Welcome to Juix Inc.! By signing up for our services, you, the customer, including your agents or employees (“You” or “Customer”) and Juix Inc. (“Juix”) agree to enter into this Agreement for the consideration and under the terms and conditions as set forth below. Juix and you shall be referred to herein as the “Party” or “Parties.”
WHEREAS, Juix provides to Customer a limited license as described herein in connection with access to the services, the Juix Charging Station, and the Juix Power Banks as described herein (“Services”).
WHEREAS, Customer shall pay a subscription Fee and shipping costs, as described herein, in connection with the Services, and Customer shall be responsible for Customer’s replacement of the Juix Charging Station and its related parts or other equipment in connection with the Services (“Equipment”).
NOW, THEREFORE, You and Juix agree as follows:
Juix hereby grants you a limited, non-exclusive, non-transferable, and non-sublicensable license to provide access to the Services, including the Juix Power Banks, to your patrons at charging stations at your venue located at ________________________________. You agree not to lend or allow the usage of the Equipment to any other party, and you agree not to relocate the Equipment except with the written consent of Juix.
You agree that you may not, and you will not permit others, to use the Services and Equipment for any purpose other than to permit your patrons to charge their cell phones and in strict accordance with instructions for usage. You may not tamper with, copy, disassemble, sell, distribute, reverse engineer or create derivative works of the Services or the Equipment or replicate the Services in any manner. You acknowledge and agree that you obtain no rights to the Services or the Equipment except for the limited rights as specifically provided herein.
You agree to use best efforts to prevent damage or misuse of the Services or Equipment and to notify Juix of any such damage of misuse within seventy-two (72) hours of such occurrence. To the extent you report any missing Power Banks, Juix will replace such Power Banks in such number and at such time in its sole discretion
Any violation of the foregoing prohibitions will result in immediate termination of the rights granted herein without a refund. The Juix IP, as defined below, the Juix Power Bank, the Juix Charging Station, and the functionality, platform, features and information available via the related Services and Equipment shall at all times remain Juix’s proprietary and confidential information which You may not use for any purpose except as specifically provided herein, and you may not disclose or transfer Juix’s confidential to any third parties.
The Juix Charging Stations, the Juix Power Banks, and any related services, including without limitation design, features, text, graphics, images, trademarks, platform, underlying technology, moving images, and sound (“Content”), are owned or licensed by Juix, and shall at all times remain Juix’s sole intellectual property (“Juix IP”) regardless of whether trademarked or patented. You agree not to remove any copyright, trademark or other proprietary notices from the Juix Power Banks or Juix Charging Stations. Any goodwill obtained in connection with the usage of the Juix IP shall inure to Juix
All trademarks, service marks, logos and tradenames or dress of Juix (collectively “Marks”) shall at all times remain thesole and exclusive property of Juix.
Fees and Term
The term of this Agreement is on a______________________ basis (“Term”) at the rate of $65 per month (“Fee”). In order to terminate this Agreement, you must contact firstname.lastname@example.org. Juix may immediately terminate this Agreement for breach, and You shall remain liable for the Fees for the duration of the Term. Juix may terminate this Agreement for any reason with thirty (30) days’ prior written notice in which instance you shall not be liable for any additional Fee following the date of termination. Upon termination, all Equipment must be returned to Juix in the same condition and in the original packaging (marked “Do Not Dispose”), and you shall be responsible for the cost of shipping. You shall pay for the cost of any loss of or damage to the Equipment as well as the cost of shipping or replacement packaging which shall be paid to Juix within thirty (30) days of the date of termination of this Agreement. This Agreement may not be terminated by You for convenience prior to the end of the Term.
Representations and Limitation of Warranties
The Parties represent that they have all rights and authority to enter into this Agreement and provide their respective obligations herein. Both Parties represent that they have read, understood, agree with, and have had an opportunity for their counsel to review the terms of this Agreement
You acknowledge that the Services, including the Juix Power Bank, or the Juix Charging Station may not always operate without errors or interruption, and the Juix Power Bank may operate at high temperatures while charging and operating simultaneously. TO THE MAXIMUM EXTENT PERMITTED BY LAW,THE SERVICES, JUIX CHARGING STATION AND JUIX POWER BANK AND RELATED SERVICESARE PROVIDED “AS IS” WITHOUT ANY WARRANTIES OF ANY KIND INCLUDING WARRANTIES OFMERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, SECURITY OR NON-INFRINGEMENTOF INTELLECTUAL PROPERTY. NEITHER JUIX,NOR ANY OF ITS AFFILIATES WARRANT THE FUNCTIONALITY, WITHOUT ERRORS ORINTERRUPTIONS, OF ANY EQUIPMENT, MATERIALS OR SERVICES PROVIDED ON OR THROUGHTHE SERVICES. THE FOREGOING EXCLUSIONSOF IMPLIED WARRANTIES DO NOT APPLY TO THE EXTENT PROHIBITED BY LAW. NO ADVICE OR INFORMATION, WHETHER ORAL ORWRITTEN, OBTAINED FROM JUIX OR THROUGH THE SERVICES WILL CREATE ANY WARRANTYNOT EXPRESSLY MADE HEREIN.
EXCEPT IN CONNECTION WITH EITHER PARTY’SINDEMNIFICATION OR CONFIDENTIALITY OBLIGATIONS HEREIN, IN NO EVENT WILL EITHERPARTY, OR ANY OF ITS OFFICERS, DIRECTORS, EMPLOYEES, SHAREHOLDERS, AFFILIATES,AGENTS, SUCCESSORS OR ASSIGNS, NOR ANY PARTY INVOLVED IN THE CREATION OF THESERVICES, BE LIABLE FOR ANY INDIRECT, SPECIAL, PUNITIVE, INCIDENTAL ORCONSEQUENTIAL DAMAGES (INCLUDING, WITHOUT LIMITATION, THOSE RESULTING FROM LOSTPROFITS, LOST DATA OR BUSINESS INTERRUPTION) ARISING OUT OF THE USE, INABILITYTO USE, OR THE RESULTS OF USE OF THE JUIX POWER BANK, JUIX CHARGING STATION, ORTHE MATERIALS, INFORMATION CONTAINED ON ANY OR ALL OF THE SERVICE, WHETHERBASED ON WARRANTY, CONTRACT, TORT OR ANY OTHER LEGAL THEORY AND WHETHER OR NOTSUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THESELIMITATIONS OF LIABILITY DO NOT APPLY TO THE EXTENT PROHIBITED BY LAW. EXCEPT WHERE PROHIBITED BY LAW, IN NO EVENTSHALL JUIX’S TOTAL LIABILITY FOR ALLDAMAGES, LOSSES, AND CAUSES OF ACTION WHETHER IN CONTRACT, TORT (INCLUDING, BUTNOT LIMITED TO, NEGLIGENCE), OR OTHERWISE EXCEED THE TOTAL AMOUNT YOU HAVE PAIDTO JUIX IN THE PREVIOUS SIX (6) MONTH PERIOD.
Except where otherwise prohibited by law, You agree todefend, indemnify and release Juix from any and all Claims resulting from yourmisuse of the Services, your breach of any representations and warranties herein,or your negligence or intentional misconduct.
Except for any payment obligations, neither Party heretoshall be responsible for damages or for delays or failures in performanceresulting from acts or occurrences beyond its reasonable control, including,without limitation: the operational failure of any Juix Charging Station orJuix Power Bank, fire, lightning, explosion, power surge or failure, water,acts of God, war, revolution, civil commotion or acts of civil or militaryauthorities or public enemies: any law, order, regulation, ordinance, orrequirement of any government or legal body or any representative of any suchgovernment or legal body; or labor unrest, including without limitation,strikes, slowdowns, picketing, or boycotts; theft, vandalism or the acts oromissions of third parties.
Any claim relating to this Agreement is governed by the laws of the State of California. THE PARTIES HERETO AGREE TO WAIVE THEIR RIGHTSTO BRING CLAIMS AGAINST THE OTHER PARTY IN A COURT OF LAW, AND THE PARTIESAGREE TO BINDING ARBITRATION IN ACCORDANCE WITH THE RULES OF THE AMERICANARBITRATION ASSOCIATION LOCATED IN SAN FRANCISCO, CALIFORNIA. BOTH PARTIES FURTHER AGREE THAT IN CONNECTIONWITH ANY DISPUTE INVOLVING THE SERVICE, BOTH PARTIES WILL WAIVE THEIR RIGHT TOPARTICIPATE IN ANY CLASS ACTION. The foregoing arbitration terms shall not in any way limit Juix’s right to bring an action for injunctive relief, without posting a bond, in any court of applicable jurisdiction in connection with a breach of any confidentiality obligations herein, given that monetary damages in connection with such breach cannot be readily calculated. This Agreement sets forth the entire understanding and agreement between the Parties with respect to the subject matter herein. If any provision of this Agreement is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall be enforced.. Headings are for reference purposes only and in no way define, limit, construe or describe the scope or extent of such section. Either Party’s failure to act with respect to a breach by the other Party or others does not waive the Party’s right to act with respect to subsequent or similar breaches. All sections which by their context ought to survive this agreement, including but not limited to indemnification or confidentiality obligations, shall survive any termination or expiration of this Agreement.
I have read and agree with the terms of the agreement outlined above: