PDU End User License Agreement 

Introduction

This End User License Agreement (“Agreement”) is a binding agreement between you (“User” or “you”) and Provenance Unlimited LLC d/b/a Provenance Development Unlimited, Pro. Dev., PDU, and Pro. Dev. Unlimited (“Licensor”, “we”, or “us”) governing your use of our mobile application(s) (the “App”). By downloading, installing, or using the App, you agree to be bound by this Agreement. If you do not agree to the terms of this Agreement, do not download or use the App.

 

Purchases of products or services through the App are subject to our Terms of Service, which govern them separately. The Terms of Service is legally binding and incorporated by reference into this Agreement.

 

1. License Grant. Subject to the terms of this Agreement and your compliance with such terms, Licensor grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to download, install, and use the App solely for your personal, non-commercial use on a mobile device that you own or control and as permitted by the App Store Terms of Service (Apple App Store or Google Play Store) (the “Usage Rules”). The terms of this Agreement shall govern any content, materials, or services accessible from or purchased within the App, unless a separate agreement is designated as governing a particular content, material, or service.

 

Except as provided in the Usage Rules, you may not distribute or make the App available over a network where it can be used by multiple devices simultaneously. You may not transfer, redistribute, or sublicense the App. If you sell your device to a third party, you must remove the App from the device before doing so.

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2. Use Restrictions. You may not do any of the following in connection with your use of the App, unless applicable laws or regulations prohibit these restrictions or you have our written permission to do so:

 

• download, modify, copy, distribute, transmit, display, perform, reproduce, duplicate, publish, license, create derivative works from, or offer for sale any information contained on, or obtained from or through, the App, except for temporary files that are automatically cached by your web browser for display purposes, or as otherwise expressly permitted in this Agreement;

• duplicate, decompile, reverse engineer, disassemble, or decode the App (including any underlying idea or algorithm), or attempt to do any of the same;

• use, reproduce, or remove any copyright, trademark, service mark, trade name, slogan, logo, image, or other proprietary notation displayed on or through the App;

• use automation software (bots), hacks, modifications (mods), or any other unauthorized third-party software designed to modify the App;

• exploit the App for any commercial purpose, including without limitation communicating or facilitating any commercial advertisement or solicitation; 

• access or use the App in any manner that could disable, overburden, damage, disrupt, or impair the App or interfere with any other party’s access to or use of the App or use any device, software, or routine that causes the same;

• attempt to gain unauthorized access to, interfere with, damage, or disrupt the App, accounts registered to other users, or the computer systems or networks connected to the App;

• circumvent, remove, alter, deactivate, degrade, or thwart any technological measure or content protections of the App;

• use any robot, spider, crawlers, scraper, or other automatic device, process, software or queries that intercepts, “mines,” scrapes, extracts, or otherwise accesses the App to monitor, extract, copy or collect information or data from or through the App, or engage in any manual process to do the same; 

• introduce any viruses, Trojan horses, worms, logic bombs, or other materials that are malicious or technologically harmful into our systems;

• submit, transmit, display, perform, post or store any content that is unlawful, defamatory, obscene, excessively violent, pornographic, invasive of privacy or publicity rights, harassing, abusive, hateful, or cruel, or otherwise use the App in a manner that is obscene, excessively violent, harassing, hateful, cruel, abusive, pornographic, inciting, organizing, promoting or facilitating violence or criminal activities;

• violate any applicable law or regulation in connection with your access to or use of the App; or

• access or use the App in any way not expressly permitted by these terms.

 

3. User Account. By creating an account and submitting registration data (e.g., for events, teams, or training), you represent that:

 

• You are at least 13 years old, or have parental/guardian consent if under 13;

• All information provided is accurate and up-to-date; and

• You are solely responsible for maintaining the confidentiality of your login credentials and for all activities under your Account.

Licensor reserves the right to suspend or terminate Accounts or App usage that violate this Agreement.

 

4. Intellectual Property. All title, ownership and intellectual property rights in and to the App, including its content (e.g., text, graphics, music or sounds, all messages or items of information, themes, objects, slogans, diagrams, concepts, choreographies, photos, videos, domain names), features, software, design and any other elements which are part of the App (individually or in combination) and any and all copies thereof, are owned by Licensor or its licensors and is protected by intellectual property laws. Except as expressly stated, no rights or licenses are granted to you. You may not use the Licensor's name, logo, or trademarks without our prior written consent. Except as expressly set forth in this Agreement, all rights not explicitly granted hereunder to you are expressly reserved by Licensor. This license confers no title or ownership in the App and should not be construed as the sale of any rights in the App. You agree that the Licensor or its licensors own all right, title, and interest in and to the App (including any and all intellectual property rights therein) and you agree not to take any action(s) inconsistent with such ownership interests.

 

We welcome feedback, comments, and suggestions for improvements to the App (“Feedback”). You acknowledge and expressly agree that any contribution of Feedback does not and will not give or grant you any right, title, or interest in the App or in any such Feedback. All Feedback becomes the sole and exclusive property of the Licensor, and the Licensor may use and disclose Feedback in any manner and for any purpose whatsoever without further notice or compensation to you and without retention by you of any proprietary or other right or claim. You hereby assign to the Licensor any and all right, title, and interest (including, but not limited to, any patent, copyright, trade secret, trademark, show-how, know-how, moral rights, and any and all other intellectual property rights) that you may have in and to any and all Feedback.

 

From time to time, we may permit you to submit reviews and testimonials regarding certain of the Services, as well as biographical information associated with you (collectively “Testimonials”). By submitting a Testimonial, you irrevocably grant to Company the right to use the Testimonial, or any portion thereof, in any and all forms of marketing and promotional material, whether now known or hereinafter developed for any and all uses. You understand and agree that the Testimonial, in whole or in part, may be edited and/or excerpted, and that any part of the Testimonial may be used without compensation to you. You agree that no advertisement or other material incorporating or making reference to the Testimonial need be submitted to you for approval. You expressly release Company (and its owners, officers, employees, vendors, agents, associates, suppliers, and/or partners) from any and all claims that you have or may have for breach of right of publicity, invasion of privacy, defamation, copyright infringement, or any other claim or cause of action arising out of or in connection with any production, distribution, duplication, broadcast, exhibition, publication, advertisement, or promotion utilizing or incorporating the Testimonial, or any other use of the Testimonial whatsoever. You acknowledge and agree that Company shall not be liable for any causes of action or claims related to your decision to provide the Testimonial to Company.

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5. Privacy and Data. Your use of the App is subject to our Privacy Policy, which explains how we collect, use, and protect your information. By using the App, you consent to the practices described in our Privacy Policy.

 

You agree that Licensor may collect and use technical data and related information—including but not limited to technical information about your device, system, and application software, and peripherals—that is gathered periodically to facilitate the provision of software updates, product support, and other services to you (if any) related to the App. Licensor may use this information, as long as it is in a form that does not personally identify you, to improve its products, to provide services or technologies to you, or as Licensor otherwise determines is necessary.

 

6. Parental Consent and Minor Use. If you are under the age of 18, you may only use the App with the involvement and consent of a parent or legal guardian. By allowing a minor to use the App, the parent or guardian agrees to be bound by this Agreement and takes full responsibility for the minor's use of the App, including any registration, activity participation, or submissions.

 

7. Assumption of Risk and Injury Disclaimer. Participation in physical training, sports, or athletic events carries inherent risks. By registering for or participating in any activities through the App, you (or your parent/guardian, if under 18) acknowledge and accept these risks, including but not limited to the risk of bodily injury. To the fullest extent permitted by law, you agree that Licensor, its employees, contractors, and partners are not liable for any injury, accident, or harm that may occur during or as a result of your participation in any event or training session scheduled through the App. You voluntarily assume all risks related to such participation.

 

All participants and their guardians must acknowledge and/or sign the Licensor’s General Release and Waiver upon registration. This includes acknowledging health risks, assuming risk, and accepting medical responsibility. The Release and Waiver is a legally binding document that is incorporated by reference into this Agreement. By participating in the using the App and/or participating in the services, you agree that you, and if you are under the age of 18, your parent or guardian, understand, acknowledge, accept and agree to be bound by the General Release and Waiver.

 

8. Use of the App. You are responsible for providing the mobile device, wireless service plan, software, internet connection, and/or other equipment or services necessary to download, install, and use the App.  We do not guarantee that the App can be accessed and used on any particular device or with any particular service plan.  We do not guarantee that the App or will be available in, or that orders can be placed from, any particular geographic location. As part of the Services and to update you regarding the status of deliveries, you may receive push notifications, local client notifications, text messages, picture messages, alerts, emails, or other types of messages directly sent to you in connection with the App (“Push Messages”). You acknowledge that, when you use the App, your wireless service provider may charge you fees for data, text messaging, and/or other wireless access, including in connection with Push Messages. You have control over the Push Messages settings, and can opt in or out of these Push Messages through the Services or through your mobile device’s operating system (with the possible exception of infrequent, important service announcements and administrative messages). Please check with your wireless service provider to determine the fees applicable to your access to and use of the App, including the receipt of Push Messages from the Licensor. You are solely responsible for any fee, cost, or expense that you incur to download, install, and/or use the App on your mobile device, including for your receipt of push messages from the Company.

 

9. App and Play Store Terms. This section applies solely with respect to your use of the App. This Agreement is between you and Licensor, not Apple or Google. However, Apple, Google, and their subsidiaries are third-party beneficiaries of this Agreement and may enforce its terms. You agree to comply with all applicable third-party terms of service when using the App (e.g., Apple Media Services Terms and Google Play Terms of Service). To the extent the other terms and conditions of this Agreement are less restrictive than, or otherwise conflict with, the terms and conditions of this paragraph, the more restrictive or conflicting terms and conditions in this paragraph apply, but solely with respect to your use of the App from the Apple App Store or Google Play Store. You acknowledge and agree that these Terms are solely between you and Licensor, not Apple or Google, and that Apple and Google have no responsibility for the App or content thereof. Your use of the App must comply with the Apple App Store and Google Play Store’s applicable terms of use. You acknowledge that neither Apple nor Google has any obligation whatsoever to furnish any maintenance and support services with respect to the App. In the event of any failure of the App to conform to any applicable warranty, you may notify Apple or Google, and Apple or Google will refund the purchase price, if any, for the App to you. To the maximum extent permitted by applicable law, Apple and Google shall have no warranty obligations whatsoever with respect to the App. Any claims, losses, liabilities, damages, costs, or expenses attributable to any failure to conform to any warranty shall be solely governed by this Agreement. You and the Licensor acknowledge that neither Apple nor Google is not responsible for addressing any claims of yours or any third party relating to the App or your possession and/or use of the App, including, but not limited to: (a) product liability claims, (b) any claim that the App fails to conform to any applicable legal or regulatory requirement, and (c) claims arising under consumer protection or similar legislation. You and the Licensor acknowledge that, in the event of any third-party claim that the App or your possession and use of that App infringes that third party’s intellectual property rights, the Licensor, not Apple or Google, will be solely responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim to the extent required by these Terms. You must comply with the applicable terms of any third-party agreement when using the App. 

 

10. Third Parties. The App may enable access to Licensor’s and/or third-party services and websites (collectively and individually, "External Services"). You agree to use the External Services at your sole risk. Licensor is not responsible for examining or evaluating the content or accuracy of any third-party External Services, and shall not be liable for any such third-party External Services. Data displayed by the App or External Service, including but not limited to financial, medical, and location information, is for general informational purposes only and is not guaranteed by Licensor or its agents. You will not use the External Services in any manner that is inconsistent with the terms of this Agreement or that infringes the intellectual property rights of Licensor or any third party. You agree not to use the External Services to harass, abuse, stalk, threaten, or defame any person or entity, and that Licensor is not responsible for any such use. External Services may not be available in all languages or in your country of residence, and may not be appropriate or available for use in any particular location. To the extent you choose to use such External Services, you are solely responsible for compliance with any applicable laws. Licensor reserves the right to change, suspend, remove, disable, or impose access restrictions or limits on any External Services at any time without notice or liability to you.

 

The App may display, include, or make available content, data, information, applications, or materials from third parties (“Third-Party Materials”) or provide links to certain third-party websites. By using the Services, you acknowledge and agree that the Licensor is not responsible for examining or evaluating the content, accuracy, completeness, availability, timeliness, validity, copyright compliance, legality, decency, quality, or any other aspect of such Third-Party Materials or websites. We do not warrant or endorse and do not assume and will not have any liability or responsibility to you or any other person for any third-party services, Third-Party Materials or third-party websites, or for any other materials, products, or services of third parties. Third-party materials and links to other websites are provided solely as a convenience to you. 

 

11. Updates and Availability. Licensor may, from time to time, issue updates or upgrades to the App. These may be installed automatically or require manual action. You agree to receive such updates and acknowledge that the App may not function properly without them. We reserve the right to suspend or discontinue the App or any part of it at any time, without notice.

 

Your access and use of the App may be interrupted from time to time for any of several reasons, including, without limitation, the malfunction of equipment, periodic updating, maintenance, or repair of the App or other actions that Licensor, in its sole discretion, may elect to take.

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12. Termination. This Agreement is effective from the first date you install the App until terminated. We reserve the right to terminate this Agreement and your access to the App at any time without notice. Your rights under this Agreement will terminate automatically if you fail to comply with any of its terms. Upon termination, you must immediately cease all use of the App and delete it and all associated materials from your devices. Additionally, the Licensor may suspend, disable, or delete your Account (or any part of the foregoing) with or without notice, for any or no reason. If the Company deletes your Account for any suspected breach of this Agreement by you, you are prohibited from re-registering for the Services under a different name. In the event of Account deletion for any reason, the Licensor may, but is not obligated to, delete any information contained in or related to your Account. The Licensor shall not be responsible for the failure to delete or the deletion of any such information.

 

All sections that by their nature should survive the termination of this Agreement shall continue in full force and effect subsequent to and notwithstanding any termination of this Agreement by the Licensor or you. Termination will not limit any of the Licensor’s other rights or remedies at law or in equity. 

 

13. Disclaimer of Warranties. YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT USE OF THE APP IS AT YOUR SOLE RISK. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE APP AND ANY SERVICES PERFORMED OR PROVIDED BY THE APP ARE PROVIDED "AS IS" AND “AS AVAILABLE,” WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND, AND LICENSOR HEREBY DISCLAIMS ALL WARRANTIES AND CONDITIONS WITH RESPECT TO THE APP AND ANY SERVICES, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES AND/OR CONDITIONS OF MERCHANTABILITY, OF SATISFACTORY QUALITY, OF FITNESS FOR A PARTICULAR PURPOSE, OF ACCURACY, OF QUIET ENJOYMENT, AND OF NON INFRINGEMENT OF THIRD-PARTY RIGHTS. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY LICENSOR OR ITS AUTHORIZED REPRESENTATIVE SHALL CREATE A WARRANTY. WE DO NOT GUARANTEE THAT THE APP WILL BE ERROR-FREE, SECURE, OR UNINTERRUPTED. SHOULD THE APP OR SERVICES PROVE DEFECTIVE, YOU ASSUME THE ENTIRE COST OF ALL NECESSARY SERVICING, REPAIR, OR CORRECTION. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES OR LIMITATIONS ON APPLICABLE STATUTORY RIGHTS OF A CONSUMER, SO THE ABOVE EXCLUSION AND LIMITATIONS MAY NOT APPLY TO YOU. 

 

14. Limitation of Liability. TO THE EXTENT NOT PROHIBITED BY LAW, IN NO EVENT SHALL LICENSOR BE LIABLE FOR PERSONAL INJURY OR ANY INCIDENTAL, SPECIAL, INDIRECT, OR CONSEQUENTIAL DAMAGES WHATSOEVER, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF PROFITS, LOSS OF DATA, LOSS OF OPPORTUNITY, BUSINESS INTERRUPTION, OR ANY OTHER COMMERCIAL DAMAGES OR LOSSES, ARISING OUT OF OR RELATED TO YOUR USE OF OR INABILITY TO USE THE APP, HOWEVER CAUSED, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT, OR OTHERWISE) AND EVEN IF LICENSOR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OF LIABILITY FOR PERSONAL INJURY, OR OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THIS LIMITATION MAY NOT APPLY TO YOU. In no event shall Licensor’s total liability to you for all damages (other than as may be required by applicable law in cases involving personal injury) exceed the lesser of the amount you paid for using the App or fifty dollars ($50.00). The foregoing limitations will apply even if the above-stated remedy fails of its essential purpose.

 

15. Indemnification. You agree to defend, indemnify, and hold harmless Licensor, its affiliates, employees, and licensors from any claims, liabilities, damages, losses, or expenses (including attorney’s fees) arising from your use of the App or your violation of this Agreement.

 

16. Governing Law and Dispute Resolution. You and the Licensor agree that in the event of any dispute, either party will first contact the other party and make a good faith sustained effort to resolve the dispute before resorting to more formal means of resolution, including, without limitation, any court action, after first allowing the receiving party 30 days in which to respond.  Both you and the Licensor agree that this dispute resolution procedure is a condition precedent that must be satisfied before initiating any arbitration against the other party. 

 

This Agreement is governed by the laws of the State of New Jersey, without regard to its conflict of laws principles. Any disputes not subject to binding individual arbitration shall be resolved exclusively in the state or federal courts located in Newark, New Jersey, and you consent to their jurisdiction. You hereby waive any jurisdictional, venue, or inconvenient form objections to such courts (but without affecting either party’s rights to remove a case to federal court if permissible. You hereby expressly waive a trial by jury. You hereby agree not to participate in a class action for any claims covered by this Agreement. This section will be interpreted as broadly as applicable law permits.

 

17. General. If any provision of this Agreement is held to be invalid or unenforceable, the remaining provisions will remain in full force and effect. These terms and the licenses granted hereunder may be assigned by the Licensor, but may not be assigned by you without the prior express written consent of the Licensor. No waiver by either party of any breach or default hereunder shall be deemed to be a waiver of all or any rights and shall not affect the validity and enforceability of any preceding or subsequent breach or default. The section headings used herein are for reference only and shall not be read to have any legal effect. The App is operated by us in the United States. Those who choose to access the App from locations outside the United States do so at their own initiative and are responsible for compliance with applicable local laws.

 

18. Contact. If you have any questions about this Agreement, please contact us at ProDevUnlimited@gmail.com or via the contact form or other contact information on our website.
 

19. Changes to Agreement. We may modify this Agreement from time to time; in such cases, we will update the “Last Revised” date at the top of this Agreement. It is your sole responsibility to review this Agreement periodically to view any changes. The updated Agreement will be effective as of the time of posting, or such later date as may be specified in the updated Agreement. Your continued access to or use of the Services after the modifications have taken effect will be deemed your acceptance of the modified Agreement. No amendment shall apply to a dispute for which an arbitration has been initiated prior to the change in this Agreement.

 

20. User Acknowledgment and Acceptance. By tapping “Accept” or downloading or using the App, you acknowledge that:

 

• You have read and understood this Agreement;

• You agree to be bound by its terms; and

• You consent to the collection and use of data as described.

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