License Agreement

Effective Date: This Terms of Use Agreement was last updated on August 1st, 2011.


The following terms and conditions apply to software (“Software”) and hardware (“Hardware”) devices purchased from Motolingo Inc (“Motolingo”). By using all or any portion of the Software, you accept all the terms and conditions of this license agreement “Agreement” and warranty.

GRANT OF LICENSE


This agreement grants a license (“License”) for use of the software on one device at any time. The License is non-exclusive and non-transferable. The License does not grant rights to future upgrades, updates or supplements.

ADDITIONAL RESTRICTIONS


Selling, renting, presenting, leasing, broadcasting or any other kind of distribution of the Software and/or Hardware is prohibited.

You may not alter, analyze, reverse engineer, decompile, disassemble, or modify this Software. Nor shall you make products derived from this software.

LIMITED WARRANTY


Motolingo does not warrant the Software and/or Hardware to operate without error. Variations and uncertainties in vehicle diagnostic interfaces and communications, email systems and software, user tampering or unauthorized access, wireless carrier coverage and availability, and local environmental conditions among other factors can detrimentally affect the calculations and performance of any and all Software and Hardware.

Except for the Limited Warranty document provided with Hardware, the Hardware and Software are provided AS IS WITH ALL FAULTS, and hereby disclaim all other warranties and conditions, whether express, implied or statutory, including, but not limited to, any implied warranties, duties or conditions of: non-infringement, merchantability, fitness for a particular purpose, reliability or availability, accuracy or completeness of responses, results, workmanlike effort, lack of viruses, quiet enjoyment, quiet possession, satisfactory quality, provision of or failure to provide support or other services, information, software, and related content through the Software and/or the Hardware or otherwise arising out of the use of the Software and/or the Hardware.

LIMITATION OF LIABILITY


Motolingo and its suppliers shall not be liable to you or to any third party for any indirect, incidental, consequential, special, or exemplary damages (including without limitation, damages for the inability to use the equipment or access the data, loss of data, loss of business, loss of profits, business interruption or other pecuniary loss) arising out of the use or inability to use the Software and/or Hardware, even if Motolingo has been advised of the possibility of such damages.

In any case, Motolingo's entire liability under any provision of this Agreement shall be limited to the amount actually paid by you for the Software and/or Hardware.

SUBMISSIONS


All submissions (but not personal information) become our property. All submissions are non-confidential in nature. “Submissions” may be thought of as “letters to the editor” or “suggestions,” “ideas” and other types of email or letters that you send our way or just general "Feedback." We may publish all submissions in any manner that we deem to be appropriate, including in all forms of media and publication. We solely own the intellectual property ideas, concepts, methods, applications and any and all other content, including copyright and patent ownership, regarding the feedback or suggestions that you send to us. You are solely responsible for the content of all submissions, including any violation of any law(s) contained within such submissions, copyright, privacy, fraud, and other laws and regulations. You agree to hold us harmless and indemnify us from any civil actions filed or threatened to be filed by any third party or entity who determines that your submissions supports a legal cause of action.

TERMINATION


Without prejudice to any other rights, Motolingo may immediately terminate this Agreement if you fail to comply with any of its terms and conditions. In such event, you must destroy all copies of the Software.

JURISDICTION/ARBITRATION


This Agreement will be governed by and construed in accordance with the internal laws of the State of Oklahoma, excluding that body of laws known as choice of law or conflict of laws. Subject to the provisions of this Section, all disputes, controversies or claims arising out of or relating to this Agreement will be resolved through mandatory binding arbitration conducted in Dallas, Texas, before J.A.M.S./ENDISPUTE or its successor ("JAMS") pursuant to the United States Arbitration Act, 9 U.S.C. Section 1, et seq. (the "Act"); and (iii) this Agreement. The arbitration will be conducted in accordance with the provisions of J.A.M.S.'s Streamlined Arbitration Rules and Procedures in effect at the time of filing of the demand for arbitration (the "JAMS Rules"), subject to the provisions of this Section. The terms set forth in this Agreement will control in the event of any inconsistency between such terms and the JAMS Rules. The parties will cooperate with JAMS and with each other in promptly selecting a single arbitrator from JAMS's panel of neutrals. If the parties fail to so select an arbitrator within thirty (30) days following the date of either party's notice of demand to conduct arbitration, then JAMS will appoint an arbitrator in accordance with the JAMS Rules. The award of the arbitrator will be in writing and will set forth findings of fact and conclusions of law. Judgment on the arbitrator's award will be final and binding upon the parties and may be entered in any court having jurisdiction thereof. If for any reason JAMS or its successor no longer is in business, then the arbitration shall be conducted in accordance with the commercial arbitration rules of the American Arbitration Association. The arbitrator's fees will be shared equally by the parties and each party will initially bear its own costs and attorneys' fees, but the prevailing party shall be reimbursed by the other party for all attorneys fees, witness fees, and arbitration costs. All papers, documents, or evidence, whether written or oral, filed with or presented in connection with the arbitration proceeding will be deemed by the parties and by the arbitrator to be confidential information of both parties. The arbitrator chosen in accordance with these provisions will not have the power to alter, amend or otherwise affect the terms of these arbitration provisions or the provisions of this Agreement.