Terms of Service
End-User License Agreement ("Agreement")
Last updated: December 27, 2019
Please read this End-User License Agreement ("Agreement") carefully before clicking the "I Agree" button, downloading or using BlueStylus ("Application").
By clicking the "I Agree" button, downloading or using the Application, you are agreeing to be bound by the terms and conditions of this Agreement.
If you do not agree to the terms of this Agreement, do not click on the "I Agree" button and do not download or use the Application.
Financial Software Solutions, LLC (“Company”) grants you a revocable, non-exclusive, non-transferable, limited license to download, install and use the Application solely for your personal, non-commercial purposes strictly in accordance with the terms of this Agreement.
You (“Licensee”) agree not to, and you will not permit others to:
- license, sell, rent, lease, assign, distribute, transmit, host, outsource, disclose or otherwise commercially exploit the Application or make the Application available to any third party;
- The Application and Documentation are proprietary to Licensor, and Licensee shall not have any right, title or interest in or to such System or Documentation except to access and use the System and to use the Documentation in accordance herewith;
- all applicable common law and statutory rights in and to the Ap plication(in any form or medium, including all source code and object code versions of the System) and the Documentation, including, without limitation, all intellectual property rights, shall remain the property of Licensor;
- the Application and Documentation contain proprietary information, including trade secrets, know-how and confidential information, that are the property of Licensor (“Confidential Information”);
- Licensee, together with all its employees, agents and other representatives, shall maintain the confidentiality of the Confidential Information unless specifically authorized to disclose the Confidential Information; and,
- Licensee shall not download, copy, duplicate, reproduce, modify, de-compile or otherwise attempt to reverse engineer the Application or any portion thereof or any function provided thereby.
Modifications to Application
Company 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.
Additional Licenses and Connection Charges
Licensee shall be responsible for all connection charges and ancillary third party licenses needed for Licensee to remotely access and use the System through operation of the Licensor Installed Software on the Designated Equipment, including, without limitation, any telecommunication connectivity and usage charges, Internet service provider charges, and license fees associated with required Internet browser software (Internet Explorer that supports 128 bit encryption or higher). Licensor makes no warranty as to the System with respect to compatibility with any other software or hardware
Licensor will assign a unique identification code (“ID”) and a unique password (“Password”) to Licensee to enable Licensee to access and use the System. Licensor may, by advance notice to Licensee, designate other methods (such as newly developed technology) to ensure access to the System is limited solely to authorized Licensee personnel. Licensee understands passwords and IDs will expire after the passage of time, and Licensee agrees to take required action to: (i) change Passwords and IDs prior to expiration; and (ii) maintain confidentiality and prevent unauthorized use of IDs and Passwords. Licensee shall notify Licensor immediately if Licensee has information an unauthorized party has gained access to its ID or a Password. Licensee shall notify Licensor immediately upon termination of any employee or personnel with access to Licensee’s ID or Password to facilitate change of the ID and Password . Further, Licensee is responsible to enforce confidentiality and prevent unauthorized use of Access Codes assigned to any Permitted Third-Party through a request by Licensee.
LICENSOR MAKES NO WARRANTIES EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION ANY WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT. SOME STATES DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE MAY NOT APPLY. THIS WARRANTY GIVES LICENSEE SPECIFIC LEGAL RIGHTS, AND LICENSEE MAY HAVE OTHER RIGHTS WHICH MAY VARY FROM STATE TO STATE
Limitation on Aggregate Liability; Indemnification
IN NO EVENT SHALL LICENSOR OR ANY OF ITS PERSONNEL, DIRECTORS, OFFICERS, EMPLOYEES, AFFILIATES OR AGENTS BE LIABLE FOR ANY SPECIAL, INCIDENTAL, INDIRECT OR CONSEQUENTIAL DAMAGES OF ANY KIND ARISING FROM THIS AGREEMENT INCLUDING WITHOUT LIMITATION, ANY INTERRUPTION OF BUSINESS OR LOSS OF REVENUE, PROFITS OR GOODWILL, WHETHER RESULTING FROM BREACH OF CONTRACT, BREACH OF WARRANTY, TORT, STATUTE OR ANY OTHER THEORY OF LIABILITY, EVEN IF LICENSOR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME STATES DO NOT ALLOW THE LIMITATION OF CONSEQUENTIAL DAMAGES, SO THE ABOVE MAY NOT APPLY IN THAT LIMITED REGARD.
Term and Termination
This Agreement shall remain in effect until terminated by you or Company.
Company, in its sole discretion, at any time and for any or no reason, suspend or terminate this Agreement with or without prior notice.
This Agreement will terminate immediately, without prior notice from Company, 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 thereof from your mobile device or from your desktop.
Upon termination of this Agreement, you shall cease all use of the Application and delete all copies of the Application from your mobile device or from your desktop.
If any provision of this Agreement is held to be unenforceable or invalid, such provision will be changed and interpreted to accomplish the objectives of such provision to the greatest extent possible under applicable law and the remaining provisions will continue in full force and effect.
Amendments to this Agreement
Company 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 thirty (30) days' notice prior to any new terms taking effect. What constitutes a material change will be determined at our sole discretion.
If you have any questions about this Agreement, please contact us.
Financial Software Solutions, LLC
1504 Anita St.
Houston, TX 77004
ATTN: Kristi Singal
Any dispute arising under this Agreement, other than legal proceedings brought by Licensor to enforce or construe the provisions of Section 7 of this Agreement, shall be submitted to arbitration for resolution. The Parties agree that arbitration shall be the exclusive procedure with respect to such disputes and that any award or decision made pursuant to arbitration shall be final, binding, and enforceable in any court of appropriate jurisdiction. Arbitration shall be by a panel of three neutral qualified arbitrators. One arbitrator shall be selected by each of the Parties. The third arbitrator shall be selected by the two arbitrators, or in the case of a failure by the two arbitrators to agree on a third one, by the American Arbitration Association (the "AAA"). The arbitration proceedings shall be conducted in Houston, Texas, in accordance with the Commercial Rules of the AAA. The Parties agree that they will cooperate in arranging the procedural aspects of the arbitration proceedings and that such proceedings shall be conducted as soon as is reasonably practicable after a dispute arises. The arbitrators shall provide written findings of fact and conclusions of law in connection with their final decision, and shall be bound to follow the governing law as set forth in this Agreement. The Parties shall each be responsible for their own attorney's fees and costs.
THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF TEXAS, WITHOUT REFERENCE TO ANY CONFLICT OF LAWS PRINCIPLES.
Consent to Jurisdiction
By their execution and delivery of this Agreement, each Party to this Agreement expressly submits to personal jurisdiction in the federal and state courts of the State of Texas for any lawsuit or other legal proceeding pertaining to this Agreement and waives their right to contest or object to that personal jurisdiction. Venue shall be placed in Harris County, Texas, which shall be the exclusive forum for any dispute.