Common Areas End User License Agreement Terms of Use

 

IMPORTANT–READ CAREFULLY:  THIS END-USER LICENSE AGREEMENT TERMS OF USE (“EULA“) IS A LEGAL AGREEMENT BETWEEN YOU (“YOU” AND “YOUR” INCLUDES A PERSON AND/OR AN INDIVIDUAL ENTITY) AND COMMON AREAS, LLC, ITS SUBSIDIARIES, AFFILIATES AND LICENSEES (COLLECTIVELY “COMMON AREAS“) CONCERNING SPECIFIED SOFTWARE PRODUCT(S) (HEREINAFTER REFERRED TO AS “SOFTWARE PRODUCT” OR “SOFTWARE”).  BY ACCESSING, INSTALLING, COPYING OR OTHERWISE USING ALL OR ANY PORTION OF THE SOFTWARE, YOU AGREE TO BE BOUND BY THE TERMS OF THIS EULA.  IF YOU DO NOT AGREE TO THE TERMS OF THIS EULA, DO NOT USE THE SOFTWARE, AS COMMON AREAS IS UNWILLING TO LICENSE THE SOFTWARE PRODUCT TO YOU.

ALL INTELLECTUAL PROPERTY IN THIS SOFTWARE IS OWNED AND/OR LICENSED BY COMMON AREAS.  THE SOFTWARE IS LICENSED, NOT SOLD.  COMMON AREAS PERMITS YOU TO USE OR OTHERWISE BENEFIT FROM THE INTELLECTUAL PROPERTY OF THE SOFTWARE ONLY IN ACCORDANCE WITH THE TERMS OF THIS EULA.  VISIT HTTP://WWW.COMMONAREAS.COM FOR INFORMATION ABOUT INSTALLATION AND REGISTRATION.

 

1. Software License. Subject to the payment of all applicable license fees, and the terms and conditions of this EULA, Common Areas hereby grants to You a limited, non-sublicensable, non-exclusive, non-transferable right to use the Software in the manner and for the purposes described in the Documentation. The “Documentation” shall include, but is not be limited to, any printed materials or electronic data provided by or obtained from Common Areas with regard to this Software.

1.1 Single User License. You may install and use one copy of the Software on each Apple Inc. or Google Android smart phones or tablets that You own or control and as permitted by the Usage Rules set forth in Section 9.b. of the Apple and Google App Stores Terms and Conditions (the “Usage Rules”). This license does not allow You to use the Software on any smartphone, tablet or other internet enabled device that You do not own or control, and You may not distribute or make the Software available over a network where it could be used by multiple devices at the same time.

1.2 Restrictions on Use. Even though copies of the Software may be provided on media of different formats, copies of the Software on different media formats do not constitute multiple licenses to the Software.  If the Software is licensed as a suite or bundle with more than one specified Software product, this license applies to all such specified Software products, subject to any restrictions or usage terms specified on the applicable product packaging that applies to any of such Software products individually.

1.3 Backup Copy. This license authorizes You to make a reasonable number of copies of the Software provided your backup copies are used solely for archival purposes, and the copies You make contain all of the proprietary notices set forth in or on the original version of the Software.

1.4. Updates.  Common Areas may, at its sole discretion, make bug fixes, updates, upgrades and/or service packs available and/or require You to update before allowing continued use at their sole discretion.

1.5. Termination. The license is effective until terminated by You or Common Areas. Your rights under this license will terminate automatically without notice from Common Areas if You fail to comply with any term(s) of this license. Upon termination of the license, You shall cease all use of the Software, and destroy all copies, full or partial, of the Software.

1.6. Services. The Software may enable access to Common Areas’ and third party services and web sites (collectively and individually, “Services”). Use of the Services requires Internet access and that You accept additional terms of service.

1.7. Push Notifications. Common Areas may send You “push messages” or “push notifications” (collectively, “Push Communications”) if your Apple Inc. or Google Android smart or tablet device supports Push Communications. By installing the Software, You agree to accept Push Communications and “opt-in” to receive them. Should you wish to cease receiving Push Communications from Common Areas, You may turn off Push Communications for the Software by opening the “Settings” on your device, selecting the “Notifications” tab and selecting the “Common Areas” button.

1.8 Mobile Services. Common Areas currently provides our mobile services for free, but please be aware that your carrier’s normal rates and fees, such as text messaging fees and data usage fees, will still apply. In the event you change or deactivate your mobile telephone number, You will update your account information on the Services within 48 hours to ensure that your messages are not sent to the person who acquires your old number.

2. Ownership Rights. All right, title and interest in and to all copyrights, patents, trade secret rights, trademarks and other intellectual property rights in and to the Software and Documentation, are owned by Common Areas. The Software and Documentation are protected by patent, copyright and/or other intellectual property laws of the United States and other countries, and by international treaty provisions. Except as expressly set forth herein, Your possession, use or installation of the Software does not grant to you any intellectual property rights in the Software and all rights, title, and interest not expressly granted are reserved by Common Areas and its suppliers.

2.1 Notices. You agree that all backup, archival, or any other type of copies of the Software and Documentation will contain the same proprietary notices that appear on and in the Software and Documentation.  Common Areas’ suppliers, if any, of the Software or Documentation or any portions thereof are intended third party beneficiaries of this EULA and are entitled to enforce the terms of this EULA in their own names directly against You.

2.2 Submissions. At Common Areas’ invitation, You may submit reviews, comments, and ratings, send e-mails and other communications, and submit suggestions, ideas, comments, questions, or other information for publication (collectively, “Content”) through the Software, so long as the content is not illegal, threatening, obscene, racist, defamatory, libelous, pornographic, infringing of intellectual property rights, promoting of illegal activity or harm to groups and/or individuals, invasive of privacy, purposely false or otherwise injurious to third parties or objectionable. Should you decide to submit any materials to Common Areas, You agree that such submissions are unrestricted and shall be deemed non-confidential upon submission.  You grant to Common Areas and its assigns a non-exclusive, royalty-free, worldwide, perpetual, irrevocable license, with the right to sublicense, to use, copy, transmit, distribute, create derivative works of, commercialize, display and perform such submissions. You may not use a false e-mail address, impersonate any person or entity, or otherwise mislead as to the origin of the Content. You represent and warrant that you own or otherwise control all of the rights to the Content that you submit, that the content is accurate, that the Content you submit does not violate this End User License Agreement and Terms of Service and will not cause injury to any person or entity, and that you will indemnify Common Areas for all claims resulting from the Content you supply. Common Areas has the right but not the obligation to monitor and edit or remove any Content at its sole discretion. Common Areas takes no responsibility and assumes no liability for any Content You or any third party submits.

2.3 Consent to Use Data. You agree that Common Areas may collect and use technical data and related information, including but not limited to technical information about Your device, system and application software, and peripherals, that is gathered periodically to facilitate the provision of software updates, product support and other services to You (if any) related to the Software. Common Areas may use this information, as long as it is in a form that does not personally identify You, to improve its products or to provide services or technologies to You.  You grant us a non-exclusive, transferable, sub-licensable, royalty-free, worldwide license to use any Content that you upload to the Services or post on the Services provided that such use does not include any Your name or company name without Your written consent. This includes the right for Common Areas to access, store, and use Content for marketing purposes, generating analytical reports, for comparative tracking and reporting, and similar suitable business purpose.

3. Restrictions.

3.1 No Transfer.  You may not rent, lease, sublicense, loan, or resell the Software.  You may only use the Software on hardware that is under Your exclusive control.  You may not permit any parent, affiliate, subsidiary or any other third parties to benefit from the use or functionality of the Software, either directly or via a facility management, timesharing, service bureau or any other arrangement.  You may not provide any access to the Software with the intention to process the data of another entity, unless You own more than fifty percent (50%) of that entity.  You may not transfer any or all of the rights granted to You under this EULA.

3.2 No Reverse Engineering. You may not reverse engineer, decompile, or disassemble the Software, or otherwise attempt to derive source code from the Software, or create derivative works based upon, the Software in whole or in part, except to the extent the foregoing restriction is expressly prohibited by applicable law, except as expressly permitted by the Usage Rules or to the extent as may be permitted by the licensing terms governing use of any open sourced components included with the Software. Any attempt to do so is a violation of the rights of Common Areas and its licensors. If You breach this restriction, You may be subject to prosecution and damages.

3.3 No Duplication. You may not duplicate or copy any portion of the Software or Documentation, unless otherwise set forth herein.  You may not remove any proprietary notices or labels on the Software.  All rights not expressly set forth hereunder are reserved by Common Areas.

4. DISCLAIMER. THE SOFTWARE (AND ACCOMPANYING DOCUMENTATION) IS PROVIDED ON AN “AS IS” BASIS WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, WHETHER BY STATUTE, COMMON LAW, USAGE, INDUSTRY CUSTOM, OR OTHERWISE AS TO ANY MATTER, INCLUDING BUT NOT LIMITED TO PERFORMANCE, NON-INFRINGEMENT OF THIRD PARTY RIGHTS, INTEGRATION, CONDITIONS OF MERCHANTABILITY, TITLE, QUIET ENJOYMENT, QUIET POSSESSION, SECURITY, QUALITY OR WORKMANSHIP OR FITNESS FOR A PARTICULAR PURPOSE OR A LACK OF VIRUSES. SOME STATES AND JURISDICTIONS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU. THE FOREGOING PROVISIONS SHALL BE ENFORCEABLE TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW.

5. INDEMNIFICATION. You agree to defend, indemnify and hold harmless Common Areas and its directors, officers, employees, affiliates, sublicensees, agents and suppliers from and against all claims, defense costs (including but not limited to reasonable expert and attorneys’ fees, travel and other personnel costs), judgments and other expenses arising out of or on account of any negligent act, omission, or willful misconduct by You or on Your behalf in the performance of this EULA.

6. LIMITATION OF LIABILITY. UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY, WHETHER IN TORT, CONTRACT, OR OTHERWISE, SHALL COMMON AREAS BE LIABLE TO YOU OR TO ANY OTHER PERSON OR ENTITY FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY CHARACTER WHATSOEVER (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF PROFITS, LOSS OF GOODWILL, LOSS OF CONFIDENTIAL OR OTHER INFORMATION, FOR BUSINESS INTERRUPTION, WORK STOPPAGE, COMPUTER FAILURE OR MALFUNCTION, LOSS OF PRIVACY, FOR FAILURE TO MEET ANY DUTY INCLUDING A DUTY OF GOOD FAITH OR OF REASONABLE CARE, FOR NEGLIGENCE, FOR THE PERFORMANCE OR NON-PERFORMANCE BY ANY THIRD PARTY, FOR ANY OTHER PECUNIARY OR OTHER LOSS WHATSOEVER) ARISING OUT OF OR IN ANY WAY RELATED TO THE USE OR INABILITY TO USE THE SOFTWARE PRODUCTS, OR OTHERWISE UNDER OR IN CONNECTION WITH ANY PROVISION OF THIS EULA, EVEN IN THE EVENT OF FAULT, NEGLIGENCE, BREACH OF CONTRACT, OR BREACH OF WARRANTY BY COMMON AREAS, AND EVEN IF COMMON AREAS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT WILL COMMON AREAS BE LIABLE FOR ANY DAMAGES IN EXCESS OF THE AMOUNT PAID FOR THE SOFTWARE BY THAT USER FOR THAT MONTH, IF ANY.

COMMON AREAS IS NEITHER AN AGENT OF NOR IS CONNECTED WITH ANY THIRD PARTY SERVICE PROVIDER WITH WHICH YOU MAY CONDUCT BUSINESS IN CONNECTION WITH THE SOFTWARE. COMMON AREAS IS NOT LIABLE FOR ANY INJURY, LOSS, CLAIM, DAMAGE, OR ANY SPECIAL EXEMPLARY, PUNITIVE, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY KIND, WHETHER IN TORT, CONTRACT, OR OTHERWISE, WHICH ARISES OUT OF OR IS IN ANY WAY CONNECTED WITH YOUR ENGAGING THE THIRD PARTY SERVICE PROVIDER.

This limitation of liability shall not apply to liability for death or personal injury to the extent that applicable law prohibits such limitation.  Furthermore, some states and jurisdictions do not allow the exclusion or limitation of incidental or consequential damages, so this limitation and exclusion may not apply to you. The foregoing provisions shall be enforceable to the maximum extent permitted by applicable law.

7. United States Government. The Software and accompanying Documentation are deemed to be “commercial computer software” and “commercial computer software documentation,” respectively, pursuant to DFAR Section 227.7202 and FAR Section 12.212, as applicable. Any use, modification, reproduction, release, performance, display or disclosure of the Software and accompanying Documentation by the United States Government shall be governed solely by the terms of this EULA and shall be prohibited except to the extent expressly permitted by the terms of this EULA.

8. Export Controls. During the term of this license, neither the Software nor the Documentation and underlying information or technology may be downloaded, exported, or re-exported (i) into (or to a national or resident of) Cuba, Iran, North Korea (Democratic People’s Republic of Korea), Sudan, Syria, or any other country to which the United States has embargoed goods or (ii) to anyone on the United States Treasury Department’s list of Specially Designated Nations or the United States Commerce Department’s Table of Denial Orders. By accessing, downloading or using the Software You are agreeing to the foregoing and You are certifying that You are not located in, under the control of, or a national or resident of any such country or on any such list.  YOU SHOULD ALSO BE AWARE OF THE FOLLOWING.  EXPORT OF THE SOFTWARE MAY BE SUBJECT TO COMPLIANCE WITH THE RULES AND REGULATIONS PROMULGATED FROM TIME TO TIME BY THE BUREAU OF EXPORT ADMINISTRATION, UNITED STATES DEPARTMENT OF COMMERCE, WHICH RESTRICT THE EXPORT AND RE-EXPORT OF CERTAIN PRODUCTS AND TECHNICAL DATA.  IF THE EXPORT OF THE SOFTWARE IS CONTROLLED UNDER SUCH RULES AND REGULATIONS, THEN THE SOFTWARE SHALL NOT BE EXPORTED OR RE-EXPORTED, DIRECTLY OR INDIRECTLY, (A) WITHOUT ALL EXPORT OR RE-EXPORT LICENSES AND UNITED STATES OR OTHER GOVERNMENTAL APPROVALS REQUIRED BY ANY APPLICABLE LAWS, OR (B) IN VIOLATION OF ANY APPLICABLE PROHIBITION AGAINST THE EXPORT OR RE-EXPORT OF ANY PART OF THE SOFTWARE.  SOME COUNTRIES HAVE RESTRICTIONS ON THE USE OF ENCRYPTION WITHIN THEIR BORDERS, OR THE IMPORT OR EXPORT OF ENCRYPTION EVEN IF FOR ONLY TEMPORARY PERSONAL OR BUSINESS USE.  YOU ACKNOWLEDGE THAT THE IMPLEMENTATION AND ENFORCEMENT OF THESE LAWS IS NOT ALWAYS CONSISTENT AS TO SPECIFIC COUNTRIES.  ALTHOUGH THE FOLLOWING COUNTRIES ARE NOT AN EXHAUSTIVE LIST THERE MAY EXIST RESTRICTIONS ON THE EXPORTATION TO, OR IMPORTATION OF, ENCRYPTION BY: BELGIUM, CHINA, FRANCE, INDIA, INDONESIA, ISRAEL, RUSSIA, SAUDI ARABIA, SINGAPORE, AND SOUTH KOREA. YOU ACKNOWLEDGE IT IS YOUR RESPONSIBILITY TO COMPLY WITH ANY AND ALL GOVERNMENT EXPORT AND OTHER APPLICABLE LAWS AND THAT COMMON AREAS HAS NO FURTHER RESPONSIBILITY AFTER THE INITIAL LICENSE TO YOU WITHIN THE ORIGINAL COUNTRY OF LICENSE.

9. Attorneys’ Fees. If any party employs attorneys to enforce any rights arising out of or relating to this EULA, the prevailing party shall be entitled to recover its reasonable attorneys’ fees, costs, and other expenses.

10. Severability. If any provision of this EULA is held to be unenforceable, the enforceability of the remaining provisions shall in no way be affected or impaired thereby.

11. Governing Law.  This EULA shall be governed by the laws of the United States and the State of California, without reference to conflicts of law principles.  The terms hereof shall be deemed to have been executed and performed in the State of California, and shall be exclusively governed by, construed and interpreted in accordance with the laws of the State of California as to all matters, including but not limited to matters of validity, construction, effect and performance, excluding choice of law principles of such State as may require application of the laws of another jurisdiction.

12. Mandatory Arbitration. You and Common Areas agree to arbitrate all Disputes. Instead of a judge or a jury, the Dispute will be decided by a neutral arbitrator who has the power to award the same damages and relief that a court can. ANY ARBITRATION UNDER THIS EULA WILL BE ONLY BE ON A INDIVIDUAL BASIS; CLASS ARBITRATIONS, CLASS ACTIONS, PRIVATE ATTORNEY GENERAL ACTIONS, AND CONSOLIDATION WITH OTHER ARBITRATIONS ARE NOT PERMITTED, AND YOU ARE WAIVING YOUR RIGHTS TO HAVE YOUR CASE DECIDED BY A JURY AND TO PARTICIPATE IN A CLASS ACTION AGAINST Common Areas. If any provision of this arbitration agreement is found unenforceable, the unenforceable provision shall be severed, and the remaining arbitration terms shall be enforced (but in no case shall there be a class arbitration). All Disputes shall be resolved finally and exclusively by binding individual arbitration with a single arbitrator administered by the American Arbitration Association (www.adr.org) or JAMS (www.jamsadr.org) according to this provision and the applicable arbitration rules for that forum. Consumer claimants (individuals whose transaction is intended for personal, family, or household use) may elect to pursue their claims in their local small-claims court rather than through arbitration. The Federal Arbitration Act, 9 U.S.C. §§ 1-16, fully applies. If you are a consumer bringing a claim relating to personal, household, or family use, any arbitration hearing will occur within the county or parish where you reside. Otherwise, any arbitration hearing will occur in Orange County, California, or another mutually agreeable location. The arbitrator’s award shall be binding on the parties and may be entered as a judgment in any court of competent jurisdiction. For purposes of this arbitration provision, references to You and Common Areas also include respective subsidiaries, affiliates, agents, employees, predecessors, successors and assigns as well as authorized users or beneficiaries of Common Areas services. Subject to and without waiver of the arbitration provisions above, you agree that any judicial proceedings (other than small claims actions in consumer cases) will be brought in and you hereby consent to the exclusive jurisdiction and venue in the state courts in the City of Santa Ana and County of Orange, California, or federal court for the Central District of California.

13. Entire Agreement. This EULA sets forth all rights for the user of the Software and is the entire agreement between the parties. This EULA supersedes any other communications with respect to the Software and Documentation. This EULA  may not be modified except by a written addendum issued by a duly authorized representative of Common Areas.  This EULA expressly supersedes and completely replaces any and all prior end user license agreements.  Common Areas shall not be bound by or liable to You for any pre-existing or contemporaneous written or oral representations or warranties, made by any third party, with respect to the Software Product, including any authorized distributor or reseller or their respective agents, employees, or representatives, nor shall You be deemed a third party beneficiary of any obligations of Common Areas to any such distributor or reseller.

14. General Provisions. No provision hereof shall be deemed waived unless such waiver shall be in writing and signed by Common Areas or a duly authorized representative of Common Areas. You hereby acknowledge a breach of this EULA would cause irreparable harm and significant injury to Common Areas that may be difficult to ascertain and that a remedy at law would be inadequate. You agree that Common Areas shall have the right to seek and obtain, without the posting of a bond, immediate injunctive relief to enforce the obligations under the EULA in addition to any other rights and remedies it may have.  If any provision of this EULA is held invalid, the remainder of this EULA shall continue in full force and effect.  If Licensee has received a translation into a language other than English, it has been provided for Licensee’s convenience only.

 

Last modified: January 1, 2019