“JEDI 2.0 Invocation”– USER LICENSE AGREEMENT

We have created this User License Agreement (or “Agreement” for short) to explain what you can (and cannot) do with the JEDI 2.0 Invocation (the “Invocation”). Please carefully read the terms of the Agreement below and, if you agree to abide by the terms, click the “I AGREE” button below to access the Invocation.

PLEASE DO NOT CLICK THE “I AGREE” BUTTON OR ATTEMPT TO ACCESS OR USE THE INVOCATION UNTIL YOU HAVE READ AND AGREED TO THIS AGREEMENT.

About this Agreement

1.1 This Agreement. This Agreement is a legally binding contract between you and Fierce Allies

Acceptance. This Agreement will be binding on you and us once you click the “I AGREE” button below and access the Invocation.

Updates. Fierce Allies may update this Agreement from time to time.  By entering this Agreement, you agree to be bound by the version of the Agreement that is made available to you on this website as of the date you click “I AGREE” and access the Invocation.

License Grant

 2.1 License. If you accept and comply with the terms of this Agreement, Fierce Allies will grant you a worldwide, royalty-free, personal, limited, revocable, non-exclusive, non-transferable, non-assignable, and non-sublicensable license to reproduce and share the Invocation, in whole or in part, for non-commercial purposes only.

2.2 Restrictions. This license is for your personal use only (so you cannot give, ‘sell’, lend, gift, assign, sub-license or otherwise transfer it to someone else) and does not give you any ownership rights in the Invocation. This license does not allow you to adapt, remix, or transform the Invocation or otherwise use the Invocation to create derivative work(s) based on the Invocation. You also may not remove or alter any trademark, logo, copyright or other proprietary notices, legends, symbols or labels in the Invocation.

2.3 Term and Termination. This license will remain in effect for the term of the copyright for the Invocation. However, if you fail to comply with this Agreement, then your rights under this license terminate automatically. Fierce Allies reserves the right to terminate this Agreement without notice and without cause. Fierce Allies may also terminate this Agreement if you fail to comply with any term(s) hereof. Upon termination of this Agreement, you must stop all use of the Invocation, but the terms of Sections 3 through 5 will remain in effect after any such termination.

Ownership

3.1 Fierce Allies’ Ownership of the Invocation. The Invocation and all worldwide copyrights and other intellectual property rights therein are the exclusive property of Fierce Allies. Fierce Allies reserves all rights in and to the Invocation not expressly granted to you in this Agreement. The Invocation is licensed to you, not sold, under this Agreement. There are no implied licenses in this Agreement.

Disclaimer of Warranties and Limitation of Liability

4.1 Disclaimer of Warranties. Use of the Invocation is at your own risk. Fierce Allies offers the Invocation as-is and as-available, and makes no representations or warranties of any kind concerning the Invocation, whether express, implied, statutory, or other. This includes, without limitation, warranties of title, fitness for a particular purpose, non-infringement, accuracy, or the presence or absence of errors, whether or not known or discoverable. In jurisdictions where disclaimers of warranties are not allowed in full or in part, this disclaimer may not apply to you.

4.2 Limitation of Liability. To the maximum extent permitted by applicable law, Fierce Allies shall not be liable to you for any loss of profits, charges or expenses, loss of data or any corruption or loss of information or any loss of business opportunity or any special, indirect, punitive, exemplary or consequential loss or damage or disruption of any kind, in any case, whether based on breach of contract, tort (including negligence, breach of statutory duty, breach of contract, breach of warranty or strict liability), misrepresentation, restitution or otherwise whether or not the relevant party has been advised of the possibility of such damage.

4.3 Your Representations and Warranties. You represent and warrant that you have the full power and ability to enter into this Agreement and to follow its terms fully and completely.

Miscellaneous

5.1 Governing Law. You agree to submit all disputes to binding, confidential arbitration in California, in accordance with the following procedure: either (a) you and Fierce Allies shall mutually select a neutral arbitrator; or (b) if the parties cannot agree on such arbitrator, each party shall select one neutral arbitrator, and those two arbitrators shall then select a third neutral arbitrator to solely preside over the proceedings.  All arbitration proceedings shall be conducted under Judicial Arbitration and Mediation Services (“JAMS”) which will adhere to the procedure established by JAMS.  Judgment on the award rendered by the arbitrator may be entered in any court in California having jurisdiction thereof. The parties are to share costs and the arbitrator’s costs equally.  Each party shall remain responsible for its own attorneys’ fees.  The arbitrator will provide a detailed written statement of decision, which will be part of the arbitration award.  If either party refuses to perform any or all of its obligations under the final arbitration award within thirty (30) days of such award being rendered, then the other party may confirm or enforce the final award in any court of competent jurisdiction in California. The parties hereto agree that any arbitration proceedings, testimony, or discovery, along with any documents filed or otherwise submitted in the course of any such proceedings (and including the fact that the arbitration is even being conducted) shall be confidential and shall not be disclosed to any third party except to the arbitrator and their staff, the parties’ attorneys and their staff and any experts retained by the parties, or as required by law.  Notwithstanding the foregoing, a party may disclose limited information if required in any judicial proceeding brought to enforce these arbitration provisions or any award rendered hereunder.

Severability. Except as otherwise provided herein, if any part of this Agreement is found not to be legally enforceable, this will not affect any other part of it.

Languages. This Agreement is prepared in the English language. If any non-English translations of this Agreement are prepared, in the event of any discrepancy or conflict between the English and non-English versions, the English version will prevail.

Entire Agreement. This Agreement together with the other documents referred to within it constitute the entire agreement between you and us regarding the subject matter herein and supersede any earlier oral or written agreements.