Updated January 4th, 2015 (See last version as of December 31st 2016 here).
If you are located in the United States or Canada, the Master Agreement is between you (“Customer” or “you”) and Myfox Inc., located at 351 California St., San Francisco, CA 94104. If you are located anywhere else in the world, the Master Agreement is between you and Myfox S.A.S, a simplified stock company (SAS) with 11.306.508 euros in capital, located at Regent Part II, Bat. 1, 2460 l’Occitane, 31679 Labege, France, registered in the Toulouse Companies and Trade Registry under number 483 015 749. The Master Agreement includes the following (each, a “Myfox Agreement” or “Sub-Agreement”):
- Myfox Sales Terms & Conditions Agreement, found here
- Myfox Hardware, Applications, and Embedded Software End User License Agreement, found here
- Myfox Services Agreement, found here
- Myfox Product & Services Warranty and Safety Warnings, found here
- Myfox Additional Terms Applicable to Specific Territories, found here
2. Updates to the Terms
Myfox reserves the right, at our discretion, to change, modify, add or remove portions of the Terms at any time by posting the amended agreement on or within the Sites. We may, in our sole discretion, provide additional notice, such as an e-mail message or messaging within the Sites, of any changes, but it is your responsibility to periodically check the Terms for changes. Unless otherwise stated, the amended Terms shall be effective immediately after they are initially posted.
3. Updates to the Sites
You understand that the Sites are constantly evolving. Myfox may require that you accept updates to the Sites, and may automatically update the Sites at any time with or without notifying you. By using the Sites, you consent to these automatic updates. You may need to update third party software from time to time in order to continue to use the Sites.
4. Use of the Sites
You may only use the Sites if you are over the age of 13 and are not barred from using the Sites by law. If you are between 13 and 17 years of age, you must show your parent or guardian these Terms and they must agree before you may use the Sites.
- You may not use the Sites for any commercial purpose
- You may not abuse, hack, attack, interfere with, gain unauthorized access to, or otherwise disrupt the Sites
- You may not access the Sites in a way that could violate applicable law, or in any manner not expressly authorized by MyFox under these Terms or the Master Agreement
- You may not use the Sites to infringe on the intellectual property rights of others, to obtain personal information of others without authorization, or to otherwise violate applicable law
The following rules shall apply to your use of the Sites:
5. Suspension & Termination
Myfox reserves the right to suspend or terminate your right to access the Sites at any time if Myfox suspects you have violated these Terms or any of the terms of the Master Agreement. Myfox reserves the right to stop offering and/or supporting the Sites or a particular part of the Sites at any time either permanently or temporarily. In such event, Myfox shall have no liability in connection with such discontinued elements of the Sites.
You agree to indemnify and hold Myfox, its affiliated companies, contractors, employees, agents and its third-party suppliers, licensors, and partners (the “Myfox Parties”) harmless from any claims, losses, damages, liabilities, including legal fees and expenses, arising out of your use or misuse of the Sites, any violation by you of these Terms, or any breach of the representations, warranties, and covenants made by you herein. Myfox reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify the Myfox Parties, and you agree to cooperate with Myfox’s defense of these claims. Myfox will use reasonable efforts to notify you of any such claim, action, or proceeding upon becoming aware of it.
You agree that the provisions in this paragraph will survive any termination of the Sites or of your rights to use the Sites.
7. DISCLAIMER OF WARRANTIES
YOU EXPRESSLY UNDERSTAND AND AGREE THAT EXCEPT TO THE EXTENT SPECIFICALLY PROVIDED IN THE MASTER AGREEMENT, USE OF THE SITES IS AT YOUR SOLE RISK AND IS PROVIDED ON AN "AS IS" BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF TITLE OR IMPLIED WARRANTIES OF NON-INFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. THE MYFOX PARTIES DO NOT WARRANT THAT THE SITES WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE. YOU DOWNLOAD OR OTHERWISE OBTAIN MATERIALS THROUGH THE SITES AT YOUR OWN RISK, AND THE MYFOX PARTIES ARE NOT RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS.
8. LIMITATION OF LIABILITY
YOU ACKNOWLEDGE AND AGREE THAT, TO THE FULLEST EXTENT PERMITTED BY ANY APPLICABLE LAW, THE DISCLAIMERS OF LIABILITY CONTAINED HEREIN APPLY TO ANY AND ALL DAMAGES OR INJURY WHATSOEVER CAUSED BY OR RELATED TO USE OF, OR INABILITY TO USE, THE SITES UNDER ANY CAUSE OR ACTION WHATSOEVER OF ANY JURISDICTION, INCLUDING, WITHOUT LIMITATION, ACTIONS FOR BREACH OF WARRANTY, BREACH OF CONTRACT OR TORT (INCLUDING NEGLIGENCE) AND THAT THE MYFOX PARTIES SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, INCLUDING FOR LOSS OF PROFITS, GOODWILL OR DATA, IN ANY WAY WHATSOEVER ARISING OUT OF THE USE OF, OR INABILITY TO USE, THE SITES.
NOTHING IN THIS AGREEMENT IS INTENDED TO EXCLUDE OR LIMIT ANY CONDITION, WARRANTY, RIGHT OR LIABILITY WHICH MAY NOT BE LAWFULLY EXCLUDED OR LIMITED. ACCORDINGLY, ONLY THOSE ABOVE LIMITATIONS WHICH ARE LAWFUL IN YOUR JURISDICTION WILL APPLY TO YOU AND OUR LIABILITY WILL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.
10. Dispute Resolution (United States and Canada only)
a. Contact Myfox
If a dispute arises between you and Myfox, our goal is to address your concerns and resolve the dispute. You agree that you will notify Myfox about any dispute you have with Myfox regarding the Sites by emailing Myfox at the following address: [firstname.lastname@example.org].
If a dispute arises between you and Myfox, our goal is to provide you with a neutral and cost effective means of resolving the dispute quickly. Accordingly, we strongly encourage you to first contact us directly to seek an informal resolution through our customer support team. If any dispute cannot be settled informally, you and Myfox agree to resolve any claim or controversy at law or equity relating to this Agreement or the Sites (a "Claim") through binding non-appearance-based arbitration. In the event a party elects arbitration, they shall initiate such arbitration through an established alternative dispute resolution ("ADR") provider mutually agreed upon by the parties. The ADR provider and the parties must comply with the following rules: (a) the arbitration shall be conducted by telephone, online and/or be solely based on written submissions, and the specific manner shall be chosen by the party initiating the arbitration; (b) the arbitration shall not involve any personal appearance by the parties or witnesses unless otherwise mutually agreed by the parties; and (c) any judgment on the award rendered by the arbitrator shall be final and may be entered in any court of competent jurisdiction.
c. Applicable Law
This Agreement and any dispute arising out of or related to it or the Sites shall be governed in all respects by the laws of the State of California as they apply to agreements entered into and to be performed entirely within California between California residents, without regard to conflict of law provisions. You agree to submit to the personal jurisdiction of the courts located within Los Angeles County, California in connection with any entrance of an arbitrator’s judgment or decision or any dispute with respect to the arbitration process or procedure or Myfox’s exercise of its equitable rights or remedies set forth herein.
d. Improperly Filed Claims
All claims you bring against Myfox must be resolved in accordance with this Dispute Resolution Section. All claims filed or brought contrary to this Section 10 shall be considered improperly filed. Should you file a claim contrary to Section 10a, Myfox shall be entitled to recover attorneys' fees and costs up to $2,000, provided that Myfox has notified you in writing of the improperly filed claim, and you have failed to promptly withdraw the claim.
11. Dispute Resolution (Outside the United States and Canada)
a. Contact Myfox
If a dispute arises between you and Myfox, our goal is to address your concerns and resolve the dispute. You agree that you will notify Myfox about any dispute you have with Myfox regarding the Service by emailing Myfox at the following address: email@example.com.
b. Applicable Law
This Agreement and any dispute arising out of or related to it or the Service shall be governed in all respects by the laws of France, without regard to conflict of law provisions. You agree to submit to the personal jurisdiction of the courts located within Toulouse, France.
Myfox may assign or delegate its obligations under the Terms, in whole or in part, to any person or entity at any time with or without your consent. You may not assign or delegate any rights or obligations without Myfox’s prior written consent, and any unauthorized assignment and delegation by you is void and ineffective.
13. Entire Agreement
The Myfox Agreements represent the complete understanding between you and Myfox relating to the subject matter described therein, and supersede any and all other prior or contemporaneous agreements or understandings, whether written or oral.
14. No Waiver
The failure of Myfox to require or enforce strict performance by you of any provision of these Terms or failure to exercise any right under them shall not be construed as a waiver or relinquishment of Myfox's right to assert or rely upon any such provision or right in that or any other instance.
The express waiver by Myfox of any provision, condition, or requirement of these Terms shall not constitute a waiver of any future obligation to comply with such provision, condition or requirement.
Except as expressly and specifically set forth in this these Terms, no representations, statements, consents, waivers, or other acts or omissions by Myfox shall be deemed a modification of these Terms nor be legally binding, unless documented in physical writing, hand signed by you and a duly appointed officer of Myfox.
We may notify you via postings on the Sites and via e-mail or any other communications means to contact information you provide to us. If you are a user in the United States or Canada, all notices given by you or required from you under these Terms shall be in writing and addressed to:
351 California St.
San Francisco, CA 94101
If you are a user outside the United States and Canada, all notices given by you or required from you under these Terms shall be in writing and addressed to:
Regent Part II – Bat 1
Tel: +33 5 61 00 07 11
email : firstname.lastname@example.org
Any notices that you provide without compliance with this Section on Notices shall have no legal effect.
16. Equitable Remedies (for US and Canada customers only)
Notwithstanding the binding arbitration provisions hereof and any contrary provisions herein, Myfox has the following equitable rights and remedies.
You acknowledge that the rights granted and obligations made under these Terms to Myfox are of a unique and irreplaceable nature, the loss of which shall irreparably harm Myfox and which cannot be replaced by monetary damages alone. Accordingly, Myfox shall be entitled to injunctive or other equitable relief (without the obligations of posting any bond or surety or proof of damages) in the event of any breach or anticipatory breach by you.
You irrevocably waive all rights to seek injunctive or other equitable relief, or to enjoin or restrain the operation of the Sites, exploitation of any advertising or other materials issued in connection therewith, or exploitation of the Sites or any content or other material used or displayed through the Sites and agree to limit your claims to claims for monetary damages (if any).
You and Myfox agree that if any portion of these Terms is found to be unenforceable by any court of competent jurisdiction, such provision shall, as to such jurisdiction, be ineffective solely to the extent of such unenforceability, and the remaining terms shall continue in full force and effect.
18. No Third Party Beneficiaries