End User License Agreement (EULA)

Last updated on:  October 30, 2023

This End User License Agreement ("Agreement") is a legal agreement between you ("User" or "You") and ContractApp ("Company" or "We") for the use of the Contract Management Software as a Service (SaaS) platform ("Software") provided by the Company. By using the Software, you agree to be bound by the terms and conditions of this Agreement.

  1. License Grant
    1. Subject to the terms and conditions of this Agreement, the Company grants you a limited, non-exclusive, non-transferable, and revocable license to access and use the Software.
    2. You acknowledge that the Software is provided on an "as-is" basis and that the Company retains all rights, title, and interest in and to the Software, including any intellectual property rights.
  2. User Obligations
    1. You agree to use the Software in compliance with all applicable laws, regulations, and this Agreement.
    2. You are responsible for maintaining the confidentiality of your login credentials and for all activities that occur under your account.
    3. You bear full responsibility for the contracts you generate and endorse. If you have any doubts regarding the legality of contracts produced by the AI used by the Software, we highly recommend seeking legal counsel or consultation with a lawyer before proceeding with your signature
    4. You shall not: (a) license, sublicense, sell, resell, transfer, assign, distribute, or otherwise commercially exploit or make available the Software to any third party; (b) modify or create derivative works based on the Software; (c) reverse engineer, decompile, or disassemble the Software; (d) remove any proprietary notices or labels on the Software; or (e) use the Software in any manner that could damage, disable, overburden, or impair the Company's servers or networks.
  3. Data Privacy and Security
    1. The Company takes reasonable measures to protect the security and confidentiality of your data stored in the Software. However, you understand and acknowledge that no data transmission over the internet can be guaranteed to be 100% secure.
    2. The Company collects and processes personal data in accordance with its Privacy Policy, which is incorporated by reference into this Agreement.
  4. Intellectual Property Rights
    1. You acknowledge that the Company and its licensors own all rights, title, and interest in and to the Software, including all intellectual property rights. This Agreement does not transfer any ownership rights to you.
    2. You retain ownership of any data or content you upload or create using the Software. By using the Software, you grant the Company a worldwide, non-exclusive, royalty-free license to use, reproduce, modify, adapt, and distribute such data or content solely for the purpose of providing and improving the Software.
  5. Limitation of Liability
    1. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL THE COMPANY BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS OR REVENUES, WHETHER INCURRED DIRECTLY OR INDIRECTLY, OR ANY LOSS OF DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR IN CONNECTION WITH THE USE OR INABILITY TO USE THE SOFTWARE.
    2. In the event of any dispute arising from this Agreement, the parties agree to resolve such disputes through arbitration in the jurisdiction of ContractApp’s choice, in accordance with the rules and procedures of the applicable arbitration association. The arbitrator shall be appointed by ContractApp’s discretion, failing such agreement, by the arbitration association. The decision of the arbitrator shall be final and binding on both parties, and may be enforced in any court of competent jurisdiction.
  6. Term and Termination
    1. Termination by You: You may terminate your subscription at any time by notifying the Company in writing or through the Software's designated termination process. Your termination will be effective upon the completion of the current subscription term, and you will not be entitled to a refund of any unused portion of your subscription fees.
    2. Termination by Company for Cause: We may terminate this EULA and your access to the Software immediately upon written notice if you materially breach or the Company suspects a breach of any of the terms and conditions of this EULA. In such cases, you will not be entitled to a refund of any subscription fees paid.
    3. Termination by Company for Convenience: We reserve the right to terminate this EULA and your access to the Software for any reason or no reason at anytime. In such cases, you will be entitled to a prorated refund of any unused portion of your subscription fees.
    4. Effect of Termination: Upon termination of this EULA, whether by you or by us, your right to access and use the Software will cease immediately. You are responsible for exporting your data from the Software before termination, as the Company may permanently delete your data upon termination.
  7. Miscellaneous
    1. This Agreement constitutes the entire agreement between you and the Company regarding the subject matter hereof and supersedes all prior or contemporaneous agreements, understandings, or representations, whether written or oral.
    2. This Agreement shall be governed by and construed in accordance with the laws of Ontario, Canada. Any legal action or proceeding arising out of or relating to this Agreement shall be exclusively brought in the courts of Ontario, Canada.
    3. If any provision of this Agreement is held to be invalid or unenforceable, such provision shall be severed from this Agreement, and the remaining provisions shall remain in full force and effect.