BLUE 33, LLC END USER LICENSE AGREEMENT (EULA)
By using or installing any software product created by Blue 33, LLC, (hereafter referred to as Company) including software components, source code, and the corresponding documentation herein referred to as “Software”), you, as a Developer or Merchant (herein referred to as User) are agreeing to be bound by the terms and conditions of this Agreement. If you, as a Developer or Reseller, are purchasing the software for your client, the client is also bound by this agreement, and you must notify them in advance of this end user license agreement which will license their website.
Blue 33, LLC reserves the right at any time to modify this Agreement and to impose new or additional terms or conditions on your use of Software. Such modifications and additional terms and conditions will be effective immediately and incorporated into this Agreement. Your continued use of the Software will be deemed acceptance thereof.
A Website will be defined as a single instance of the Software installed on a single physical or virtual computer, with the database residing on either that computer, or a single separate physical or virtual computer or group of computers that operate from an outside perspective as a single computer (commonly referred to as a database cluster).
A Production Website will be a Website installed and published to fulfill the purpose of making the website accessible to its ultimate intended audiences such as User’s customers, potential customers, partners, affiliates, employees, or anonymous internet users.
A Development Website is a Website installed privately for the purpose of performing customization, modification, design, or for pre-loading data, including but not limited to, products, categories, and customers.
A Staging Website will be defined as a Website installed and published solely for the purpose of testing changes to the Software or data used by the Software prior to publishing those changes to the Production Website.
2. LICENSE GRANT AND RESTRICTIONS
In consideration for the license fee paid at the time of purchase and subject to the conditions set forth in this Agreement, Company grants to User a non-exclusive, non-transferrable, non-sub licensable, worldwide right to use the Software to develop and deploy:
- One (1) production database/website.
- Blue 33 Software will be licnesed in a similar fashion to aspdotnetstorefront
- Multi-Store domains that reside on a sigle database will be licnesed per Top-Level Domain Name (TLD)
per license purchased. User must also take all commercially reasonable steps to prevent unauthorized use or duplication of Company’s code. Under specific circumstances, Company may grant to User additional licenses to be used exclusively for development purposes and/or staging purposes. Such additional licenses are hereby subject to the conditions set forth in this Agreement.
Licenses may only be transferred only by prior written consent and approval of Company, and by following Company specified license transfer procedures. By way of example, if User purchases a license as contemplated herein on behalf of a customer of User or otherwise intends to transfer such license to a customer of User, User MUST first obtain prior written consent and approval of Company to effect such transfer, and MUST follow all Company specified license transfer procedures. Any attempted transfer not in compliance with this Section 2 shall render the transfer null and void and any license granted to User for the purpose of such transfer shall immediately terminate. As of such termination, use of any Software subject to such terminated license grant will be deemed infringement of Company’s intellectual property rights, subjecting any such user to all damages and remedies available to Company for such infringement.
The license grant of this Section 2 is also intended to allow User to integrate the Software into its applications provided:
- User retains all copyright notices of Company in any products using the Software.
- User prevents unauthorized use or duplication of Company’s code as contained within any product(s) of User.
- User may not resell, rent, lease or distribute the Software alone. The Software may only be sold and distributed as an integrated part of an application or system created by User. Resellers must obtain written permission before reselling Company’s Software.
- User agrees that Software that is distributed as shareware or a demo may only be used for testing and evaluation purposes.
- A valid copyright notice must be provided within the user documentation or source code that specifies Company as the provider of the Software bundled with applications of User, for example: ” contains software licensed from Blue 33, LLC. These components may only be used as part of and in connection with .”
3. LICENSE KEYS
User will be permitted to generate one (1) license key for a single domain name, IP address, or host/computer name for each Website allowed under this license. Website’s without a valid license key, or accessed via domain, IP Address, or host/computer name other than that for which the license key was generated, may not function and will be disabled. User will not be permitted to generate additional license keys other than those provided for specifically in this license agreement without the purchase of one or more additional or supplementary licenses.
4. LICENSE RELATED MODIFICATIONS
Without prior express written consent from Company, User is strictly prohibited from making any modifications to the Software that would in any manner interfere with, circumvent, or modify the Software’s licensing mechanisms and restrictions. This includes, but is not limited to, any modifications that would allow a Website to operate on domain names other than those for which the Website has valid license keys, modifications that hide, obscure, or prevent the display of text stating that the website is not properly licensed, or modifications that would cause the Software, either in functionality or appearance, to operate or be perceived to operate in a manner that would create separate physical or logical Websites from a single licensed installation. Users that Company, in its sole discretion, are deemed to be in violation of this section will be required to immediately purchase any additional licenses required to comply with this Agreement.
5. SERVER FARMS, FAILOVER AND LOAD BALANCING
Should User desire to deploy the software in an environment which enables multiple servers to publish a single Website for redundancy or performance reasons (commonly referred to as load balancing or server farms), User is required to purchase supplementary server farm licenses for each licensed Website to be deployed in such an environment.
User is permitted, without supplementary licensing, to install one (1) Website on a web server and separate database server provided that the website is not accessible under normal circumstances, and such installation is used exclusively for the purpose of acting as a backup server group should the primary server group fail or need to be taken offline.
6. LICENSE FEES AND ACCEPTANCE
In consideration for the license grant of this Agreement, User has agreed to pay Company the amount set forth on https://blue33.com (the “Website”), based on a tiered pricing levels based upon the number of storefront Websites for which the Software is to be used.
USER EXPRESSLY ACKNOWLEDGES THAT PRIOR TO SUBMITTING ANY PAYMENT TO COMPANY, THAT USER HAS REVIEWED AND AGREED TO BE BOUND BY THE TERMS OF THIS AGREEMENT.
User shall keep complete and accurate accounts, records, books, journals, ledgers and data (the “Records”) with respect to the number of storefront databases/websites created under this Agreement. Company and its representatives shall have the right, for cause, to inspect, copy and audit the Records and such other documents and computer records as may be reasonably necessary to verify the number of storefront databases/websites created under this Agreement. User shall retain all Records during the term of this Agreement and for at least two (2) years thereafter and make the same available to Company and its representatives within thirty (30) days after receipt of a written request for such records from Company.
The Software and any all intellectual property rights, including collateral and/or derivative rights associated therewith are the property of Company. Should any of rights relating to the forgoing become vested in User or a third party by User’s use of the rights granted in this Agreement, User shall transfer and/or take all steps necessary, and without compensation to Company, to ensure that all right, title and interest in the same vest fully and completely in Company.
The Software and any accompanying materials are copyrighted and contain proprietary information. Unauthorized copying of the Software or accompanying materials even if modified, merged, or included with other software, or of the written materials, is expressly forbidden, provided, User may make copies of the Software solely for backup purposes provided all proper legal notices are reproduced in their entirety on the backup copy. Company reserves all rights not specifically granted to Licensee.
The Software and documentation are licensed, not sold, to you. You may not rent, lease, display or distribute copies of the Software to others except under the conditions of this Agreement.
This Agreement is effective until terminated. This Agreement will terminate automatically without notice from Company for failure to comply with any provision contained herein or if the funds paid for the license are refunded or are not received. Upon termination, User shall destroy the Software and all copies, in part and in whole, including modified copies, if any.
9. WARRANTIES AND INDEMNITIES
Although commercially reasonable efforts have been made to assure that the Software is correct, reliable, and technically accurate, the Software is licensed to User “AS IS” or to the maximum extent permitted by law, with no guarantees regarding performance, errors, bugs or defects. User assumes all other risks when using the Software.
EXCEPT AS OTHERWISE EXPRESSLY STATED HEREIN, COMPANY SPECIFICALLY DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, ANY WARRANTIES AS TO THE VALUE, CONDITION, DESIGN, FUNCTIONING, OF THE SOFTWARE OR ANY USE OF THE SOFTWARE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR USE OF THE SOFTWARE, FREEDOM FROM INFRINGEMENT OR ANY OTHER REPRESENTATION OR WARRANTY WITH RESPECT TO THE SOFTWARE. COMPANY IS NOT CURRENTLY AWARE OF ANY PATENT INFRINGEMENT OR OTHER TYPE OF INFRINGEMENT CLAIM AGAINST THE SOFTWARE. COMPANY SHALL NOT BE LIABLE TO ANY USERS OF THE SOFTWARE, INCLUDING USER, FOR ANY INCIDENTAL, INDIRECT, SPECIAL OR CONSEQUENTIAL DAMAGES, LIABILITY, LOSS OR DAMAGE CAUSED OR ALLEGED TO HAVE BEEN CAUSED BY THE SOFTWARE EVEN IF COMPANY HAD BEEN ADVISED, KNEW OR SHOULD HAVE KNOWN OF THE POSSIBILITY THEROF, INCLUDING, BUT NOT LIMITED TO LOST PROFITS, LOST BUSINESS REVENUES, FAILURE TO REALIZE EXPECTED SAVINGS, OTHER COMMERCIAL OR ECONOMIC LOSS OF ANY KIND, OR FOR ANY CLAIM AGAINST THE USER BY ANY OTHER PARTY. COMPANY SHALL IN NO EVENT BE LIABLE FOR MORE THAN THE TOTAL FEES ACTUALLY RECEIVED BY IT FROM THE USER FOR THE SOFTWARE.
User further agrees to indemnify, hold harmless, and defend Company, and its successors and assigns, from and against any and all claims or lawsuits including attorney’s fees that arise or result from the use or distribution of User applications or services provided by User.
User expressly acknowledges that any modification of the Software, whether or not permitted and irrespective of the extent of such modification, is beyond the control of Company, and as such, such modification shall void all warranties under this Agreement.
The foregoing disclaimers and limitations on liability and remedies set forth above are fundamental elements of the basis of the agreement between Company and User. Company would not be able to provide the Software on an economic basis without such limitations.
10. CONTROLLING LAW AND SEVERABILITY
This Agreement shall be governed by and construed in accordance with the laws of the United States and the State of Washingtion, as applied to agreements entered into and to be performed entirely within Washington between Washington residents. The courts of the State of Washingtion, County of King, shall have exclusive jurisdiction and venue over any dispute, proceeding or action arising out of or in connection with this Agreement or your use of the Software. If for any reason a court of competent jurisdiction finds any provision of this Agreement, or portion thereof, to be unenforceable, that provision of the Agreement shall be enforced to the maximum extent permissible so as to affect the intent of the parties, and the remainder of this Agreement shall continue in full force and effect.
The failure by either party at any time to enforce any of the provisions of this License Agreement or any right or remedy available hereunder or at law or in equity, or to exercise any option herein provided, shall not constitute a waiver of such provision, right, remedy or option or in any way affect the validity of this License Agreement. The waiver of any default by either party shall not be deemed a continuing waiver, but shall apply solely to the instance to which such waiver is directed.
12. SUCCESSORS; ASSIGNS
This Agreement shall be binding on and inure to the benefit of the parties and their respective successors and permitted assigns. Except as provided for herein, this Agreement may not be assigned by User without the prior written consent of Company.
13. USE OF SITE IMAGE
User grants a perpetual, world-wide, royalty-free license to Company to use and publish one or more screen shot captures of any User websites using the Software, User’s trademarks, logos or names and/or otherwise list User as a licensee of Company; provided, however, no such license shall be granted to Company if User sends an e-mail to Company stating objecting to such license within ten (10) days of downloading the Software.
14. TECHNICAL SUPPORT
Company offers free product support for a period of 30 days from the date of this Agreement on all licensed Software products purchased by User. Company shall have no obligations to end users of User products by virtue of this Agreement. User acknowledges that any modification of the Software is beyond the control of Company, and as such, user expressly acknowledges that the foregoing technical support is for the Software only.
Assistance with installation on dedicated servers is limited strictly to providing a default installation of the Software utilizing existing, pre-installed prerequisite components. Technical support will not be responsible for configuring or installing prerequisites such as Microsoft SQL Server, IIS, or Microsoft ASP.NET. User is solely responsible for reviewing and securing any Websites installed by Company’s technical support team. Company is not responsible under any circumstances for problems resultant from Company’s installation of the Software or performance of technical support related to the Software. User is solely responsible for ensuring that adequate disaster recovery plans and procedures are in place. Company reserves the right to refuse performance of installations or technical support on any dedicated server should Company’s staff feel that performance of such tasks could interfere with or impact the operation of the dedicated server or other applications running on that server, and Customer’s sole remedy for such refusal, at Company’s sole option, would be the refund of any fees paid specifically for the tasks which have been refused.
Technical support is limited to questions directly related to the Software, its setup, operation, and product features. Company DOES NOT provide support for day to day operational storefront issues directly with, or on behalf of, store owners or developers. The Software requires the use of certain third party components such as aspdotnetstorefront, Microsoft Windows, Microsoft SQL Server, Internet Information Services, and the Microsoft Asp.NET framework. Company does not provide support or assistance with these components in any manner, and use of any third-party component is pursuant to a separate license agreement directly between the User and such third-party component’s vendor.
Company’s technical support staff, in connection with your Software purchase and this Agreement, does not provide assistance with general internet related services such as hosting, domain name registration, domain name server (DNS) configuration, or Secure Socket Layer (SSL) certificate installation and maintenance. These services are generally provided by separate hosting agreement, or professional services consulting agreement.
All technical support is provided pursuant to Blue 33, LLC’s technical support policies, located at https://blue33.com/support-policy
All sales of Software are final. Upon User placing an order on the Blue 33, LLC website, Company will review the order and send an email containing download instructions to User, and User will also simultaneously have access to software on the Blue 33, LLC license management page located at https://secure.blue33.com/account/apikeys. No refund or order cancellation requests will be accepted once Company has sent the email containing download instructions to User. User acknowledges that Company cannot be responsible for lost or misdirected emails, or emails deleted or made inaccessible by anti-virus, spam filtering, or mail client software.
16. COMPLETE AGREEMENT
This Agreement constitutes the complete agreement between User and Company. Blue 33, LLC reserves the right, at is sole discretion to change, modify, add to, supplement or delete any of the terms and conditions of this Agreement. Blue 33, LLC will post the revised version of this Agreement on the https://blue33.com website, and may or may not provide such other notice as Blue 33, LLC may elect in its sole discretion. Such modifications and additional terms and conditions will be effective immediately and incorporated into this Agreement. Your continued use of the Software will be deemed acceptance thereof.
Please contact us with any questions or concerns regarding our licensing agreement.