Last Updated: February 21, 2025
IMPORTANT - AGREEMENT TO TERMS: This End User License Agreement - EULA ("Agreement") is a legally binding contract between Stonecraft Media ("Licensor" or "Company") and you, the Subscriber ("Licensee" or "User") for the use of Stonecraft Media's web widget Apps ("App(s)") offered on the App Marketplace.
BY INSTALLING, ACCESSING, OR USING ANY APP, YOU ARE AGREEING TO BE BOUND BY ALL TERMS AND CONDITIONS OF THIS AGREEMENT.
1. DEFINITIONS
As used in these Terms, the following terms shall have the meanings set forth below:
1.1 "Documentation" means any user guides, manuals, or other technical documentation provided by Licensor.
1.2 "Subscription" means the paid license period during which Licensee is authorized to use the App(s).
1.3 "App Marketplace" means the authorized platform through which the App(s) is distributed and subscriptions are managed.
1.4 "App(s)" or "Software" means the specific Stonecraft Media web widget application(s) licensed under this Agreement, including all associated components, code, designs, and updates.
1.5 “Licensee Content” means any data, text, images, logos, branding, or other content uploaded or provided by Licensee for use within the App(s).
2. LICENSE GRANT AND RESTRICTIONS
2.1 Subject to payment of applicable fees and compliance with this Agreement, Licensor grants Licensee a limited, non-exclusive, non-transferable, non-sublicensable, and revocable license to:
(a) Install the App(s) on Licensee's authorized websites or digital properties;
(b) Create multiple instances of the App(s) within subscription limits;
(c) Customize the appearance and settings of the App(s) as permitted by the Software's features;
(d) Use the App(s) for internal business or personal purposes.
2.2 Licensee shall not, and shall not permit any third party to:
(a) Redistribute, sublicense, rent, lease, or resell the App(s);
(b) Modify, create derivative works of, reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code of the App(s);
(c) Remove, obscure, or alter any proprietary notices, labels, or branding, including copyright and trademark notices, within the App(s) or Documentation;
(d) Transfer or assign the license rights granted under this Agreement to any third party;
(e) Use the App(s) in any manner that violates any applicable law or regulation, or for any malicious, harmful, unethical, or illegal purpose.
3. INTELLECTUAL PROPERTY
3.1 The App(s), including all components, modifications, and derivative works, and all intellectual property rights therein, remains the sole and exclusive property of Licensor.
3.2 This Agreement confers no ownership rights or title to the App(s) to Licensee.
3.3 Licensee Content: Licensee retains ownership of all Licensee Content. However, Licensee grants Company a non-exclusive, worldwide, royalty-free license to use, modify, adapt, and display Licensee Content solely as necessary to provide the Services and operate the App(s) as directed by Licensee.
3.4 Feedback: Any feedback, suggestions, or ideas provided by Licensee to Licensor regarding the App(s) or Services may be used by Licensor without any obligation to Licensee, and Licensee hereby assigns all rights in such feedback to Licensor.
4. SUBSCRIPTION AND PAYMENT
4.1 All Subscriptions and payments for the App(s) shall be managed and processed through the App Marketplace, subject to the App Marketplace's terms and payment policies.
4.2 Licensor reserves the right to modify Subscription pricing, and such changes will be reflected within the App Marketplace.
4.3 Subscriptions will automatically renew for the same period as the initial Subscription term unless cancelled by Licensee through the App Marketplace's cancellation process prior to the renewal date.
4.4 Payment Processing: Licensee agrees to provide valid and current payment information as required by the App Marketplace. Licensee authorizes Licensor (or the App Marketplace) to bill the applicable Subscription fees to the provided payment method.
4.5 Taxes: Licensee is responsible for any applicable sales, use, or other taxes or duties associated with the Subscription.
4.6 Currency: All fees are payable in the currency specified by the App Marketplace.
4.7 Refund Policy: All Subscription purchases and renewals are non-refundable, except as may be required by applicable law or as expressly stated in the App Marketplace's refund policy.
5. WARRANTIES AND DISCLAIMERS
5.1 THE APP(S) IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTY OF ANY KIND.
5.2 LICENSOR EXPLICITLY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING BUT NOT LIMITED TO WARRANTIES OF:
(a) MERCHANTABILITY;
(b) FITNESS FOR A PARTICULAR PURPOSE;
(c) NON-INFRINGEMENT;
(d) TITLE;
(e) ACCURACY;
(f) SYSTEM INTEGRATION;
(g) UNINTERRUPTED OR ERROR-FREE OPERATION.
5.3 No Warranties for Third-Party Platforms: Licensor makes no warranties or representations regarding the App Marketplace or any third-party platforms or websites where the App(s) may be installed or operate. The App Marketplace and such third-party platforms are independent of Licensor, and Licensor is not responsible for their performance, reliability, or security.
6. LIMITATION OF LIABILITY
6.1 IN NO EVENT SHALL LICENSOR BE LIABLE FOR ANY: (a) DIRECT DAMAGES IN EXCESS OF AMOUNTS PAID IN PRIOR 12 MONTHS; (b) INDIRECT DAMAGES; (c) INCIDENTAL DAMAGES; (d) SPECIAL DAMAGES; (e) CONSEQUENTIAL DAMAGES; (f) PUNITIVE DAMAGES; (g) LOST PROFITS; (h) LOST DATA; (i) BUSINESS INTERRUPTION; (j) ANY OTHER DAMAGES ARISING FROM USE OR INABILITY TO USE THE APP(S).
6.2 No Liability for Licensee Content and User Actions: Licensor shall not be liable for Licensee Content, or for the actions, omissions, or data of Licensee or other users of the App Marketplace Platform.
7. TERMINATION
7.1 Licensor may terminate this Agreement immediately upon: (a) Breach of this Agreement by Licensee; (b) Failure by Licensee to maintain an active Subscription; (c) Violation by Licensee of the license grants or restrictions in Section 2.
7.2 Upon termination of this Agreement for any reason: (a) All license rights granted herein shall immediately cease; (b) Licensee shall immediately cease all use of the App(s) and remove the App(s) from all websites or digital properties; (c) No refunds of Subscription fees shall be issued.
7.3 Termination by Licensee: Licensee may terminate the Subscription at any time through the App Marketplace's cancellation process, subject to the App Marketplace's terms and conditions.
7.4 Data Handling Upon Termination: Upon termination, Licensor may, but is not obligated to, delete or retain Licensee Content in accordance with our data retention policies and applicable law.
7.5 Survival: Sections 3, 5, 6, 8, 9, and 10 and any provisions of this Agreement that by their nature should survive termination, shall survive any termination of this Agreement.
8. INDEMNIFICATION
8.1 Licensee agrees to indemnify, defend, and hold harmless Licensor, its officers, directors, employees, agents, and affiliates from and against any and all claims, liabilities, damages, losses, costs, and expenses (including reasonable attorneys' fees) arising out of or relating to:
(a) Licensee’s use of the App(s) or Services;
(b) Licensee’s breach of any provision of this Agreement;
(c) Licensee Content;
(d) Any use of the Services or App(s) not expressly authorized by this Agreement or in violation of applicable laws or regulations;
(e) Infringement or violation of any intellectual property or other rights of any third party by Licensee.
9. GOVERNING LAW
9.1 This Agreement shall be governed by and construed in accordance with the laws of the State of Kansas, without regard to conflicts of law principles.
10. ENTIRE AGREEMENT
10.1 This Agreement constitutes the entire agreement and understanding between Licensor and Licensee with respect to the App(s) and Services and supersedes all prior and contemporaneous communications, whether oral or written.
CONTACT
For inquiries regarding this Agreement:
Stonecraft Media
Email: [email protected]
USE OF THE APP(S) CONSTITUTES ACCEPTANCE OF THESE TERMS.