Address
Paris, FRANCE
END USER LICENCE AGREEMENT
Last updated December 20, 2021
Interpretation
The words in which the initial letter is capitalized have meanings defined under the following conditions.
The following definitions shall have the same meaning regardless of whether they appear in singular or in the plural.
Definitions
TOOOL is licensed to You (End-User) by Antony Destras, located and registered at 37bis Avenue Lenine, 93230 Romainville, France (hereinafter: Licensor), for use only under the terms of this License Agreement.
By downloading the Application from the Google PlayStore or Apple AppStore, and any update thereto (as permitted by this License Agreement), You indicate that You agree to be bound by all of the terms and conditions of this License Agreement and that You accept this License Agreement.
The parties of this License Agreement acknowledge that Google and Apple are not a Party to this License Agreement and is not bound by any provisions or obligations with regard to the Application, such as warranty, liability, maintenance and support thereof. Antony Destras, not Google or Apple, is solely responsible for the licensed application and the content thereof.
This License Agreement may not provide for usage rules for the Application that is in conflict with the latest Play Store Terms of Service and App Store Terms of Service. Antony Destras acknowledges that it had the opportunity to review said terms and this License Agreement is not conflicting with them.
All rights not expressly granted to You are reserved.
Eligibility. You may use the App only if you are 13 years or older and are not barred from using the Services under applicable law. To make a purchase via the Services (described in the Section titled “Purchases and Automatically Renewing Subscription” below), you must be 18 years or older and capable of forming a binding contract.
TOOOL (hereinafter: Application) is a piece of software created to facilitate music creation on mobile devices. - and customized for android and iOS mobile devices.
2.1 You are given a non-transferable, non-exclusive, non-sublicensable license to install and use the Licensed Application on any Android and iOS-branded products that You (End-User) own or control and as permitted by the Usage Rules set forth in this section and the Play Store and App Store Terms of Service, with the exception that such licensed Application may be accessed and used by other accounts associated with You (End-User, The Purchaser) via Family Sharing or volume purchasing.
2.2 This license will also govern any updates of the Application provided by Licensor that replaces, repair, and/or supplement the first Application unless a separate license is provided for such update in which case the terms of that new license will govern.
2.3 You may not share or make the Application available to third parties (unless to the degree allowed by the Google and Apple Terms and Conditions, and with Antony Destras's prior written consent), sell, rent, lend, lease or otherwise redistribute the Application.
2.4 You may not reverse engineer, translate, disassemble, integrate, decompile, integrate, remove, modify, combine, create derivative works or updates of, adapt, or attempt to derive the source code of the Application, or any part thereof (except with Antony Destras's prior written consent).
2.5 You may not copy (excluding when expressly authorized by this license and the Usage Rules) or alter the Application or portions thereof. You may create and store copies only on devices that You own or control for backup keeping under the terms of this license, the App Store Terms of Service, and any other terms and conditions that apply to the device or software used. You may not remove any intellectual property notices. You acknowledge that no unauthorized third parties may gain access to these copies at any time.
2.6 Violations of the obligations mentioned above, as well as the attempt of such infringement, may be subject to prosecution and damages.
2.7 Licensor reserves the right to modify the terms and conditions of license.
2.8 Nothing in this license should be interpreted to restrict third-party terms. When using the Application, You must ensure that You comply with applicable third-party terms and conditions.
3.1 The Application requires a firmware version Beta 0.7.5 or higher. Licensor recommends using the latest version of the firmware.
3.2 Licensor attempts to keep the Application updated so that it complies with modified/new versions of the firmware and new hardware. You are not granted the right to claim such an update.
3.3 You acknowledge that it is Your responsibility to confirm and determine that the app end-user device on which You intend to use the Application satisfies the technical specifications mentioned above.
3.4 Licensor reserves the right to modify the technical specifications as it sees appropriate at any time.
4.1 The Licensor is solely responsible for providing any maintenance and support services for this licensed Application. You can reach the Licensor at the email address listed in the App Store Overview for this licensed Application.
4.2 Antony Destras and the End-User acknowledge that Google and Apple have no obligation whatsoever to furnish any maintenance and support services with respect to the licensed application.
You acknowledge that Licensor will be able to access and adjust Your downloaded licensed Application content and Your personal information, and that Licensor's use of such material and information is subject to Your legal agreements with Licensor and Licensor's privacy policy: Toool's privacy policy.
You agree that we may access, store, process, and use any information and personal data that you provide following the terms of the Privacy Policy and your choices (including settings).
By submitting suggestions or other feedback regarding the Application, you agree that we can use and share such feedback for any purpose without compensation to you.
We do not assert any ownership over your Contributions. You retain full ownership of all of your Contributions and any intellectual property rights or other proprietary rights associated with your Contributions. We are not liable for any statements or representations in your Contributions provided by you in any area in the Application. You are solely responsible for your Contributions to the Application and you expressly agree to exonerate us from any and all responsibility and to refrain from any legal action against us regarding your Contributions.
7.1 Licensor's responsibility in the case of violation of obligations and tort shall be limited to intent and gross negligence. Only in case of a breach of essential contractual duties (cardinal obligations), Licensor shall also be liable in case of slight negligence. In any case, liability shall be limited to the foreseeable, contractually typical damages. The limitation mentioned above does not apply to injuries to life, limb, or health.
7.2 Licensor takes no accountability or responsibility for any damages caused due to a breach of duties according to Section 2 of this Agreement. To avoid data loss, You are required to make use of backup functions of the Application to the extent allowed by applicable third-party terms and conditions of use. You are aware that in case of alterations or manipulations of the Application, You will not have access to licensed Application.
8.1 Licensor warrants that the Application is free of spyware, trojan horses, viruses, or any other malware at the time of Your download. Licensor warrants that the Application works as described in the user documentation.
8.2 No warranty is provided for the Application that is not executable on the device, that has been unauthorizedly modified, handled inappropriately or culpably, combined or installed with inappropriate hardware or software, used with inappropriate accessories, regardless if by Yourself or by third parties, or if there are any other reasons outside of Antony Destras's sphere of influence that affect the executability of the Application.
8.3 You are required to inspect the Application immediately after installing it and notify Antony Destras about issues discovered without delay by e-mail provided in Product Claims. The defect report will be taken into consideration and further investigated if it has been mailed within a period of thirty (30) days after discovery.
8.4 If we confirm that the Application is defective, Antony Destras reserves a choice to remedy the situation either by means of solving the defect or substitute delivery.
8.5 In the event of any failure of the Application to conform to any applicable warranty, You may notify Google PlayStore or Apple AppStore, and Your Application purchase price will be refunded to You. To the maximum extent permitted by applicable law, Google and Apple will have no other warranty obligation whatsoever with respect to the App, and any other losses, claims, damages, liabilities, expenses and costs attributable to any negligence to adhere to any warranty.
Antony Destras and the End-User acknowledge that Antony Destras, and not Google or Apple, is responsible for addressing any claims of the End-User or any third party relating to the licensed Application or the End-User’s possession and/or use of that Licensed Application, including, but not limited to:
(i) product liability claims;
(ii) any claim that the licensed Application fails to conform to any applicable legal or regulatory requirement;
You represent and warrant that You are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a "terrorist supporting" country; and that You are not listed on any U.S. Government list of prohibited or restricted parties.
In short: You will have the opportunity to purchase products and services from Antony Destras. If you purchase a subscription, it will automatically renew—and you will be charged—until you cancel.
Antony Destras may offer products and services for purchase through iTunes and Google Play. If you purchase a subscription, it will automatically renew until you cancel, in accordance with the terms disclosed to you at the time of purchase, as further described below. If you cancel your subscription, you will continue to have access to your subscription benefits until the end of your subscription period, at which point it will expire.
When making a purchase on the Service, you may have the option to pay through your Apple ID or Google account, and these accounts will be charged for the purchase in accordance with the terms disclosed to you at the time of purchase and the general terms applicable to these accounts. You may be charged sales tax, depending on where you live, which may change from time to time.
If your purchase includes an automatically renewing subscription, your Google or Apple account will continue to be periodically charged for the subscription until you cancel. After your initial subscription commitment period, and again after any subsequent subscription period, the subscription will automatically continue for the price and time period you agreed to when subscribing.
To cancel a subscription: If you do not want your subscription to renew automatically, or if you want to change or terminate your subscription, you must log in to your Google Play or Apple ID and follow instructions to manage or cancel your subscription, even if you have otherwise deleted your account with us or if you have deleted the App from your device. For example, if you subscribed using your Apple ID, cancellation is handled by Apple, not Antony Destras. To cancel a purchase made with your Apple ID, go to Settings > iTunes & App Stores > [click on your Apple ID] > View Apple ID > Subscriptions, then find your Antony Destras subscription and follow the instructions to cancel. You can also request assistance at https://getsupport.apple.com. Similarly, if you subscribed on Google Play, cancellation is handled by Google. To cancel a purchase made through Google Play, launch the Google Play app on your mobile device and go to Menu > My Apps > Subscriptions , then find your Antony Destras subscription and follow the instructions to cancel. You can also request assistance at https://play.google.com . If you cancel a subscription, you may continue to use the cancelled service until the end of your then-current subscription term. The subscription will not be renewed when your then-current term expires.
Informal Negotiations
To expedite resolution and control the cost of any dispute, controversy or claim related to these Terms of Use (each "Dispute" and collectively, the “Disputes”) brought by either you or us (individually, a “Party” and collectively, the “Parties”), the Parties agree to first attempt to negotiate any Dispute (except those Disputes expressly provided below) informally for at least thirty (30) days before initiating the arbitration. Such informal negotiations commence upon written notice from one Party to the other Party.
Binding Arbitration
Any dispute arising from the relationships between the Parties to this contract shall be determined by one arbitrator who will be chosen in accordance with the Arbitration and Internal Rules of the European Court of Arbitration being part of the European Centre of Arbitration having its seat in Strasbourg, and which are in force at the time the application for arbitration is filed, and of which adoption of this clause constitutes acceptance. The seat of arbitration shall be Paris, France. The language of the proceedings shall be French and English. Applicable rules of substantive law shall be the law of France.
Restrictions
The Parties agree that any arbitration shall be limited to the Dispute between the Parties individually. To the full extent permitted by law, (a) no arbitration shall be joined with any other proceeding; (b) there is no right or authority for any Dispute to be arbitrated on a class-action basis or to utilize class action procedures, and (c) there is no right or authority for any Dispute to be brought in a purported representative capacity on behalf of the general public or any other persons.
Exceptions to Informal Negotiations and Arbitration
The Parties agree that the following Disputes are not subject to the above provisions concerning informal negotiations and binding arbitration: (a) any Disputes seeking to enforce or protect, or concerning the validity of, any of the intellectual property rights of a Party; (b) any Dispute related to, or arising from, allegations of theft, piracy, invasion of privacy, or unauthorized use; and (c) any claim for injunctive relief. If this provision is found to be illegal or unenforceable, then neither Party will elect to arbitrate any Dispute falling within that portion of this provision found to be illegal or unenforceable and such Dispute shall be decided by a court of competent jurisdiction within the courts listed for jurisdiction above, and the Parties agree to submit to the personal jurisdiction of that court.
For general inquiries, complaints, questions or claims concerning the licensed Application, please contact:
Antony Destras
37bis Avenue Lenine
93230 Romainville
FRANCE
tooolApp@gmail.com
The license is valid until terminated by Antony Destras or by You. Your rights under this license will terminate automatically and without notice from Antony Destras if You fail to adhere to any term(s) of this license. Upon License termination, You shall stop all use of the Application, and destroy all copies, full or partial, of the Application.
Antony Destras represents and warrants that Antony Destras will comply with applicable third-party terms of agreement when using licensed Applications.
In accordance with Section 9 of the "Instructions for Minimum Terms of Developer's End-User License Agreement," Google/Apple and their subsidiaries shall be third-party beneficiaries of this End User License Agreement and - upon Your acceptance of the terms and conditions of this license agreement, Google and Apple will have the right (and will be deemed to have accepted the right) to enforce this End User License Agreement against You as a third-party beneficiary thereof.
Antony Destras and the End-User acknowledge that, in the event of any third-party claim that the licensed Application or the End-User's possession and use of that licensed Application infringe on the third party's intellectual property rights, Antony Destras, and not Google or Apple, will be solely responsible for the investigation, defence, settlement and discharge of any such intellectual property infringement claims.
Content restrictions. You agree not to (i) modify, copy, publish, display, transmit, distribute, perform, sell or create derivative works based on the Content and Services; (ii) rent, lease, loan or sell access to the Services; or (iii) decompile, reverse engineer or copy any Content (other than the Content you created) or the Services. You also agree to not remove, obscure or alter Antony Destras or a third party’s copyright notice, logos, trademarks or other proprietary rights notices affixed to or contained within the Services. You will not interfere with, disrupt or create an undue burden on the Services or the networks or services connected to the Services.
This license agreement is governed by the laws of France excluding its conflicts of law rules.
18.1 If any of the terms of this agreement should be or become invalid, the validity of the remaining provisions shall not be affected. Invalid terms will be replaced by valid ones formulated in a way that will achieve the primary purpose.
18.2 Collateral agreements, changes and amendments are only valid if laid down in writing. The preceding clause can only be waived in writing.
Got questions about Toool? Contact us for more information!
Address
Paris, FRANCE
