TERMS OF USE

TERMS OF USE AGREEMENT

YOUR USE OF THE YOOBEO SOFTWARE & SERVICES (“THE SOFTWARE”, “THE APPLICATION”) IS SUBJECT TO THE TERMS OF USE SET FORTH BELOW (“AGREEMENT”). READ CAREFULLY. THIS TERMS OF USE AGREEMENT IS A LEGAL AND BINDING AGREEMENT BETWEEN YOU (“YOU” AND “YOUR”) AND DIGITAL SOFTWARE DEVELOPMENT SRL, (“DS DEVELOPMENT”, “WE,” “US,” OR “OUR”). BY INSTALLING, COPYING OR USING THE SOFTWARE, OR ANY OTHER SOFTWARE OR WEB SITE OWNED OR CONTROLLED BY DS DEVELOPMENT, YOU ARE INDICATING THAT YOU HAVE READ THIS AGREEMENT, THAT YOU UNDERSTAND IT, AND THAT YOU CONSENT TO BE BOUND BY ALL OF ITS TERMS AND CONDITIONS. THIS AGREEMENT SETS FORTH YOUR RIGHTS AND OBLIGATIONS WITH RESPECT TO YOUR USE OF THE DOWNLOADABLE SOFTWARE (THE “SOFTWARE”) AND ANY INFORMATION OR DATA OF ANY KIND, INCLUDING WITHOUT LIMITATION ANY ARTWORK, TEXT, VIDEO, AUDIO, OR PICTURES SERVED THROUGH THE SOFTWARE OR RECEIVED FROM OR ON ANY WEB SITE OWNED OR CONTROLLED BY DS DEVELOPMENT (COLLECTIVELY THE “CONTENT”) (THE SOFTWARE AND THE CONTENT ARE TOGETHER REFERRED TO AS “YOOBEO” OR THE “APPLICATION”). IF YOU DO NOT AGREE TO THE TERMS OF THIS AGREEMENT, YOU ARE NOT AUTHORIZED TO USE THE APPLICATION AND YOU MUST STOP THE REGISTRATION PROCESS AND PROMPTLY CEASE USING AND DESTROY ANY COPIES OF THE SOFTWARE IN YOUR POSSESSION.

1. ELIGIBILITY

You must be at least 18 years old to download and use YOOBEO, or, if you are not at least 18, you must be at least 13 years old and may download and/or use Yoobeo only in conjunction with, and under the supervision of, your parent or guardian. If you do not qualify, you may not download or use Yoobeo.

2. GRANT OF LICENSE

Each Yoobeo Premium license unit is designed to be activated on any numbe of devices as long as you authenticate with the same Facebook profile/credentials. DS DEVELOPMENT is not obligated to provide additional license activations. DS DEVELOPMENT hereby grants to you a limited, non-exclusive license to use the Software subject to the following terms:

You may not: (i) frame or link to the Application except as expressly permitted in writing by DS DEVELOPMENT; (ii) permit other individuals to use the Application; (iii) modify, translate, reverse engineer, decompile, disassemble (except to the extent that this restriction is expressly prohibited by law) or create derivative works based upon the Application or any portion thereof; (iv) copy the Application or any portion thereof; (v) sell, rent, lease, transfer, distribute, broadcast, display or otherwise assign any rights to the Application to any third party; (vi) remove any proprietary notices or labels on the Application; (vii) use the Application in conjunction with any device or service designed to circumvent technological measures employed to control access to, or the rights in, a content file or other work protected by the copyright laws of any jurisdiction; (viii) use the Application for any commercial or illegal purpose; (ix) use the Application to invade the privacy of, or obtain personal information about, any Application account holder or user, or to obtain a list of Application account holders or users; (x) copy, modify, erase or damage any information contained on computer servers used or controlled by DS DEVELOPMENT or any third party used in connection with the Application or the services provided through the Application; (xi) use the Application to violate any legal right of any third party, including any publicity or privacy right, copyright or other intellectual property right, or to take any action that is harassing, libelous, defamatory, abusive, tortious, threatening, harmful or otherwise objectionable; or use any data mining, robots, or similar data gathering and or extraction tools in connection with the Application; (xii) use the Application to post or transmit any unsolicited advertising or promotional materials; (xiii) access or use any password protected, secure or non-public areas of the Application except as specifically authorized in writing by DS DEVELOPMENT (unauthorized individuals attempting to access these areas of the Application may be subject to prosecution); or (iv) impersonate or misrepresent your affiliation with any person or entity.

Other than as specifically permitted during the use of the Free Yoobeo version, you may not use any subscription-based features of the Application unless you have paid the applicable subscription fee and agreed to the terms of the Subscription Agreement.

3. UPDATES AND UPGRADES

You acknowledge that DS DEVELOPMENT may issue updated or upgraded versions of the Application from time to time, and may automatically electronically upgrade the version of the Application that you are using on your computer or mobile device. You consent to such automatic upgrading, and agree that this Agreement (as amended from time to time) will govern all such upgraded versions.

The Application will operate only on those hardware and software platforms specified in the Application documentation. It is your responsibility to ensure that you have the appropriate software, hardware and Internet connection to operate the then-current version of the Application. DS DEVELOPMENT reserves the right to cease supporting any hardware or software platform at any time, with or without notice. DS DEVELOPMENT may modify the Application at any time without notice and may discontinue any DS DEVELOPMENT web site at any time without notice.

4. PAYMENT

To the extent YOOBEO is made available for any fee, you may be required to select a payment plan and provide YOOBEO with information regarding your credit card or other payment instrument. You represent and warrant to DS DEVELOPMENT that such information is true and that you are authorized to use the payment instrument. You will promptly update your account information with any changes (for example, a change in your billing address or credit card expiration date) that may occur. You agree to pay DS DEVELOPMENT the amount that is specified in the payment plan in accordance with the terms of such plan and this Agreement. You hereby authorize DS DEVELOPMENT to bill your payment instrument in advance on a periodic basis in accordance with the terms of the applicable payment plan until you terminate your account, and you further agree to pay any charges so incurred. If you dispute any charges you must let DS DEVELOPMENT know within thirty (30) days after the date that DS DEVELOPMENT invoices you. We reserve the right to change YOBEEO’S prices. If DS DEVELOPMENT does, DS DEVELOPMENT will provide notice of the change on the DS DEVELOPMENT website or in email to you, at DS DEVELOPMENT’s option, at least 30 days before the change is to take effect. Your continued use of YOOBEO after the price change becomes effective constitutes your agreement to pay the changed amount.

5. TITLE TO DOWNLOADABLE SOFTWARE

DS DEVELOPMENT retains all title, ownership rights, and intellectual property rights in and to the Software you must download to your hard drive in order to use the Application. Except as expressly stated in this Agreement, DS DEVELOPMENT does not grant any express or implied right or license to you under any patent, copyright, trademark, or trade secret rights of DS DEVELOPMENT.

6. TITLE TO CONTENT SERVED THROUGH THE APPLICATION

The Content served by DS DEVELOPMENT or third parties directly through the Application is the property of DS DEVELOPMENT, its licensors and its advertisers. Title, ownership rights and intellectual property rights in and to such Content is the property of either DS DEVELOPMENT or third-party content owners and copyright holders and is protected by applicable copyright and other law. Other than as expressly provided herein, this Agreement gives you no express or implied license to the Content, including without limitation, any right to use, sell, rent, copy, distribute, broadcast, modify, perform or publicly display any Content.

DS DEVELOPMENT complies with copyright law and expects its users to do the same. You may not use the Application to help you infringe the copyrights of any third party. Unauthorized use, copying, distribution, modification, public display, or public performance of copyrighted works is an infringement of the copyright holders’ rights and a violation of the law. You agree that you shall only use the Application in a manner that does not violate any third-party rights and that complies with all applicable laws in the jurisdiction in which you use the Application, including, but not limited to, applicable restrictions concerning copyrights and other intellectual property rights.

7. LINKED ENTITIES

The Application contains links through advertising and otherwise, to various third party web sites and other resources (“Linked Entities”). These Linked Entities (other than www.DS DEVELOPMENT.com) are not under the control of DS DEVELOPMENT and DS DEVELOPMENT is not responsible or liable for the content, communications or materials of any Linked Entities. DS DEVELOPMENT is providing these links to you as a convenience only. The inclusion of any link does not imply endorsement by DS DEVELOPMENT of the Linked Entity or any association with its operators. You are responsible for adhering to the applicable terms of service for any Linked Entity. You are solely responsible and liable for any interactions you may have with such entities, their sponsors and other third parties.

8. REGISTRATION

You agree to provide true, accurate, current and complete information about yourself as prompted by the registration process (such information being the “Account Information”). You agree to update your Account Information in order to keep such information current.

During the registration process to use the Application, you will create a password and a user name. Once you have completed the registration process, we will set up an account for you. You are solely and entirely responsible for maintaining the confidentiality of your password and user name. Furthermore, you are solely and entirely responsible for any and all activities that occur under your account.

9. DISCLAIMER OF WARRANTY

THE APPLICATION IS PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT ANY REPRESENTATION OR WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE APPLICATION OR ITS OPERATION. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, DS DEVELOPMENT AND ITS DISTRIBUTION AND SYNDICATION PARTNERS DISCLAIM ALL WARRANTIES, INCLUDING WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NONINFRINGEMENT.

USE OF THE APPLICATION IS AT YOUR OWN RISK. DS DEVELOPMENT MAKES NO WARRANTY THAT THE APPLICATION WILL MEET YOUR REQUIREMENTS, OR THAT THE APPLICATION WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR FREE; NOR DOES DS DEVELOPMENT MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE APPLICATION OR AS TO THE ACCURACY OR RELIABILITY OF ANY CONTENT OBTAINED THROUGH THE APPLICATION. DS DEVELOPMENT MAKES NO WARRANTY REGARDING ANY GOODS OR SERVICES PURCHASED OR OBTAINED THROUGH THE APPLICATION OR ANY TRANSACTIONS ENTERED INTO THROUGH THE APPLICATION.

10. LIMITATION OF LIABILITY

THE ENTIRE RISK ARISING OUT OF THE USE AND/OR PERFORMANCE OF THE APPLICATION REMAINS WITH YOU. IN NO EVENT SHALL DS DEVELOPMENT, ITS DISTRIBUTION AND SYNDICATION PARTNERS OR LICENSORS OR ANY OF THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS OR AFFILIATES BE LIABLE FOR ANY CONSEQUENTIAL, INCIDENTAL, DIRECT, INDIRECT, SPECIAL, PUNITIVE, OR OTHER DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, LOSS OF BUSINESS INFORMATION, OR OTHER PECUNIARY LOSS) ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE USE OF OR INABILITY TO USE THE APPLICATION OR ANY PART THEREOF, EVEN IF DS DEVELOPMENT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. BECAUSE SOME STATES/JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU, BUT THEY SHALL APPLY TO THE MAXIMUM EXTENT PERMITTED BY LAW.

11. INDEMNITY

You agree to indemnify and hold DS DEVELOPMENT and its parents, members, subsidiaries, affiliates, service providers, syndicators, distributors, licensors, officers, directors and employees, harmless from any claim or demand, including reasonable attorneys’ fees, made by any third party due to, or arising out of or related to your violation of this Agreement, or your violation of any law, regulation or third-party right.

12. TERMINATION

(a) This Agreement (and your license) shall terminate automatically and immediately if you fail to comply with any of the limitations described in this Agreement. No notice shall be required from DS DEVELOPMENT to effectuate such termination.

(b) In addition, DS DEVELOPMENT reserves the right to terminate this Agreement and discontinue your access to the Application at any time for any reason, and with or without notice.

(c) Upon termination of this Agreement for any reason you must immediately destroy all copies of the Application.

13. TECHNICAL SUPPORT AND CUSTOMER SERVICE

DS DEVELOPMENT has no obligation to furnish you with technical support unless separately agreed in writing between you and DS DEVELOPMENT. If you have any questions or concerns, you may contact us at: http://www.yoobeo.com/contact-us.html

You understand and agree that DS DEVELOPMENT is solely responsible for all customer service, help, and account issues related to the Application. Neither your ISP nor any third-party website through which you may have accessed the Application is responsible for customer service, help, or account-related issues. You agree not to direct any questions, requests for assistance, or inquiries about the Application to your ISP or to any third party website through which you may have accessed the Application.

14. MODIFICATION

DS DEVELOPMENT may modify this Agreement at any time in our sole discretion. A change of terms notice will be posted at the top of this Agreement. In the event of a material change to this Agreement we will use reasonable efforts to notify you by sending notice to the email address that you have provided to us. If any modification is unacceptable to you, you agree that your only recourse is to immediately terminate your use of the Application and destroy any copies of the Software in your possession. Your continued use of the Application following our posting of a change of terms notice or a new Terms of Use Agreement on the Application will constitute your binding acceptance of the change. YOUR ACCEPTANCE OF THIS AGREEMENT INDICATES THAT YOU GIVE CONSENT TO DS DEVELOPMENT TO E-MAIL YOU WITH NOTICES CONCERNING MATERIAL CHANGES IN THE TERMS OF THIS AGREEMENT, THE APPLICATION OR THE SERVICES TO WHICH YOU HAVE SUBSCRIBED.

15. TRADEMARKS

“YOOBEO” and “YOOBEO APP” are trademarks used by us, DIGITAL SOFTWARE DEVELOPMENT, SRL, to uniquely identify our Site, Service, Apps, and business. You agree not to use these phrases anywhere without our prior written consent. Additionally, you agree not to use our trade dress, or copy the look and feel of our website or Apps, or their design, without our prior written consent. You agree that this paragraph goes beyond the governing law on intellectual property law, and includes prohibitions on any competition that violates the provisions of this paragraph.

16. WARRANTY

Your use of Yoobeo, Yoobeo app and the Yoobeo.com web site is at your own risk. This Site may include inaccuracies or errors that may affect the quality of the materials on the Site. The materials have not been independently verified or authenticated in whole or in part by DS DEVELOPMENT. DS DEVELOPMENT does not warrant the accuracy or timeliness of the materials. DS DEVELOPMENT has no liability for any errors or omissions in the materials, whether provided by DS DEVELOPMENT or third parties.

THIS SOFTWARE IS PROVIDED TO YOU ON AN “AS IS” AND “WHERE-IS” BASIS, WITHOUT ANY WARRANTY. DS DEVELOPMENT, FOR ITSELF AND ANY THIRD PARTY PROVIDING MATERIALS, SERVICES, OR CONTENT TO THIS SOFTWARE, MAKE NO REPRESENTATIONS OR WARRANTIES IN CONNECTION WITH THE SOFTWARE INCLUDING BUT NOT LIMITED TO THE QUALITY, SUITABILITY, TRUTH, ACCURACY OR COMPLETENESS OF ANY MATERIAL, INFORMATION, PRODUCT, OR SERVICE CONTAINED ON THE SITE OR SOFTWARE. ALL CONDITIONS, REPRESENTATIONS AND WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT OF THIRD PARTY RIGHTS, ARE HEREBY DISCLAIMED. DS DEVELOPMENT WILL NOT BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DAMAGES OF ANY KIND, INCLUDING BUT NOT LIMITED TO, DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, ARISING FROM OR CONNECTED WITH THE SITE OR SOFTWARE, INCLUDING BUT NOT LIMITED TO, YOUR USE OF THIS SITE OR YOUR INABILITY TO USE THE SOFTWARE OR SITE, EVEN IF DS DEVELOPMENT HAS PREVIOUSLY BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

17. GENERAL

No delay or failure to take action under this Agreement shall constitute any waiver by DS DEVELOPMENT of any provision of this Agreement.

This Agreement (including all documents expressly incorporated by reference) constitutes the complete and exclusive agreement between DS DEVELOPMENT and you with respect to the subject matter hereof and supersedes all prior oral or written understandings, communications or agreements not specifically incorporated herein. If any provision of this Agreement is invalid or unenforceable under applicable law, it is, to that extent, deemed omitted and the remaining provisions will continue in full force and effect. This Agreement will bind and inure to the benefit of each party’s permitted successors and assigns. This Agreement is personal to you and may not be transferred, assigned or delegated to anyone. Any attempt by you to assign, transfer or delegate this Agreement shall be null and void.

18. GOVERNING LAW.

This Agreement will be governed by the laws of Romania. The United Nations Convention for the International Sale of Goods shall not apply. Any dispute, controversy or claim arising out of or relating to this Agreement or the breach, termination or validity thereof shall be finally settled at DS DEVELOPMENT’s discretion (i) at your domicile’s competent courts; or (ii) by arbitration in accordance with the Arbitration Rules of International Chamber of Commerce.

NOTE: Yoobeo.com® and YOOBEO™ are trademarks of DIGITAL SOFTWARE DEVELOPMENT SRL

Last modified: January 22, 2013

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