horses" or any other similar contaminating or destructive features. However, if Licensor has suspicion that an account is being used for storage and distribution of any illegal material such as copy-righted content, Licensor reserves the right to examine the content of your account. Licensor reserves the right to refuse, remove or disable access to any data or files stored on Licensor's servers with immediate effect that Licensor learns may be illegal, may violate the terms of paragraph 3 above, may violate the rights of any third party or otherwise may be reasonably objectionable.
7. Disclaimer of Warranties. The transmission, storage, viewing and retrieval of data and files through the World Wide Web is subject to a variety of conditions that make such transmission, storage, viewing and retrieval potentially unreliable. ACCORDINGLY, THE USE OF YOUR ACCOUNT AND THE SERVICE IS AT YOUR SOLE RISK. YOUR ACCOUNT AND THE SERVICE IS PROVIDED TO THE SUBSCRIBER ON AN "AS IS" AND "AS AVAILABLE" BASIS. LICENSOR, ON BEHALF OF ITSELF AND ITS DISTRIBUTORS, ADVERTISERS AND SUPPLIERS, DISCLAIMS ALL WARRANTIES AND CONDITIONS, EXPRESS OR IMPLIED, ARISING BY LAW OR OTHERWISE, WITH RESPECT TO YOUR ACCOUNT AND THE SERVICE (INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT). PLEASE NOTE THAT YOU’RE ACCOUNT AND THE SERVICE MAY NOT MEET YOUR NEEDS. LICENSOR MAKES NO REPRESENTATION OR WARRANTY: (A) THAT YOUR ACCOUNT OR THE SERVICE WILL MEET YOUR NEEDS; (B) THAT ACCESS TO YOUR ACCOUNT OR THE SERVICE WILL BE TIMELY, ERROR-FREE, UNINTERRUPTED, VIRUS-FREE OR SECURE; (C) THAT THE DATA AND FILES SUBSCRIBER STORES IN THE ACCOUNT WILL NOT BE LOST OR DAMAGED; (D) THAT THE DATA ON YOUR DESKTOP OR SERVER WILL NOT BE LOST OR DAMAGED; OR (E) THAT DEFECTS IN THE SERVICE WILL BE CORRECTED. SUBSCRIBER ACKNOWLEDGES THAT ANY MATERIAL OR DATA SUBSCRIBER RETRIEVES THROUGH THE USE OF THE SERVICE IS DONE AT YOUR CHOICE AND RISK AND THAT SUBSCRIBER WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE RETRIEVAL OF SUCH MATERIAL OR DATA.
8. Limitations of Liability. IN NO EVENT SHALL LICENSOR OR ITS ADVERTISERS OR SUPPLIERS HAVE ANY OBLIGATION OR LIABILITY TO SUBSCRIBER FOR THE COST OF PROCUREMENT OF SUBSTITUTE SERVICES OR DATA OR FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES (INCLUDING, WITHOUT LIMITATION, ANY LOSS OF DATA, REVENUE OR PROFITS OR BUSINESS INTERRUPTION) OR OTHER PECUNIARY LOSS ARISING OUT OF YOUR USE OR INABILITY TO USE YOUR ACCOUNT OR THE SERVICE OR YOUR LOSS OF DATA OR FILES STORED THEREIN.
9. Indemnification. Subscriber will defend, indemnify and hold Licensor, its parents, subsidiaries, affiliates, agents, officers, suppliers, directors and employees, harmless from any claim or demand, including reasonable attorneys' fees and costs, made by any third party due to or arising out of (a) Your use of Your Account and the Service, (b) any data files and content stored by Subscriber in the Account and otherwise on the Licensor servers and (c) any violation of this Agreement by You.
10. Termination. Either Subscriber or Licensor may terminate this Agreement with or without cause at any time by giving notice of such termination to the other in the manner described in paragraph 11 below. Further, if Licensor believes that Subscriber has violated the obligations under this Agreement, Licensor may, at its option and in addition to its other remedies, immediately and without notice, suspend the Account, remove and destroy data and files stored by Subscriber on Licensor's servers and/or terminate this Agreement. Licensor will not be liable to Subscriber or any third party for any suspension or termination of the Account or the Service. Should Subscriber object to any terms and conditions of this Agreement or any subsequent modifications thereto or become dissatisfied with the Service in any way, your only recourse is immediately: (a) discontinue use of the Service; (b) terminate this Agreement; and (c) notify Licensor of such termination. Upon any termination of this Agreement, Subscriber will cease use of the Service and, within five (5) days after the effective date of such termination, remove all of Subscribers stored data from the Licensor servers. Licensor may destroy any of Subscribers stored data that are not removed from Licensor's servers after such five (5)-day period. Paragraphs 7, 8, 9, 10, 11, 12, 13 and 14 of this Agreement (and any other provision that can be reasonably construed to survive termination) will survive termination of this Agreement.
11. Notices. Any notice under this Agreement given by Licensor to Subscriber will be deemed to be properly given if sent by email to the email address as set forth in the Licensors billing records, or by a startup screen that starts before Subscribers next use of the Service or by written communication mailed by first class U.S. mail to Subscribers address on record in the Licensors billing records or by a display about the changed information in the agreement on the index page if the change is generic. It is important that Subscriber maintain a correct working email address and update it if necessary to be able to receive Licensor's communication. Any notice under this Agreement given by Subscriber to Licensor will be deemed to be properly given if received by email sent to Licensor's Customer Service at support@Enlyght.com.
12. Severability. This Agreement will be enforced to the fullest extent permitted by applicable law. If for any reason any provision of this Agreement is held to be invalid or unenforceable under applicable law to any extent, then (a) such provision will be interpreted, construed or reformed to the extent reasonably required to render the same valid, enforceable and consistent with the original intent underlying such provision and (b) such invalidity or unenforceability will not affect any other provision of this Agreement.
13. Modifications to this Agreement. The terms and conditions of this Agreement may be changed by Licensor from time to time. Upon any such change, Licensor will notify Subscriber of such change in accordance with paragraph 11 above and post an updated version of this Agreement on the Licensor's website located at http://www.Enlyght.com. Your use of the Service after such notification will constitute your acceptance of such changed terms and conditions.
14. Miscellaneous. Your right to use the Service is personal to you, and you will not assign any of your rights, obligations or interest in this Agreement or Your Account. Without limiting the foregoing, this Agreement is binding upon and inures to the benefit of the parties and their respective successors and assigns. Licensor's failure to insist upon or enforce strict performance of any provision or right of this Agreement will not be construed as a waiver of any provision or right. This Agreement will be governed by the laws of the State of Minnesota, without regard to its conflict of laws rules. The provisions of the U.N. Convention on Contracts for the International Sale of Goods and any successor treaties will not apply. Subscriber consents to the venue and exclusive jurisdiction of the state and federal courts located in the State of Minnesota, U.S.A., with regard to any claim arising under or otherwise occurring by reason of this Agreement or Your use of the Service or Your Account. Subscriber will commence any claim or cause of action arising under or otherwise occurring by reason of this Agreement within one (1) year after the claim or cause of action arises or such claim or cause of action is forever barred. This Agreement constitutes the entire agreement of the parties with respect to the subject matter hereof and supersedes any and all prior and contemporaneous understandings and agreements.