If Social Exploits approves your request to use any Social Exploits trademarks, logos, web pages, screen shots, or other distinctive features (“Social Exploits Brand”), you agree to be bound by the following terms and conditions (the “Agreement”).
You agree to comply with the guidelines for Third Party Use of Social Exploits Brand Features. So long as you do so, and provided that Social Exploits expressly approves your permission request, Social Exploits grants you a non-transferable, non-exclusive, royalty-free limited license to use the Social Exploits Brand Features set forth in your corresponding Permission Request Form for the sole purpose and only for the materials set forth therein. Any use of the Social Exploits Brand Features must be accompanied by a notice that clearly indicates that the Social Exploits Brand Features are trademarks or distinctive brand features of Social Exploits.
Social Exploits reserves the right in its sole discretion to terminate or modify your permission to display the Social Exploits Brand Features and to take action against any use that does not conform to these terms and conditions, infringes any Social Exploits intellectual property or other right, or violates applicable law.
Except as set forth above, nothing herein grants or should be deemed to grant to you any right, title or interest in or to the Social Exploits Brand Features. Your use of the Social Exploits Brand Features will inure to the benefit of Social Exploits . You agree not to challenge or assist others to challenge the Social Exploits Brand Features (except to the extent such restriction is prohibited by applicable law), and you agree not to register or attempt to register any domain names, trademarks, trade names, or other distinctive brand features that are confusingly similar to those of Social Exploits .
The Social Exploits Brand Features are provided “as is” and Social Exploits disclaims any warranties either expressed or implied by law regarding the Social Exploits Brand Features, including warranties of noninfringement. Furthermore, because you are not being charged for use of the Social Exploits Brand Features, in no event shall Social Exploits be liable to you for the subject matter of this Agreement under any theory of liability including for any direct, indirect, incidental, special, consequential, punitive, exemplary or other damages arising out of this Agreement or the use of the Social Exploits Brand Features. This limitation shall apply even if Social Exploits was or should have been aware or advised of the possibility of such damages and notwithstanding any failure of essential purpose of any limited remedy stated herein. Some states do not allow exclusion of implied warranties or limitation of liability for incidental or consequential damages, so the above limitations or exclusions may not apply to you.
You may not assign your rights or delegate your obligations under this Agreement without Social Exploits prior written consent. This Agreement is not intended to benefit, nor shall it be deemed to give rise to, any rights in any third party. This Agreement will be governed by and construed in accordance with the laws of the State of California, without regard to conflict of law principles. The parties are independent contractors. Neither party shall be deemed to be an employee, agent, partner or legal representative of the other for any purpose and neither shall have any right, power or authority to create any obligation or responsibility on behalf of the other. The waiver by Social Exploits of a breach of any provision hereof shall not be taken or held to be a waiver of the provision itself. If any provision of this Agreement is held by a court of competent jurisdiction to be contrary to law, such provision shall be changed and interpreted so as to best accomplish the objectives of the original provision to the fullest extent allowed by law and the remaining provisions of this Agreement shall remain in full force and effect. This Agreement, the Guidelines for Third Party Use of Social Exploits Brand Features, and the Permission Request Form, constitute the entire agreement between the parties with respect to the subject matter hereof.
