End-User License Agreement
This End-User License Agreement (the “EULA”) is a legal agreement between you (either as an individual or on behalf of an entity) and Grist Labs Inc. (“Grist Labs”) regarding your use of Grist Labs’ products, software, services, and web sites, including Grist and associated documentation (the “Software”). IF YOU DO NOT AGREE TO ALL OF THE TERMS OF THIS EULA, YOU MAY NOT DOWNLOAD, INSTALL, USE, OR COPY THE SOFTWARE.
Grist Labs grants you a revocable, non-exclusive, non-transferable, limited right to install and use the Software in accordance with this EULA (the “License”). The License is expressly conditioned upon your agreement to all of the terms of this EULA. The Software is licensed, not sold. Grist Labs reserves all other rights not granted by this EULA.
You acknowledge and agree that the Software and all copyrights, trade secrets, inventions (whether or not patentable), trademarks or designations of origin, and other intellectual property rights therein (whether those rights happen to be registered or not, and wherever in the world those rights may exist) are the exclusive property of Grist Labs. Grist Labs reserves all rights in and to the Software not expressly granted to you in this EULA.
THE SOFTWARE IS PROVIDED ON AN “AS IS” BASIS, AND NO WARRANTY, EITHER EXPRESS OR IMPLIED, IS GIVEN. YOUR USE OF THE SOFTWARE IS AT YOUR SOLE RISK. Grist Labs does not warrant that (i) the Software will meet your specific requirements; (ii) the Software is fully compatible with any particular platform; (iii) your use of the Software will be uninterrupted, timely, secure, or free from error; (iv) the results that may be obtained from the use of the Software will be accurate or reliable; or (v) any errors in the Software will be corrected. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM GRIST LABS OR THROUGH OR FROM THE SOFTWARE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE TERMS. GRIST LABS FURTHER EXPRESSLY DISCLAIMS ALL WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. To the extent any representation, warranty, or legal or contractual obligation of Grist Labs is not waived herein (including with respect to any alleged negligence), you agree that any claim with respect to the foregoing shall survive for the shorter of (a) the statute of limitations applicable to such claim, and (b) 12 months from the date that you last use the Software under this EULA.
YOU EXPRESSLY UNDERSTAND AND AGREE THAT GRIST LABS SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES WHICH MAY BE INCURRED BY YOU, HOWEVER CAUSED AND UNDER ANY THEORY OF LIABILITY. THIS SHALL INCLUDE, BUT NOT BE LIMITED TO, ANY LOSS OF PROFIT (WHETHER INCURRED DIRECTLY OR INDIRECTLY), ANY LOSS OF GOODWILL OR BUSINESS REPUTATION, ANY LOSS OF DATA SUFFERED, COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR OTHER INTANGIBLE LOSSES (EVEN IF GRIST LABS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES) RELATED TO THE SOFTWARE, including, for example: (i) the use or the inability to use the Software; (ii) any changes which Grist Labs may make to the Software, or for any permanent or temporary cessation in the provision of the Software (or any features within the Software); (iii) unauthorized access to or alteration of your transmissions or data; (iv) statements or conduct of any third-party on the Software; (v) deletion of, corruption of, or failure to store, any data, content, or communications maintained or transmitted by or through the Software; (vi) or any other matter relating to the Software.
This EULA constitutes the entire agreement between you and Grist Labs and governs your use of the Software, superseding any prior agreements between you and Grist Labs (including, but not limited to, any prior versions of the EULA).
The failure of Grist Labs to exercise or enforce any right or provision of this EULA shall not constitute a waiver of such right or provision. If any portion of this Agreement is rendered or declared illegal, invalid or unenforceable, the remainder of the agreement shall remain in force. You may not assign this EULA or any rights herein, and any such attempt will be void.
Grist Labs may modify or amend the terms of this EULA by posting a copy of the most current agreement on our website. By continuing to use or access the Software after the revised agreement comes into effect, you agree to be bound by the revised EULA.
You agree that this EULA shall be governed by New York State law, consent to the exclusive jurisdiction and venue of applicable courts located in New York County for any dispute related to the Software or this EULA, and agree to bring any action solely in such courts.
Please send any customer service inquiries, including questions about this EULA, to firstname.lastname@example.org. Any legal notices or process must be directed to Grist Labs at 379 W Broadway, New York, NY 10012.