End User License Agreement
This End User License Agreement ("Agreement") is a legal agreement between you ("User" or "Licensee") and PolyFab Pro ("Company," "we," or "us") governing your use of the PolyFab Pro software platform, including all portals, APIs, and associated services (collectively, the "Software").
By accessing or using the Software, you agree to be bound by the terms of this Agreement. If you do not agree, do not access or use the Software.
1. License Grant
Subject to the terms of this Agreement and payment of applicable subscription fees, the Company grants you a limited, non-exclusive, non-transferable, revocable license to access and use the Software solely for your internal business operations related to architectural metals fabrication and project management.
2. Restrictions
You agree not to:
- Copy, modify, or distribute the Software or any portion thereof
- Reverse engineer, decompile, or disassemble the Software
- Use the Software to develop a competing product or service
- Share your account credentials with unauthorized third parties
- Use the Software in violation of any applicable law or regulation
- Remove or alter any proprietary notices or labels on the Software
3. Subscription and Payment
Access to the Software requires an active subscription. Subscription fees are billed on a recurring basis as selected at signup. Failure to maintain a current subscription may result in suspension of access. All fees are non-refundable except as required by applicable law.
4. Ownership
The Software and all intellectual property rights therein are and shall remain the exclusive property of the Company. This Agreement does not convey to you any ownership interest in the Software. All rights not expressly granted herein are reserved by the Company.
5. Data and Privacy
You retain ownership of all data you input into the Software ("Your Data"). By using the Software, you grant the Company a limited license to store, process, and transmit Your Data solely as necessary to provide the services. The Company's collection and use of data is governed by the Privacy Policy.
6. Confidentiality
You acknowledge that the Software contains trade secrets and confidential information. You agree to maintain the confidentiality of any non-public information about the Software and not to disclose it to third parties without prior written consent from the Company.
7. Disclaimer of Warranties
THE SOFTWARE IS PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND. THE COMPANY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. THE COMPANY DOES NOT WARRANT THAT THE SOFTWARE WILL BE ERROR-FREE OR UNINTERRUPTED.
8. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE COMPANY SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES ARISING FROM YOUR USE OF OR INABILITY TO USE THE SOFTWARE, EVEN IF THE COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE COMPANY'S TOTAL CUMULATIVE LIABILITY SHALL NOT EXCEED THE FEES PAID BY YOU IN THE THREE (3) MONTHS PRECEDING THE CLAIM.
9. Indemnification
You agree to indemnify, defend, and hold harmless the Company and its officers, directors, employees, and agents from any claims, liabilities, damages, and expenses (including reasonable attorneys' fees) arising out of your use of the Software, violation of this Agreement, or infringement of any third-party rights.
10. Term and Termination
This Agreement is effective until terminated. The Company may terminate this Agreement immediately upon notice if you breach any provision herein or fail to pay applicable fees. Upon termination, your license to use the Software immediately ceases and you must cease all use of the Software.
11. Governing Law
This Agreement shall be governed by and construed in accordance with the laws of the State of New York, without regard to its conflict of law provisions. Any disputes arising under this Agreement shall be subject to the exclusive jurisdiction of the courts located in New York.
12. Modifications
The Company reserves the right to modify this Agreement at any time. Notice of material changes will be provided via email or in-app notification. Continued use of the Software after such notice constitutes acceptance of the updated Agreement.
13. Entire Agreement
This Agreement, together with the Privacy Policy, constitutes the entire agreement between you and the Company with respect to the Software and supersedes all prior agreements and understandings.
Contact
For questions regarding this Agreement, contact us at info@polyfabpro.com.