End User License Agreement (EULA)

Updated on 2023-11-28

Definitions and Key Terms

To help explain things as clearly as possible in this EULA, whenever any of these terms are referred to, they are strictly defined as:

-Cookie: small amount of data generated by a website and stored by your web browser. It is used to identify your browser, provide analytics, remember information about you, such as your language preference or login information.
-Company: when this agreement mentions “Company”, “we”, “us”, “us” or “our”, it refers to Nubesti LLC (651 N Broad St, Suite 206 Middletown, DE 19709), which is responsible for your information under this EULA.
-Platform: Nubesti’s Internet website, web application or public-facing digital application.
-Country: where Nubesti or the owners/founders of Nubesti is located, in this case it is United States.
-Device: any device connected to the Internet, such as a phone, tablet, computer or any other device that can be used to visit Nubesti and use the services.
-Service: refers to the service provided by Nubesti as described in the relative terms (if available) and on this platform.
-Third Parties: refers to advertisers, contest sponsors, promotional and marketing partners, and others who provide our content or whose products or services we believe may be of interest to you.
-Website: the Nubesti site, which can be accessed through this URL: http://nubesti.com
-You: a person or entity that is registered with Nubesti to use the Services.

Introduction

This End User License Agreement (the “Agreement”) is a binding agreement between you (“End User”, “you” or “your”) and Nubesti LLC (“Company”, “we”, “us”, “us” or “our”). This Agreement governs the relationship between you and us, and your use of the Nubesti Company. Throughout this Agreement, End User and Company may be referred to as a “Party” or, collectively, the “Parties”.

If you are using the Platform on behalf of your employer or other entity (an “Organization”) for whose benefit you use the Platform or who owns or controls the means by which you use or access the Platform, the terms “End User”, “you” and “your” will apply collectively to you as an individual and the Organization. If you use or purchase a license to the Platform on behalf of an Organization, you hereby acknowledge, warrant and agree that you have the authority to 1) purchase a license to the Platform on behalf of the Organization; 2) bind the Organization to the terms of this Agreement.

By downloading, installing, accessing or using the Platform, you: (a) affirm that you have all necessary permissions and authorizations to access and use the Platform; (b) if you are using the Platform pursuant to a license purchased by an organization, that you are authorized by that organization to access and use the Platform (c) acknowledge that you have read and understand this Agreement; (d) represent that you are of sound mind and of legal age (18 years of age or older) to enter into a binding agreement; and (e) agree to be legally bound by the terms and conditions of this Agreement.

If you do not agree to these terms, do not download, install, access or use the software. If you have already downloaded the software, remove it from your computing device.

Nubesti licenses, not sells, the Application to you for use strictly in accordance with the terms of this Agreement.

License

Subject to the terms of this Agreement and, if applicable, the terms provided in the License Agreement, Nubesti grants you a limited, non-exclusive, perpetual, revocable, non-transferable license to:

(a) Download, install and use the Software on one (1) Computing Device for each single user license you have purchased and obtained. If you have multiple Computing Devices on which you wish to use the Software, you agree to purchase a license for the number of devices you wish to use;

(b) Access, view and use on such Computing Device the End User Provided Materials made available in the Software or otherwise accessible through the Software strictly in accordance with this Agreement, and any other terms and conditions applicable to such End User Provided Materials;

(c) Install and use the trial version of the Software on any number of Computing Devices for a one-time fifteen (15) day trial period following installation.

(d) Receive updates and new features that become available for a period of one (1) year from the date you purchased the license to the Software.

Restrictions

You agree not to and will not allow others to:

-License, sell, rent, lease, assign, assign, distribute, transmit, transmit, host, subcontract, disclose or commercially exploit the Application or make the Application available to any third party.
-Modify, make derivative works, disassemble, decrypt, reverse compile or reverse engineer any part of the Application.
-Delete, alter or obscure any proprietary notices (including any copyright or trademark notices) of Nubesti or its affiliates, partners, suppliers or licensors of the Application.

Intellectual Property

All intellectual property rights, including copyrights, patents, patent disclosures and inventions (whether patentable or not), trademarks service marks, trade secrets, know-how and other confidential information, trade dress, trade names, logos, corporate names and domain names. together with all goodwill associated therewith, derivative works and all other rights (collectively, “Intellectual Property Rights”) that are part of the Software that are otherwise owned by Nubesti shall at all times remain the exclusive property of Nubesti (or its suppliers or licensors, if applicable). Nothing in this Agreement grants you (or any Organization) a license to Nubesti’s Intellectual Property Rights.

You agree that this Agreement grants a limited license to use the Nubesti Intellectual Property Rights, solely as part of the Software (and not independently thereof), and only during the Term of the license granted to you hereunder. Accordingly, your use of any of Nubesti’s Intellectual Property Rights independently of the Software or outside the scope of this Agreement shall be deemed an infringement of Nubesti’s Intellectual Property Rights. However, this will not limit any claim that Nubesti may have for breach of contract in the event that you breach a term or condition of this Agreement. You shall use the highest standard of care to safeguard all Software (including all copies thereof) against infringement, misappropriation, theft, misuse or unauthorized access. Except as expressly granted in this Agreement, Nubesti reserves and shall retain all right, title and interest in and to the Software, including all copyrights and copyrightable subject matter, trademarks and copyrightable subject matter, patents and patentable subject matter, trade secrets, and other intellectual property rights, registered, unregistered, granted, applied for, or both existing or that may be created, relating thereto.

You (or the Organization, if applicable) shall retain ownership of all Intellectual Property Rights in the work products You create through or with the assistance of the Software.

Your Suggestions

Any reviews, comments, ideas, improvements or suggestions (collectively, “Suggestions”) that you provide to Nubesti with respect to the Application shall remain the sole and exclusive property of Nubesti.

Nubesti shall be free to use, copy, modify, publish or redistribute the Suggestions for any purpose and in any manner without any credit or compensation to you.

Modifications to the Application

Nubesti reserves the right to modify, suspend or discontinue, temporarily or permanently, the Application or any service to which it connects, with or without notice and without liability to you.

Updates to the Application

Nubesti may, from time to time, provide enhancements or improvements to the features/functionality of the Application, which may include patches, bug fixes, updates, upgrades and other modifications (“Updates”).

Updates may modify or remove certain features and/or functionality of the Application. You agree that Nubesti has no obligation to (i) provide Updates or (ii) continue to provide or enable particular features and/or functionality of the Application to you.

You further agree that all Updates (i) shall be deemed to be an integral part of the Application and (ii) shall be subject to the terms and conditions of this Agreement.

Third Party Services

The Application may display, include or make available third party content (including data, information, applications and other product services) or provide links to third party websites or services (“Third Party Services”).

You acknowledge and agree that Nubesti shall not be responsible or liable for any Third Party Services, including their accuracy, completeness, timeliness, validity, copyright compliance, legality, decency, quality or any other aspect thereof. Nubesti neither assumes nor shall have any obligation or liability to you or any other person or entity for any Third Party Services.

You acknowledge and agree that Nubesti shall not be responsible or liable for any Third Party Services, including their accuracy, completeness, timeliness, validity, copyright compliance, legality, decency, quality or any other aspect thereof. Nubesti neither assumes nor shall have any obligation or liability to you or any other person or entity for any Third Party Services.

Duration and Termination

This Agreement will remain in effect until terminated by either you or Nubesti.

Nubesti may, in its sole discretion, at any time and for any or no reason, suspend or terminate this Agreement with or without notice.

This Agreement will terminate immediately, without notice from Nubesti, in the event that you fail to comply with any provision of this Agreement. You may also terminate this Agreement by deleting the Application and all copies of the Application from your computer.

Upon termination of this Agreement, you must stop using the Application and delete all copies of the Application from your computer.

Termination of this Agreement will not limit any of Nubesti’s rights or remedies at law or in equity in the event of a breach by you (during the term of this Agreement) of any of your obligations under this Agreement.

Indemnification

You agree to indemnify, defend and hold harmless Nubesti and its officers, directors, employees, agents, agents, affiliates, successors and assigns from and against any and all losses, damages, liabilities, liabilities, deficiencies, claims, actions, suits, judgments, settlements, interest, awards, penalties, fines, costs or expenses of any kind, including reasonable attorneys’ fees, arising out of or relating to: (i) your use or misuse of the Software; (ii) your failure to comply with any applicable law, regulation or governmental directive; (iii) your breach of this Agreement; or (iv) your agreement or relationship with an Organization (if applicable) or any third party. You further agree that Nubesti assumes no responsibility or liability for any information or content you submit or make available through this Software or content made available to you by any third party.

No Warranties

The Application is provided to you “AS IS” and “AS AVAILABLE” and with all faults and defects without warranty of any kind. To the fullest extent permitted by applicable law, Nubesti, on its own behalf and on behalf of its affiliates and their respective licensors and service providers, expressly disclaims all warranties, whether express, implied, statutory or otherwise, with respect to the Application, including all implied warranties of merchantability, fitness for a particular purpose, title and non-infringement, and warranties that may arise from course of dealing, course of performance, usage or trade practice. Without limiting the foregoing, Nubesti makes no warranty or commitment, and makes no representation of any kind that the Application will meet your requirements, achieve its intended results, be compatible or work with any other software, application, system or services, operate without interruption, meet performance or reliability standards or be error free or that any errors or defects can or will be corrected.

Without limiting the foregoing, neither Nubesti nor any supplier of Nubesti makes any representation or warranty of any kind, express or implied: (i) as to the operation or availability of the Application, or the information , content and materials or products included therein; (ii) that the Application will be uninterrupted or error-free; (iii) as to the accuracy, reliability or currency of any information or content provided through the Application; or (iv) that the Application, its servers, content or emails sent from or on behalf of Nubesti are free of viruses, scripts, Trojan horses, worms, malware, time bombs or other harmful components.

Some jurisdictions do not allow the exclusion or limitations of implied warranties or limitations on a consumer’s statutory rights, so some or all of the above exclusions and limitations may not apply to you.

Limitation of Liability

Notwithstanding any damages you may incur, the aggregate liability of Nubesti and any of its suppliers under any provision of this Agreement and your exclusive remedy for all of the foregoing shall be limited to the amount actually paid by you for the Application.

To the maximum extent permitted by applicable law, in no event will Nubesti or its suppliers be liable for any special, incidental, indirect or consequential damages of any kind (including, without limitation, damages for lost profits, for loss of data or other information, for business interruption, for personal injury, for loss of privacy arising out of or in any way connected with the use of or inability to use the Application, third party software and/or third party hardware used with the Application, or otherwise in connection with any provision of this Agreement), even if Nubesti or any supplier has been advised of the possibility of such damages and even if the remedy fails of its essential purpose.

Algunos estados / jurisdicciones no permiten la exclusión o limitación de daños incidentales o consecuentes, por lo que es posible que la limitación o exclusión anterior no se aplique en su caso.

Severability

If any provision of this Agreement is held to be unenforceable or invalid, such provision shall be changed and construed to achieve the objectives of such provision to the greatest extent possible under applicable law and the remaining provisions shall continue in full force and effect.

Waiver

No failure to exercise, or delay in exercising, by either party, any right or power under this Agreement shall operate as a waiver of that right or power. Nor shall the single or partial exercise of any right or power under this Agreement preclude the further exercise of that or any other right granted herein. In the event of any conflict between this Agreement and any purchase or other applicable terms, the terms of this Agreement shall govern.

Amendments to this Agreement

Nubesti reserves the right, at its sole discretion, to modify or replace this Agreement at any time. If a revision is material, we will provide at least 30 days’ notice before the new terms become effective. What constitutes a material change will be determined in our sole discretion.

If you continue to access or use our Application after the revisions become effective, you agree to be bound by the revised terms. If you do not agree to the new terms, you are no longer authorized to use the Application.

Governing Law

The laws of the United States, excluding its conflicts of laws, will govern this Agreement and your use of the Application. Your use of the Application may also be subject to other local, state, national or international laws.

Changes to this Agreement

We reserve the sole right to make changes to this Agreement from time to time. Your continued access and use of the Platform constitutes your agreement to be bound by and your acceptance of the then-current posted terms and conditions. You acknowledge and agree to this Agreement (and any amendments thereto) each time you upload, access or use the Platform. Therefore, we recommend that you review this Agreement regularly.

If, within thirty (30) days after the posting of changes or amendments to this Agreement, you decide that you do not agree to the updated terms, you may withdraw your acceptance of the amended terms by providing us with written notice of your withdrawal. Upon providing us with written notice of your withdrawal of your acceptance, you are no longer authorized to access or use the Platform.

No Employment or Agency Relationship

Nothing in this Agreement, or any part of the relationship between you and Nubesti, is intended to create nor shall it be deemed or construed to create a relationship between you and Nubesti other than that of the end user. of the platform and the services provided.

Equitable Relief

You acknowledge and agree that your breach of this Agreement would cause irreparable harm to Nubesti for which monetary damages alone would be inadequate. In addition to damages and any other remedies to which Nubesti may be entitled, you acknowledge and agree that we may seek injunctive relief to prevent actual, threatened or continuing breach of this Agreement.

Headings

The headings in this Agreement are for reference only and shall not limit the scope of this Agreement or otherwise affect the interpretation of this Agreement.

Geographic Restrictions

The Company is based in the United States and is provided for access and use primarily by persons located in the United States, and complies with U.S. laws and regulations. If you use the Platform from outside the United States, you are solely responsible for compliance with local laws.

Limitation on Time to File Claims

Any cause of action or claim you may have arising out of or related to this Agreement or the Platform must be commenced within one (1) year after the cause of action accrues; otherwise, such cause of action or claim is permanently barred.

Entire Agreement

The Agreement constitutes the entire agreement between you and Nubesti with respect to your use of the Application and supersedes all prior and contemporaneous written or oral agreements between you and Nubesti.

You may be subject to additional terms and conditions that apply when you use or purchase other Nubesti services, which Nubesti will provide to you at the time of such use or purchase.

Contact us

Please feel free to contact us if you have any questions about this Agreement.

-Through email: [email protected]
-Through this link: http://nubesti.com/en/contac