Farmly End-user License Agreement (EULA)

Last Updated: July 3, 2023

PLEASE READ THESE TERMS AND CONDITIONS CAREFULLY. BY ACCESSING OR USING THE FARMLY APP (THE "APP"), YOU AGREE TO BE BOUND BY THESE TERMS AND CONDITIONS AND ALL TERMS INCORPORATED BY REFERENCE. IF YOU DO NOT AGREE TO ALL OF THESE TERMS, DO NOT ACCESS OR USE THE APP.

1. Acceptance of Terms

This End-user License Agreement ("Agreement") is a legal agreement between you ("User" or "you") and Farmly ("we," "us," or "our") governing your access to and use of the Farmly App, a platform that enables families and neighbors to collaborate on gardening activities, share chores, produce, and learn from each other. By downloading, installing, or using the App, you agree to be bound by the terms of this Agreement.

2. License Grant

Subject to your compliance with this Agreement, we grant you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to download, install, and use the App on a compatible device solely for your personal or commercial gardening use.

3. Restrictions

You agree not to: (a) copy, modify, adapt, translate, or create derivative works based on the App; (b) reverse engineer, decompile, disassemble, or otherwise attempt to discover the source code of the App; (c) rent, lease, sublicense, sell, distribute, or otherwise transfer the App; (d) remove or alter any copyright, trademark, or other proprietary notices contained in the App; or (e) use the App in any manner that violates any applicable law, regulation, or terms of this Agreement.

4. User Content

The App allows you to upload, submit, store, send, or receive content, including but not limited to, text, photos, videos, scans, and other user inputs (collectively, "User Content"). By submitting User Content through the App, you grant us a worldwide, non-exclusive, royalty-free, sublicensable, and transferable license to use, reproduce, modify, adapt, publish, distribute, and display such User Content to improve the App and provide you with cultivation guidance. You represent and warrant that you have all necessary rights, licenses, and consents to submit the User Content.

5. Privacy

Your privacy is important to us. Please read our Privacy Policy, which is incorporated into this Agreement by reference, to learn about how we collect, use, and protect your personal information.

6. Intellectual Property Rights

The App and all content, features, and functionality therein, including but not limited to, all information, software, text, displays, images, video, audio, and the design, selection, and arrangement thereof, are the property of Farmly or its licensors and are protected by copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws.

7. Modification and Termination

We reserve the right, at our sole discretion, to modify or discontinue the App, or to terminate this Agreement and your access to the App, at any time without notice. All provisions of this Agreement that by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity, and limitations of liability.

8. Warranty Disclaimer

THE APP IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE APP WILL BE UNINTERRUPTED OR ERROR-FREE, OR COMPLETELY SECURE. YOU ACKNOWLEDGE THAT YOUR USE OF THE APP IS AT YOUR SOLE RISK.

9. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL WE, OUR AFFILIATES, AGENTS, DIRECTORS, EMPLOYEES, SUPPLIERS OR LICENSORS BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES, THAT RESULT FROM THE USE OF, OR INABILITY TO USE, THIS APP. UNDER NO CIRCUMSTANCES WILL WE BE RESPONSIBLE FOR ANY DAMAGE, LOSS OR INJURY RESULTING FROM HACKING, TAMPERING OR OTHER UNAUTHORIZED ACCESS OR USE OF THE APP OR YOUR ACCOUNT OR THE INFORMATION CONTAINED THEREIN.

10. Indemnification

You agree to indemnify, defend, and hold harmless us, our affiliates, officers, directors, employees, consultants, agents, and representatives from any and all third party claims, losses, liability, damages, and/or costs (including reasonable attorney fees and costs) arising from your access to or use of the App, your violation of this Agreement, or your infringement, or infringement by any other user of your account, of any intellectual property or other right of any person or entity.

11. Governing Law

This Agreement will be governed by and construed in accordance with the laws of the jurisdiction in which we are located, without regard to its conflict of law principles. You agree to submit to the personal jurisdiction of the courts located within the jurisdiction from which we operate.

12. Severability

If any provision of this Agreement is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that this Agreement will otherwise remain in full force and effect and enforceable.

13. Entire Agreement

This Agreement constitutes the entire agreement between you and us regarding the use of the App. Our failure to exercise or enforce any right or provision of this Agreement shall not operate as a waiver of such right or provision. The section titles in this Agreement are for convenience only and have no legal or contractual effect. Please contact us with any questions regarding this Agreement.

Contact Information:

Farmly, Inc.
251 Little Falls Dr
Wilmington
Delaware 19808-1674
United States
www.farmly.us

Email: info@farmly.us