Last updated: 05 January 2021
By accepting this End User License Agreement (EULA) or by downloading or using the software that is the property of RABBITMACHT you signify that you have read and agree to all the terms of this license agreement.
Preamble
By pressing the “Accept” button, utilizing software that is the property of RABBITMACHT, making use of RABBITMACHT Services and/or purchasing physical goods from a RABBITMACHT maintained store you hereby indicate your complete and unconditional acceptance of all the terms and conditions of this Agreement. This Agreement constitutes the complete agreement between you and RABBITMACHT with regard to your access, download, and/or use of Content except in the case where you have a version of the Agreement signed by both parties, in which case the signed agreement will supersede this Agreement. Except for any signed agreement between RABBITMACHT and you, this agreement supersedes and replaces any other agreement that was or will be presented at the time of Content utilization.
If you do not agree to the terms of this Agreement, you must not continue to make use of RABBITMACHT Services.
RABBITMACHT offers for sale a license to Content owned or licensed by RABBITMACHT and/or a license to Content owned or licensed by third-party operators. In this Agreement, “RABBITMACHT Content” shall refer to Content owned solely by RABBITMACHT or to software, libraries and/or (but not limited to) other media licensed by RABBITMACHT including its Services; “Other Content” shall refer to Content owned solely by a third-party or to software, libraries and/or media licensed to such third parties; and “Content” shall refer to both RABBITMACHT Content and Other Content.
1.0 General.
Content License.
RABBITMACHT grants to you and you hereby accept, subject to the limitations and obligations of this Agreement, a personal, non-exclusive, non-transferable license to use the Content, duly obtained by payment of all applicable license fees, as provided in this Agreement.
License Fees.
You agree to pay RABBITMACHT, prior to or concurrent with delivery of the Content, the full license fee for use of the Content. You agree to pay RABBITMACHT any and all applicable taxes that are levied in conjunction with the purchase of the license for the Content whenever RABBITMACHT must collect and/or pay such taxes from or on behalf of you. Furthermore, you agree to pay RABBITMACHT all costs, expenses, and attorney’s fees expended by RABBITMACHT in the collection of the license fees and any applicable taxes, whether by filing a lawsuit or through arbitration.
Title and Ownership.
The Content contains copyrighted and/or proprietary information protected by the laws of South Africa and/or international laws and treaties. RABBITMACHT and its software, library and/or (but not limited to) media licensors retain all rights in, title to, and ownership of the RABBITMACHT Content. The applicable third-parties and their content licensors retain all rights in, title to, and ownership of the Other Content. RABBITMACHT gives no rights or warranties with regard to the use of any objects, names, trademarks, service marks, or works of authorship depicted in any Content and you are solely responsible for separately obtaining all such necessary rights or consents that may be required for any particular use of Content, names, trademarks, service marks or works of authorship.
Restrictions on Copying.
The Content is provided for your exclusive use. You do not have the right to provide the Content to others in any form or on any media except as set forth in this Agreement. The Content may be copied in whole or in part for your exclusive use. Specifically, you may copy the Content onto the storage device of an unlimited number of computers owned or controlled by you. The Content is for your exclusive use and no other individual or entity. Each individual must obtain his or her own license to use the Content for the purposes of modification, maintaining, collaborating and/or other purposes involving forms of administrative tasks.
2.0 Terms of Use.
The representation of Content.
Subject to the terms and conditions of this Agreement, you may (i) access, use, copy and modify the Content in order to create and present your unique representation of the Content. (ii) incorporate two-dimensional images, (iii) incorporate HTML, CSS and JavaScript code and (iv) publish, market, distribute, transfer, sell or sub-license your unique representation of the Content; provided that you may not, in any case, publish, market, distribute, transfer, sell or sub-license any part from which the Content, or any part thereof, or any substantially similar version of the Content can be separately exported, extracted or de-compiled into any re-distributable form or format that matches or closely resembles intent or implementation of any RABBITMACHT Content. The intent or implementation of any RABBITMACHT Content can be defined by any RABBITMACHT Content such as (but not limited to) media describing attributes, qualities or properties of RABBITMACHT Content, or through Source Code that is the property of RABBITMACHT, or by physical goods sold either directly or indirectly by RABBITMACHT.
You may access, use, copy, and modify the Content to create one or more derived or additional representations of the Content provided that upon receipt of a written request from RABBITMACHT, you will immediately cease any and all distribution of the derived or additional representation of the Content you have created from the Content, if RABBITMACHT has determined, in its sole discretion, that such additional or derived work is substantially similar to or is a clone of existing Content.
Other Restrictions.
This Agreement is your proof of license to exercise the rights granted herein and may be printed and retained by you. You shall not give, sell, rent, lease, sublicense, or otherwise transfer or distribute any Content on a temporary or permanent basis without the prior written consent of RABBITMACHT. You may not reverse engineer, decompile, disassemble, or create derivative works from the Content unless explicit permission is granted by RABBITMACHT in writing or it is done so in accordance with the terms of this Agreement.
Protection and Security.
You agree that the Content is the property of and proprietary to RABBITMACHT and its licensors, and further agree to protect the Content and all parts thereof from unauthorized disclosure and use by your agents, employees, associates, family members, customers, or any other third party. You shall be exclusively responsible to ensure the selection, supervision, management, control, and use of the Content conforms to all terms of this Agreement.
Patent Copyright and Trade Secret Indemnity.
You agree to indemnify RABBITMACHT and hold RABBITMACHT harmless against all liability resulting from or related to any claim that (i) any content or work created by you, or (ii) your use of any Content, infringes any third-party patent right, copyright or other intellectual property rights, or misappropriates, or misuses any trade secret or other proprietary right, or any portion thereof, of any third party.
Infringement Warranty and Limited Warranty.
RABBITMACHT warrants to you that, to the best of its knowledge, the digital data comprising the RABBITMACHT Content developed and owned by RABBITMACHT, does not infringe the rights, including patent, copyright and trade secret rights, of any third party, nor was such digital data unlawfully copied or misappropriated from digital data owned by any third party; provided, however, that RABBITMACHT makes no representation or warranty with respect to infringement of any third party’s rights in any image, trademarks, works of authorship or object depicted by such Content or in any Content developed by any of RABBITMACHT’s licensors.
No other Warranties.
Except as expressly provided above, the Content and all related documentation are provided on an “as is” and “as available” basis, without warranty of any kind, and RABBITMACHT hereby disclaims all other warranties, express, implied or statutory, including, but not limited to, any implied warranties of merchantability, non-infringement and fitness for a particular purpose, and any warranties arising from the usage of trade or course of dealing or performance. In no event shall RABBITMACHT or its dealers, distributors, officers, agents, employees, or suppliers be liable for any indirect, incidental, special, punitive, or consequential damages whatsoever, whether based on contract, tort, warranty, or other legal or equitable grounds, including, without limitation, damages for loss of business profits, business interruption, loss of business information, or other pecuniary loss, arising out of the use of or inability to use the Content, even if RABBITMACHT has been advised of the possibility of such damages. In addition, in no event shall RABBITMACHT’s cumulative liability hereunder exceed the license fees paid by you to RABBITMACHT for licensing the Content.
No Liability for Hardware, Objects or Services
You assume complete responsibility for all hardware and objects (physical or other) used in conjunction with the Content. RABBITMACHT shall not be responsible in any way for the non-performance or malfunction of any hardware, objects or Services related to the utilization of RABBITMACHT Content.
Severability.
If any part of this Agreement is found to be unenforceable, the other provisions shall remain fully valid and enforceable. It is the intention and agreement of the parties that all of the terms and conditions hereof be enforced to the fullest extent permitted by law.
Assignment.
This Agreement, and any rights and licenses granted hereunder, may not be transferred or assigned by you but may be assigned by RABBITMACHT without restriction.
Cause for Action
Regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to this Agreement or your use of the Content must be filed within one (1) year after such claim or cause of action arose or be forever barred.
3.0 Injunctive Remedies.
Restraint from Use of Content
The remedies provided herein shall not be deemed exclusive, but shall be cumulative and shall be in addition to all other remedies provided by law and equity. No delay or omission in the exercise of any remedy herein provided or otherwise available to RABBITMACHT shall impair or affect RABBITMACHT’s right to exercise the same. An extension of indulgence or forbearance (which must be in writing) shall not otherwise alter or affect RABBITMACHT’s rights or obligations nor be deemed to be a waiver thereof. The parties hereto agree that breach of any provisions of non-disclosure, secrecy, confidentiality, copying, use, protection, and security in this Agreement by you will cause immediate and irreparable damage and injury to RABBITMACHT. Each of the parties confirms that damages at law may be an inadequate remedy for breach or threatened breach of any such provisions. The parties agree that in such event RABBITMACHT shall be entitled by right to an injunction restraining you from violating any of said provisions. You hereby acknowledge that RABBITMACHT has disclosed or will disclose to you valuable proprietary data set products, which are new and unique and give RABBITMACHT a competitive advantage in the marketplace; that RABBITMACHT intends to use such information to expand its business throughout the world; and that a violation of any of the provisions of this Agreement is material and important and RABBITMACHT shall, in addition to all other rights and remedies available hereunder, at law or otherwise, be entitled to a temporary restraining order and an injunction to be issued by any court of competent jurisdiction enjoining and restraining you from committing any violation of said provisions, and you shall consent to the issuance of such injunction. You acknowledge that the remedies provided for in this Agreement are not injurious to or violative of any public interest or policy, and will not create a hardship greater than is necessary to protect the interests of RABBITMACHT.
Arbitration Remedies.
Any dispute arising out of or relating to this Agreement, or a breach thereof, shall be determined by arbitration. Any such arbitration shall be in English. The decision of the arbitrator shall be final, conclusive and binding on the parties. Judgment may be entered on the arbitrator’s decision in any court having jurisdiction.
4.0 Trademark and Copyright.
RABBITMACHT (PTY) LTD., 17 Culm Rd, Plumstead, Cape Town, South Africa, 7801
Trademark and Copyright. All RABBITMACHT products are trademarks or registered trademarks of RABBITMACHT. All other brand and product names are trademarks or registered trademarks of their respective holders.
5.0 Term and Termination of the Right to Use.
Term.
The term of this Addendum shall begin on the date that you first upload to any of the Sites owned by RABBITMACHT and shall continue thereafter until RABBITMACHT’s Right to Use is terminated.
Termination.
Either you or RABBITMACHT may terminate the Right to Use the Other Content, or any part thereof, at any time, with or without cause, by providing written notice of termination to the other party (each a “Notice of Termination”), which notice shall identify the Other Content, or part thereof, for which the Right to Use shall be terminated. Termination by you of RABBITMACHT’s Right to Use shall become effective on the date that is thirty (30) days after RABBITMACHT’s receipt of the applicable Notice of Termination.
Effect of Termination.
Within fourteen (14) days after the termination of RABBITMACHT’s Right to Use, RABBITMACHT shall remove the applicable Other Content from the Sites owned by RABBITMACHT, and from all Content. The Agreement shall survive any expiration or termination of the Addendum and shall survive any termination or expiration of the Agreement, the Addendum or RABBITMACHT’s Right to Use.
6.0 Representations and Warranties.
Consent
You hereby represent and warrant that you have the full right and power to enter into this Agreement and to grant RABBITMACHT the Right to Use the Other Content pursuant to the terms and conditions of the Agreement and Addendums.
You have obtained consent from all persons whose image, likeness, name, identity or other personal attributes are contained in the Other Content to use such image, likeness, name, identity or personal attributes in the Content.
The Other Content does not infringe, misappropriate or violate any rights of any third party, including, but not limited to, any trademark, copyright, patent, trade secret, right of privacy or publicity, moral rights or other similar rights.
The Other Content does not violate any law, statute, ordinance or regulation.
The Other Content is not defamatory, libelous, threatening, pornographic, obscene, harmful to minors, and does not violate child pornography or child sexual exploitation laws.
The Other Content does not contain any spyware, adware, ransomware, rootkit, key-logger, virus, trojan, worm, or other code or mechanism designed to damage, collect information from or provide unauthorized access to or control of RABBITMACHT’s Sites, networks or other computer systems (“RABBITMACHT’s Systems”), or which may restrict RABBITMACHT’s ability to access, monitor and control RABBITMACHT’s Systems.
7.0 Indemnification.
General Indemnification
You shall indemnify and hold RABBITMACHT harmless from and against any and all claims, liabilities, damages, costs and expenses (including reasonable attorneys’ fees) arising out of or relating to (i) any actual or alleged infringement, misappropriation or violation by the Other Content of a trademark, copyright, patent, trade secret, right of privacy or publicity, moral rights or other rights of any third party; or (ii) any breach by you of the representations and warranties contained in this document. This Section shall survive any expiration or termination of the Agreement or its Addendums.
Removal.
Notwithstanding any other provision of the Agreement or this Addendum, RABBITMACHT makes no commitment or warranty and has no obligation to ensure, that the Other Content, or any part thereof, will appear on the Sites owned by RABBITMACHT. Additionally, RABBITMACHT has the right, in its sole discretion, at any time and without notice to remove the Other Content or any part of the Other Content from the Sites owned by RABBITMACHT.
No Liability for Third-Party Use.
You acknowledge and agrees that (i) the RABBITMACHT Sites are accessible to the public through the Internet; and (ii) RABBITMACHT cannot and does not warrant that the Other Content will be protected from unauthorized access, copying or downloading. Accordingly, the parties agree that RABBITMACHT will not be liable for any third-party use of the Other Content.
8.0 Amendments to this Agreement
RABBITMACHT reserves the right, at its sole discretion, to modify or replace this Agreement at any time. If a revision is material we will provide at least 30 days notice prior to any new terms taking effect. What constitutes a material change will be determined at the sole discretion of RABBITMACHT.