End User License Agreement

Lingofonex

End User License Agreement

Last Updated: November 5, 2023

Welcome to Lingofonex!

YOUR ACCESS TO AND USE OF THE APPLICATION IS CONDITIONAL ON YOUR ACCEPTANCE OF THIS AGREEMENT. BY ACCESSING AND USING THE APPLICATION, YOU AGREE ON YOUR OWN BEHALF AND ON BEHALF OF ANY ORGANIZATION, ENTITY, OR OTHER PERSON ON WHOSE BEHALF YOU MAY ACT TO ACCEPT AND ABIDE BY THIS AGREEMENT FOR EVERY USE OF THE APPLICATION. PLEASE DO NOT DOWNLOAD, ACCESS, OR USE THE APPLICATION IF YOU DO NOT AGREE WITH THE TERMS OF THIS AGREEMENT.

The terms and conditions of this End User License Agreement (the "Agreement" or "EULA") govern the access and use of the Lingofonex application (the "Application"), owned and operated by Lingofonex, LLC ("Lingofonex," "we," "us," or "our"), by all users of the Application ("Users," "you," or "your"). 

By agreeing to this End User License Agreement, you also agree to the terms of our Privacy Policy available at https://www.lingofonex.com/privacy-policy.  

THIS AGREEMENT CONTAINS A MANDATORY AND BINDING INDIVIDUAL ARBITRATION CLAUSE, CLASS ACTION WAIVER, WAIVER OF RIGHT TO A JURY TRIAL, AND OTHER IMPORTANT INFORMATION REGARDING YOUR LEGAL RIGHTS, REMEDIES, AND OBLIGATIONS. 

Please read this Agreement carefully before accessing and using the Application. 

Updates to this Agreement

We reserve the right to modify this Agreement anytime by posting an updated version on the Application or our website located at https://www.lingofonex.com/eula. You are responsible for regularly reviewing this Agreement, and your continued use of the Application after the effective date of a change constitutes your acceptance of the updated Agreement. If any modification is unacceptable, you shall cease using the Application. If you have any questions about this Agreement, contact us at info[at]lingofonex.com.

Eligibility

You may only use the Application if you comply with this Agreement and all applicable local, state, national, and international laws, rules, and regulations. You must be 16 or older to use our Application. Any access or use of the Application by Users under 16 violates this Agreement. The Application may not be available in certain geographical jurisdictions or to Users previously removed from the Application by us.

Our Application allows Users to quickly communicate in a foreign language completely offline using Android or iOS mobile devices (no network connection required). The Application currently provides translation services in English, Spanish, Russian, German, Italian, Romanian, Polish, Czech and Ukrainian (“Translations”). We reserve the right, in our sole discretion, to make any changes to the Application that we deem necessary or useful to maintain and enhance the quality of the Application and to comply with applicable laws. Additionally, we expressly reserve the right to change, modify, or stop supporting certain language Translations at any time. 

We grant you a limited license to download one (1) copy of our Application on your mobile, tablet, and other compatible devices to access and use the Application for its intended purpose and subject to the terms of this Agreement. Our Application may not be compatible with all devices, carriers, or service providers, and we do not make any promises regarding compatibility. The rights granted under this Agreement are personal, and you may not transfer or otherwise share your rights under this Agreement with any third parties.

The use of the Application is subject to your fulfillment of all requirements stipulated in this Agreement. The rights granted herein are limited to Lingofonex’s and its licensor's intellectual property rights in the Application. Software products not proprietary to Lingofonex, including, without limitation, Third-Party Content, are licensed separately from their respective proprietary owner(s). Lingofonex, our licensors, or designees reserve all rights not expressly granted in this Agreement.

We do not make any warranty, guarantee, or representation that the Application or the services used to provide the Application will be available at all times or that Translations will be error or interruption-free. Specifically, there may be speech recognition errors, translation errors, and speech synthesis errors that may be outside our reasonable control. The Application is provided "as is," and you acknowledge and agree that you will not rely on any existing features of the Application being available in the future, nor any proposed updates or additional features becoming available. 

While we use commercially reasonable efforts to provide accurate and reliable Translations, we cannot guarantee the accuracy or appropriateness of the Application or the Translations. The Application is solely a technology tool to help Users translate between the languages the Application supports. Users are solely responsible for their inputs and the associated outputs of the Translations, as well as for any corresponding decisions or actions based on the Translations.

We will, at our sole discretion, deliver enhancements, bug and error fixes, updates, and upgrades to the Application that are made generally and commercially available. The Application is maintained and receives periodic updates and upgrades through releases. We will use reasonable efforts to schedule releases such that any impact on the availability and performance of the Application is kept to a minimum, but we make no promise that the Application will be available to you at all times. You acknowledge that any updates or upgrades to the Application are entirely at our discretion, and we do not represent or in any way guarantee that additional updates or upgrades will be made to the Application. 

You may request support by email to info[at]lingofonex.com or on our Website at www.lingofonex.com/contact. We will try to respond to support requests within twenty-four (24) hours but make no promises that we will respond within any particular timeframe or that we will answer all support requests satisfactorily.

Your access to the Application is provided through the account used to download the Application through the applicable app store at the time you download the Application. You may only associate the Application with an account in which you are the owner or in which you have express permission to download, access, and use the Application. You may not share your right to access and use the Application with any third party. You may update the account associated with the Application by deleting the Application from your mobile device and redownloading the Application with a different account.

You are responsible for your compliance with this Agreement and your own acts and omissions while using the Application, including all actions or inactions taken due to the Translations provided by the Application. You are responsible for maintaining the confidentiality of your account and for all content created through the Application and stored on your mobile device and under your account.

You acknowledge and agree that the Application contains proprietary information protected by applicable intellectual property and other laws.  In using the Application, you must comply at all times with all applicable laws, including, without limitation, all intellectual property, and will not take any action that harms or violates the rights of Lingofonex or any other person or entity. Without limitation, you agree to not:

You may terminate this Agreement at any time by deleting our Application and ceasing all use of the Application. We, without prior notice, may terminate your license to use the Application at any time if, in our sole discretion, your use of the Application is in violation of this Agreement or applicable laws or if we otherwise reasonably believe that your use of the Application could cause damage to the Application, the rights of other Users, or for any other reason, even if not expressly outlined in this Agreement. You must delete and cease all use of the Application immediately upon termination of your license to use the Application by us. Our right to terminate your license to the Application does not limit our right to seek any other remedy under this Agreement or at law. Termination of this Agreement for any reason does not impact either party’s rights or obligations related to the use of the Application before termination, and each party continues to be bound by the terms of this Agreement after termination for all use of the Application occurring before this Agreement’s termination.

We retain all rights, title, and interest in and to the Application, including, without limitation, the software code used to provide the Application, our trademarks (all names and logos), and all other content provided on or through the Application by us (collectively, "Lingofonex IP"). This Agreement does not grant you any right to modify, distribute, license, sell, transfer, publicly display, perform, or otherwise exploit the Lingofonex IP beyond the rights limitations outlined in this Agreement. No rights are granted to you other than as provided in this Agreement, and you agree not to take or permit any actions or inactions that would impair the rights of Lingofonex or our licensors in the Lingofonex IP.

You may provide us notes, emails, postings, letters, suggestions, reviews, concepts, or other written materials related to the Application (collectively, "Feedback"). You acknowledge and agree that all Feedback will be our property exclusively, and you do not maintain and will not assert any ownership, intellectual property right, or other rights to the Feedback. You further agree that we may publicly display, modify, create derivative works of, or otherwise use the Feedback for any legitimate purpose. Should the ownership of the Feedback be found under applicable law not to be our property exclusively, you hereby grant us or our designees a royalty-free, worldwide, transferable, sublicensable, irrevocable, and perpetual license to use any Feedback provided by you relating to the Application for any legitimate purpose.

The Application was designed and built with User privacy in mind, and all data is processed and maintained on the User’s mobile device and not shared with us. It is still possible, however, that we may receive certain Personal Information (defined in our Privacy Policy) that you share directly with us or which is provided to us by third parties (such as your mobile device provider in the case of a crash report). Our Privacy Policy sets out the categories of Personal Information and other data we may collect and how we collect, store, and use it. By accepting this Agreement, you expressly consent to our disclosure and use of your Personal Information as described in our Privacy Policy. 

We encourage you to read our Privacy Policy before you use the Application.

The Application may contain content or links to third-party applications, services, websites, and other content not owned or controlled by us ("Third-Party Content"). We do not endorse or assume any responsibility for any such Third-Party Content. If you access or use Third-Party Content from the Application, you do so at your own risk and understand that this Agreement and our Privacy Policy do not apply to your use of Third-Party Content. You expressly relieve us from any and all liability arising from your use of Third-Party Content, and any terms related to Third-Party Content are solely between you and the Third-Party Content provider. You agree that we will not be responsible for any reliance or damages relating to your use of Third-Party Content.

Portions of the Application may include Open Source Software which is subject to third-party terms and conditions. “Open Source Software” or “OSS” means all software that is distributed as “open source software” or under similar licensing or distribution terms (including, without limitation, to the GNU General Public License (GPL), GNU Lesser General Public License (LGPL), Affero General Public License (AGPL), Mozilla Public License (MPL), BSD licenses, the Artistic License, the Netscape Public License, the Sun Community Source License (SCSL), the Sun Industry Standards License (SISL) and the Apache License). A list of all third-party OSS and their related terms used in the Application is available by sending an email to info[at]lingofonex.com. If there is a conflict between any third-party OSS terms and the terms of this Agreement, the third-party OSS terms shall prevail but solely in connection with the related third-party OSS. Notwithstanding anything in this Agreement to the contrary, Lingofonex makes no warranty or indemnity of any kind with respect to any third-party OSS.

WE PROVIDE THE APPLICATION ON AN “AS-IS,” "AS-AVAILABLE," AND “WITH ALL FAULTS” BASIS. YOUR USE OF THE APPLICATION IS AT YOUR SOLE RISK, AND WE MAKE NO REPRESENTATIONS OR WARRANTIES, WHETHER EXPRESS OR IMPLIED, THAT: (I) THE APPLICATION WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS; (II) THE OPERATION OF THE APPLICATION WILL BE UNINTERRUPTED, TIMELY, OR ERROR-FREE; (III) DEFECTS IN THE APPLICATION, IF ANY, WILL BE CORRECTED; OR (IV) THE TRANSLATION, INFORMATION, OR CONTENT PROVIDED ON OR THROUGH THE APPLICATION WILL BE ACCURATE, RELIABLE, OR CURRENT. TO THE EXTENT PERMISSIBLE UNDER APPLICABLE LAW, WE DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND ACCURACY. THE INFORMATION AND ANY CONTENT PROVIDED BY US ON THE APPLICATION ARE FOR INFORMATIONAL PURPOSES ONLY AND DO NOT, AND ARE NOT INTENDED TO, CONSTITUTE SPECIFIC ADVICE OR ENDORSEMENT.

LINGOFONEX EXPRESSLY WAIVES ANY LIABILITY OR RESPONSIBILITY RELATING TO THE APPLICATION, LANGUAGE TRANSCRIPTION SERVICES, OR ANY ACTIONS OR INACTIONS TAKEN BY YOU OR OTHERWISE RELATED TO YOUR USE OF THE APPLICATION. IF YOU PROVIDE ACCESS TO THE APPLICATION OR TRANSLATIONS FROM THE APPLICATION TO THIRD PARTIES, YOU ASSUME RESPONSIBILITY FOR SUCH ACTIONS AND AGREE TO HOLD LINGOFONEX AND ITS AFFILIATES AND LICENSORS HARMLESS FROM AND AGAINST ANY LIABILITIES WHATSOEVER RELATED TO THE ACCESS TO THE APPLICATION PROVIDED BY YOU. 

TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, UNDER NO CIRCUMSTANCES, INCLUDING OUR OWN NEGLIGENCE, SHALL WE OR OUR OFFICERS, EMPLOYEES, AFFILIATES, DIRECTORS, AGENTS, OR ANY OTHER PARTY INVOLVED IN CREATING, PRODUCING, TRANSMITTING, OR DISTRIBUTING THE APPLICATION BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF PROFITS, GOODWILL, RELIANCE, LOST DATA, OR OTHER INTANGIBLE LOSSES (EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), ARISING OUT OF OR RELATING TO THE APPLICATION OR THIS AGREEMENT. THIS LIMITATION APPLIES TO, WITHOUT LIMITATION: (I) THE USE OR INABILITY TO USE THE APPLICATION; (II) ANY ACTIONS WE TAKE OR FAIL TO TAKE AS A RESULT OF ANY TRANSLATIONS OR MESSAGES YOU SEND US; (III) THE COST OF SUBSTITUTE GOODS OR SERVICES; OR (IV) ANY OTHER MATTER RELATING TO THE APPLICATION OR TRANSLATIONS. 

USERS ARE SOLELY RESPONSIBLE FOR THE ACTIONS OR INACTIONS THEY TAKE AS A RESULT OF THE TRANSLATIONS PROVIDED BY THE APPLICATION, AND WE SHALL HAVE NO RESPONSIBILITY FOR ANY DAMAGES SUFFERED BY YOU OR YOUR PROPERTY RESULTING FROM ANY SUCH ACTS OR OMISSIONS. 

TO THE EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL OUR TOTAL LIABILITY EXCEED THE GREATER OF $100 OR THE TOTAL AMOUNT OF FEES PAID BY YOU TO US DURING THE 12-MONTH PERIOD PRECEDING THE DATE OF THE MOST RECENT ACT OR OMISSION GIVING RISE TO OUR LIABILITY. ANY CLAIM ARISING UNDER THIS AGREEMENT MUST BE BROUGHT BY YOU WITHIN 12 MONTHS AFTER THE EVENTS GIVING RISE TO THE CAUSE OF ACTION ARE DISCOVERED, OTHERWISE YOU RELEASE US OF ANY CLAIM.

SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO SOME OF THE ABOVE MAY NOT APPLY TO YOU. IN SUCH JURISDICTIONS, LIABILITY IS LIMITED TO THE FULLEST EXTENT PERMITTED BY LAW.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, YOU AGREE TO RELEASE, INDEMNIFY, AND HOLD HARMLESS LINGOFONEX AND OUR OFFICERS, DIRECTORS, SHAREHOLDERS, EMPLOYEES, AGENTS, AND OUR RESPECTIVE SUCCESSORS AND ASSIGNS ("INDEMNIFIED PARTIES'') FROM ANY THIRD-PARTY CLAIM, SUIT, PROCEEDING, OR GOVERNMENT ENFORCEMENT ACTIONS ARISING OUT OF, RELATED TO, OR ALLEGING AN INJURY OR LOSS CAUSED BY YOUR ACCESS AND USE OF THE APPLICATION THAT, WITHOUT LIMITATION, INCLUDES: (I) YOUR ACCESS TO OR USE OF THE APPLICATION FOR ILLEGAL, FRAUDULENT, OFFENSIVE, OR TORTIOUS PURPOSES; (II) YOUR USE OF THE TRANSLATIONS PROVIDED THROUGH THE APPLICATION; (III) YOUR VIOLATION OF THIS AGREEMENT; OR (IV) YOUR VIOLATION OF ANY RIGHTS OF ANY THIRD PARTY. IN ANY EVENT, WE WILL HAVE THE RIGHT TO PARTICIPATE IN THE DEFENSE OF ANY SUCH SUIT OR PROCEEDING THROUGH COUNSEL OF OUR OWN CHOOSING AT OUR OWN EXPENSE. YOU WILL ALSO INDEMNIFY AND HOLD HARMLESS THE INDEMNIFIED PARTIES FROM ANY COSTS AND EXPENSES, INCLUDING REASONABLE ATTORNEYS’ FEES, INCURRED IN RESPONDING TO ANY LEGAL ACTION REQUIRING THE PRODUCTION OF INFORMATION OR DOCUMENTS RELATED TO SUBSECTION (I) THROUGH (IV) ABOVE.

You acknowledge and agree that we provide the Application in reliance upon the disclaimers of warranty and the limitations of liability contained herein and that the terms of this Agreement reflect an allocation of risk between you and us (including the risk that a contract remedy may fail of its essential purpose and cause consequential loss), and that the provisions herein form an essential basis of the bargain between you and us. If you are subject to applicable laws that prohibit you from indemnifying us or prohibit you from entering into the risk allocation arrangement as outlined in this Agreement, then the terms will apply to you to the fullest extent permitted by applicable law. The parties agree that each wishes to enforce the provisions of this Agreement to the maximum extent permitted by applicable law.

If a dispute arises between you and any third party in connection with your use of the Application or any Translations, you agree to release Lingofonex (and our affiliates, officers, directors, agents, subsidiaries, joint ventures, and employees) from claims, demands, and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such disputes. If you are a California resident, you waive California Civil Code §1542, which states:

A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor.

This Agreement and any other terms and agreements incorporated herein by reference constitute the entire agreement between you and us concerning the Application.

If any provision of this Agreement is considered invalid, illegal, or unenforceable by a court of competent jurisdiction having authority to bind the parties under any applicable statute or rule of law, such provision shall be deemed amended to achieve as nearly as possible the same economic effect as the original provision and the remaining provisions of this Agreement shall in no way be affected or impaired.

Our failure at any time to enforce any of the provisions of this Agreement or any right or remedy available under this Agreement or at law or in equity, or to exercise any option herein provided, will not constitute a waiver of such provision, right, remedy or option or in any way affect the validity of this Agreement. A waiver of any default by us will not be deemed a continuing waiver but will apply solely to the instance to which such waiver is directed.

The section headings appearing in this Agreement are inserted only as a matter of convenience and in no way define, limit, construe, or describe the scope or extent of such section or affect such section.

For any dispute with us, you agree to first contact us at info[at]lingofonex.com and attempt to resolve the dispute informally for at least thirty (30) days before initiating any arbitration or court proceeding. In the event we are unable to resolve the dispute informally, you and we agree that any dispute, claim, or controversy arising out of or relating to this Agreement or the breach, termination, enforcement, interpretation, or validity of any provision, including the determination of the scope or applicability of this provision to arbitrate, shall be determined solely and exclusively by binding arbitration before a single arbitrator. You and we also agree that the arbitration shall be conducted by the American Arbitration Association ("AAA") under the Commercial Arbitration Rules. Each party will be responsible for paying AAA filing, administrative, and arbitrator fees per AAA rules. The arbitration shall be conducted in Santa Cruz County, California, and judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. The prevailing party in any arbitration is entitled to the costs of arbitration, reasonable attorneys’ fees, and reasonable costs for experts and other witnesses. This arbitration provision is governed by the Federal Arbitration Act.

ALL CLAIMS MUST BE BROUGHT IN THE PARTIES’ INDIVIDUAL CAPACITY, AND NO CLASS ACTION OR REPRESENTATIVE OR PRIVATE ATTORNEY GENERAL THEORIES OF LIABILITY OR PRAYERS FOR RELIEF MAY BE MAINTAINED IN ANY ARBITRATION OR OTHER PROCEEDING UNDER THIS AGREEMENT. UNLESS WE AGREE OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON’S CLAIMS. YOU AGREE THAT, BY ENTERING INTO THIS AGREEMENT, YOU AND WE ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION.

The laws of the United States and the State of California shall govern this Agreement without regard to conflict of laws principles. Any dispute between the parties excluded from the arbitration agreement or that cannot be heard in small claims court shall be resolved in the United States District Courts for the Northern District of California, and the parties submit to the personal jurisdiction of that court. If neither subject matter nor diversity jurisdiction exists in the United States District Courts for the Northern District of California, then the exclusive forum and venue for any such action shall be the state courts located in Santa Cruz County, California, and the parties hereby submit to the personal jurisdiction of that court.

You acknowledge that a breach of the section of this EULA entitled ‘Proprietary Rights’ could cause irreparable injury to us that may not be adequately compensated in monetary damages. In the event of such a breach, we shall be entitled to seek equitable relief to protect our interests, including preliminary and permanent injunctive relief.

By downloading the Application, you consent to receive our related communications and notices electronically through the Application, and you agree that all agreements, notices, disclosures, and other communication that we provide to you via the Application satisfy any legal requirement for such communications to be in writing. You may also send us physical notices at the address specified below.

For questions regarding this End User License Agreement, contact us at info[at]lingofonex.com, or by mail at:

Lingofonex, LLC

2222 W. Grand River Ave, Ste A

Okemos, Michigan 48864