This End User License Agreement (this “EULA”) is a legally binding agreement between Handbid, Inc. (“Handbid”, “we” or “us”) and you (“you” or “your”), the user of the Handbid Auction Client Application (the “Licensed Application”), which also includes the Client. By downloading, installing or using the Licensed Application, you are agreeing to all the provisions in this EULA and our terms of service located at www.handbid.com/user-terms (“Terms”), which cover the use of the Handbid auction service, which are incorporated by reference. If you do not agree to this EULA or the Terms, do not download, install or use the Licensed Application.
This EULA is between Handbid and you only. Apple Inc. (“Apple”) and Google, Inc. (“Google”) are not parties to this EULA. Handbid, not Apple or Google, is solely responsible for the Licensed Application and the content thereof. If at any time there is a conflict between the provisions of this EULA and the Usage Rules for Licensed Applications in the iTunes App Store Provisions of Service [available at http://www.apple.com/legal/itunes/appstore/dev/stdeula/] (the “Apple Usage Rules”) or within the Google Play Terms of Service [available at http://play.google.com/about/terms.html] (the “Google Usage Rules” or collectively “The Usage Rules”), the Usage Rules will take precedence. Note that to use certain features or functions of the Licensed Application, you may be required to purchase additional products or services from Handbid.
License and Restrictions. Subject to the provisions of this EULA, Handbid grants you a limited, non-exclusive license (the “License”) to install and use one copy of the Licensed Application on a single iOS or Android device that you own or control. The License may only be exercised as permitted by the Usage Rules. The License is non-transferable and non-sublicensable. You agree not to decompile, reverse engineer, disassemble, derive the source code of, decrypt, modify or create derivative works based upon the Licensed Application, or any part thereof, and you agree not to attempt to do any of the foregoing and not to enable or assist others to do any of the foregoing. You may not sell or distribute the Licensed Application, and you may not bundle it for redistribution with other products. You agree to reproduce and include in their entirety all copyright, trademark and other proprietary rights notices on any copy of the Licensed Application, or any portion thereof, and any materials distributed with the Licensed Application. You may use the Licensed Application only for your personal, non-commercial purposes. The License will terminate automatically without notice if you fail to comply with any of its provisions. All rights not expressly granted to you in this EULA are reserved to Handbid and its licensors.
Support. Handbid has no obligation to update, maintain or support the Licensed Application.
Proprietary Rights. The Licensed Application and all patent, copyright, trademark and trade secret rights in or to the Licensed Application are owned exclusively by Handbid. Copies of the Licensed Application are never sold. The Licensed Application is protected by United States and international copyright laws. All copyrightable subject matter appearing on or with the Licensed Application, including, without limitation, logos, design, text, graphics, software, other files, and the selection and arrangement thereof, are the sole and exclusive property of Handbid. All trademarks and service marks used in connection with the Licensed Application are the property of their respective owners and may not be used without permission.
No Warranty. The Licensed Application is provided “as-is” and without warranty of any kind, express or implied, including, without limitation, any implied warranty of merchantability, fitness for a particular purpose, or noninfringement. No Warranty is made regarding the data received or accessed through the Licensed Application, including the accuracy of any information provided by the Client or other third parties.
Your Indemnification Obligations. You agree to indemnify, defend and hold harmless Handbid, its managers, members, officers, employees, affiliates, agents and clients (“Indemnitees”), from and against any claim, demand, cost, expense, liability, damage or obligation (including attorneys’ and experts’ fees) arising out of or in connection with your use of the Licensed Application. The foregoing indemnity applies to any claim brought by a third party against any Indemnitee, regardless of the legal theory involved, including, without limitation, tort, product liability or contract, whether at law or in equity.
Limitations on Certain Types of Damages and Liabilities. Handbid will not be liable for any indirect, incidental, special or consequential damages arising out of or in connection with this EULA or the Licensed Application. Handbid is making the Licensed Application available in reliance on all the provisions of this EULA, including, without limitations, the warranty disclaimers, damage exclusions and limitations on liability, and the same form an essential basis of the bargain between you and Handbid. The foregoing provisions will not apply to the extent they are unenforceable under applicable law.
Term, Termination and Amendment. This EULA will remain in effect until terminated. You may terminate this EULA at any time by uninstalling and deleting the Licensed Application. Handbid may terminate or amend this EULA at any time for any reason or no reason by providing you with individual notice, or by posting a notice on its website at www.handbid.com. When this EULA terminates, all rights granted to you hereunder, including the License, will cease, and you must immediately uninstall and delete the Licensed Application.
Governing Law. This EULA is governed by the laws of Colorado, as applied to contracts between Colorado residents to be performed wholly within Colorado. You (i) hereby irrevocably submit to the exclusive jurisdiction of the United States District Court for the District of Colorado and the courts of the State of Colorado located in Douglas County, Colorado, for the purposes of any suit, action or proceeding arising out of or relating to this EULA, and (ii) hereby waive, and agree not to assert in any such suit, action or proceeding, any claim that you are not personally subject to the jurisdiction of any such court, that the suit, action or proceeding is brought in an inconvenient forum or that the venue of the suit, action or proceeding is improper.
Legal Compliance. You represent and warrant that you (i) are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country, and (ii) are not listed on any U.S. Government list of prohibited or restricted parties.
Apple Provisions. The provisions in this section are required by Apple Inc. You and Handbid acknowledge that Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the Licensed Application. In the event of any failure of the Licensed Application to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price for the Licensed Application to you. To the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the Licensed Application. Any other claims, losses liabilities, damages, costs or expenses attributable to any failure to conform to any warranty, as between Apple and Handbid, will be Handbid’s sole responsibility, subject to all the provisions of this EULA. As between Handbid and Apple, Handbid, not Apple, is responsible for addressing any claim asserted by you or a third party relating to the Licensed Application or to your possession and/or use of the Licensed Application, including, but not limited to: (i) any product liability claim; (ii) any claim that the Licensed Application fails to conform to any applicable legal or regulatory requirement; and (iii) any claim arising under consumer protection or similar legislation. This EULA will not be construed or applied so as to limit Handbid’s liability to you beyond what is permitted by applicable law. In the event of any third party claim that the Licensed Application or your possession and use of the Licensed Application infringes that third party’s intellectual property rights, as between Handbid and Apple, Handbid, not Apple, will be solely responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim. You and Handbid acknowledge and agree that Apple, and Apple’s subsidiaries, are third party beneficiaries of this EULA, and that, upon your acceptance of the provisions of this EULA, Apple will have the right (and will be deemed to have accepted the right) to enforce this EULA against you as a third party beneficiary thereof.
Handbid’s Address. Handbid’s full name and address, and the contact information to which you may direct any questions, complaints or claims with respect to the Licensed Application are:
7074 S. Revere Parkway, Centennial, CO 80112
Attention: Mobile Apps Service