MOBILE APPLICATION END USER LICENSE AGREEMENT
1. Roger, LLC ("Roger") grants to the User a limited, revocable, non-exclusive, and non-transferable license (the "License") to download, install and use the Mobile App for internal business purposes by user ("User") strictly in accordance with these Terms.
2. Roger reserves the right to modify the Terms. If Roger makes changes to the Terms, Roger will notify User in writing. User’s continued use of the Mobile App after notification of changes to the Terms indicates consent to updated terms.
3. "Mobile App" includes the electronic and online documentation and any other files and functionality that may accompany the product. Use of the Mobile App requires User to have an account with Roger and agree to the Terms.
4. Title, copyright, intellectual property rights and distribution rights of the Mobile App remain exclusively with Roger. Intellectual property rights shall include, but not be limited to, the look and feel of the Mobile App. User acknowledges and agrees that the Mobile App is provided under license, and not sold. User does not acquire any ownership interest in the Mobile App under this EULA, or any other rights thereto other than to use the Mobile App in accordance with the license granted, and subject to all terms, conditions, and restrictions, under this EULA.
5. The Mobile App may be loaded onto more than one mobile device, including smart phones and tablets.
6. The rights and obligations of this EULA are personal rights granted to the User only. The User may not transfer or assign any of the rights or obligations granted under this EULA to any other person or legal entity. The User may not make available the Mobile App for use by one or more third parties.
7. The Mobile App may not be modified, reverse-engineered, or de-compiled in any manner through current or future available technologies.
8. User may not remove, delete, alter, or obscure any trademarks or any copyright, trademark, patent, or other intellectual property or proprietary rights notices from the Mobile App, including any copy thereof.
9. User understands that portions or all of the Mobile App may be updated from time to time at Roger’s discretion, but not obligation.
10. Failure to comply with any of the terms under the License section will be considered a material breach of the Terms and this EULA.
11. Roger may from time to time in its sole discretion develop and provide Mobile App updates, which may include upgrades, bug fixes, patches, other error corrections, and/or new features (collectively, including related documentation, "Updates"). Updates may also modify or delete in their entirety certain features and functionality. User agrees that Roger has no obligation to provide any Updates or to continue to provide or enable any particular features or functionality. Based on User's mobile device settings, when User's mobile device is connected to the internet either: (a) the Mobile App will automatically download and install all available Updates; or (b) User may receive notice of or be prompted to download and install available Updates. User shall promptly download and install all Updates and acknowledge and agree that the Mobile App or portions thereof may not properly operate should User fail to do so. User further agrees that all Updates will be deemed part of the Mobile App and be subject to all terms and conditions of this EULA.
Limitation of Liability
12. The Mobile App is provided by Roger and accepted by User "as is." Roger will not be liable for any general, special, incidental or consequential damages including, but not limited to, loss of production, loss of profits, loss of revenue, loss of data, property damage or injury, or any other business or economic disadvantage suffered by the User arising out of the use or failure to use the Mobile App. Notwithstanding any other provision herein, Roger's maximum liability for any claim or series of related claims arising under this EULA is limited to the fees paid by User to Roger for the Mobile App License.
Warrants and Representations
13. THE MOBILE APP IS PROVIDED TO USER "AS IS" AND WITH ALL FAULTS AND DEFECTS WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, ROGER, ON ITS OWN BEHALF AND ON BEHALF OF ITS AFFILIATES AND ITS AND THEIR RESPECTIVE LICENSORS AND SERVICE PROVIDERS, EXPRESSLY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, WITH RESPECT TO THE MOBILE APP, INCLUDING ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, AND WARRANTIES THAT MAY ARISE OUT OF COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE, OR TRADE PRACTICE. WITHOUT LIMITATION TO THE FOREGOING, COMPANY PROVIDES NO WARRANTY OR UNDERTAKING, AND MAKES NO REPRESENTATION OF ANY KIND THAT THE APPLICATION WILL MEET YOUR REQUIREMENTS, ACHIEVE ANY INTENDED RESULTS, BE COMPATIBLE, OR WORK WITH ANY OTHER SOFTWARE, APPLICATIONS, SYSTEMS, OR SERVICES, OPERATE WITHOUT INTERRUPTION, MEET ANY PERFORMANCE OR RELIABILITY STANDARDS, OR BE ERROR-FREE, OR THAT ANY ERRORS OR DEFECTS CAN OR WILL BE CORRECTED.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF OR LIMITATIONS ON IMPLIED WARRANTIES OR THE LIMITATIONS ON THE APPLICABLE STATUTORY RIGHTS OF A CONSUMER, SO SOME OR ALL OF THE ABOVE EXCLUSIONS AND LIMITATIONS MAY NOT APPLY TO YOU.
14. Roger warrants and represents that granting the license to use this Mobile App is not in violation of any other agreement.
15. All terms, conditions and obligations of this EULA will be deemed to be accepted by User by clicking the "Accept" user button ("Acceptance").
16. No user support or maintenance is provided as part of this EULA.
Privacy - Collection and Use of Data
Safe Use of Mobile App
18. The information provided by the Mobile App is not intended to replace the information provided on the road, such as travel direction, time-based restrictions, lane restrictions, weight restrictions, road blockades, traffic signs, traffic lights, and police instructions. User agrees to drive vigilantly according to road conditions and in accordance with traffic laws.
19. User shall not use the Mobile App while driving, operating equipment or machinery, or performing any other activity requiring focus or attention, or any activity that, if done in conjunction with use of the Mobile App, would violate any law or regulation.
20. User is responsible for maintaining and ensuring the security of User’s mobile device. Notwithstanding Roger’s efforts to ensure that the Mobile App and other systems are secure, User acknowledges that all electronic data transfers are potentially susceptible to interception by others. We cannot, and do not, warrant that data transfers pursuant to the Mobile App will not be unlawfully monitored or read by others.
21. The Terms will be enforceable on Acceptance and will remain in effect perpetually, unless earlier terminated by Roger.
22. The Terms will be terminated, and the License forfeited, where the User has failed to comply with any provision of The Terms or is in breach of the Terms. On termination for any reason, the User will promptly delete the Mobile App, and Roger will remove User's access to the electronic and online documentation and any other files and functionality that may accompany the product.
Third Party Agreements
23. User agrees to comply with third party agreements related to use of the Mobile App. In particular, User acknowledges that use of the Mobile App may result in increased charges from User’s wireless carrier and that User is solely responsible for paying such charges.
24. Roger will be free of liability to User where Roger is prevented from executing its obligations under the Terms in whole or in part due to Force Majeure, such as earthquake, typhoon, flood, fire, and war or any other unforeseen and uncontrollable event where Roger has taken any and all appropriate action to mitigate such an event.
25. User submits to the jurisdiction of the courts of the State of Nebraska for the enforcement of the Terms or any arbitration award or decision arising from the Terms. The Terms will be enforced or construed according to the laws of the State of Nebraska.
26. The Terms do not create or imply any relationship in agency or partnership between Roger and the User.
27. Headings are inserted for the convenience of the parties only and are not to be considered when interpreting the Terms. Words in the singular mean and include the plural and vice versa. Words in the masculine gender include the feminine gender and vice versa. Words in the neuter gender include the masculine gender and the feminine gender and vice versa.
28. If any term, covenant, condition or provision of the Terms is held by a court of competent jurisdiction to be invalid, void or unenforceable, it is the parties' intent that such provision be reduced in scope by the court only to the extent deemed necessary by that court to render the provision reasonable and enforceable and the remainder of the provisions of the Terms will in no way be affected, impaired or invalidated as a result.
29. These Terms contain the entire agreement between the parties. All understandings have been included in the Terms. Only the written agreements on the content of the Terms will bind the parties.
EFFECTIVE DATE: 5/08/2020