Services Evalutation Agreement

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Thank you for your interest in the software and services of EnPowered Inc (“EnPowered”).  We would be pleased to provide you with access to EnPowered’s software and services described below in accordance with this Services Evaluation Agreement and EnPowered’s Terms of Service (found at https://usearlo.com/terms), the terms of which are explicitly incorporated herein by this reference (collectively, the “Agreement”).  EnPowered’s Terms of Service are referred to herein as the “Terms of Service”.

 

In this Agreement, “You” or “you” means the entity to whose Arlo account [GL1] this Agreement is attached (being the account through which this Agreement is being accessed and executed), which may be: (a) you as an individual, or (b) your company, organization, or other entity, if you are agreeing to this Agreement on behalf of such company, organization, or other entity and are authorized to bind and act for such company, organization, or other entity.  You agree that, as of the date you are entering into this Agreement, the information provided through your account is accurate and complete, and that EnPowered may use and rely upon such information to provide services to you.

 

Software and Services

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EnPowered will provide you with access to the Software and Services as defined and described in the  Terms of Service.  Subject to technical parameters provided by EnPowered, you may also provide EnPowered with your logo for inclusion with the Software used by you to obtain the Services.

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Evaluation Period

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Your evaluation period for the Services shall commence on the date that you accept this Agreement by clicking on the appropriate acceptance link or button, and shall end two (2) weeks after such date.  Your evaluation period may be extended in EnPowered’s sole discretion, upon the written agreement of your EnPowered account manager specifying such extension.

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Fees and Payment

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The Services will be provided to you at no cost during the evaluation period. Following the evaluation period, fees for the Services shall be in accordance with EnPowered’s standard price list for such Services. 

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Evaluation Terms and Conditions:

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1. Usage.    EnPowered hereby grants you a temporary, personal, non-exclusive, revocable, non-transferable, license to use the Services during the evaluation period solely for the purposes of internally evaluating the Services to determine whether you wish to continue using the Services.  Your use of the Services is subject to the usage parameters and disclaimers set forth in the Terms of Service.  The Software and Services are owned by EnPowered and licensed to you, and nothing herein transfers any intellectual property rights therein to you.

2. No Warranty.  Because the Services are provided to you at a discounted rate for evaluation purposes, during the evaluation period, they are provided to you “AS IS”, without any warranty whatsoever.  EnPowered disclaims all express and implied warranties, conditions and representations, including without limitation any warranty of merchantability, fitness for a particular purpose, durability or non-infringement.  It is solely your responsibility to take prudent and appropriate measures to backup data and otherwise protect against the loss of data, damage to the integrity of files or damage to your resources.

3. No Liability.  During the evaluation period, in no event will EnPowered be liable to you or to any other party for any loss, damage, cost, injury or expense, including loss of time, money or goodwill, or for damages of any kind, whether direct, special, incidental, indirect or consequential. The limitations set out herein shall apply regardless of whether EnPowered has been advised of the possibility of such damages, or whether a claim against EnPowered arises from a breach of contract, tort (including negligence), breach of warranty, or any other type of civil liability.  Some jurisdictions do not allow the limitations or exclusions of certain types of damages and/or implied warranties and conditions.  The limitations, exclusions and disclaimers set forth herein shall not apply if and only to the extent that the laws of a competent jurisdiction require liabilities beyond and despite such limitations, exclusions and disclaimers.

4. Effect of Expiration.  Upon expiration of the evaluation period, unless you specifically notify EnPowered that you wish to discontinue using the Services and cease all use of the Services, you will be deemed to have entered into a services agreement with EnPowered respecting the Services, and your use of the Services shall be governed by the Terms of Service attached hereto.  Payment terms for such continued use of the Services shall be as set forth below, or as otherwise mutually agreed upon by you and EnPowered in writing.  Notwithstanding the foregoing, EnPowered reserves the right to refuse to offer the Services to you after the expiration of the evaluation period, and in such event, you must immediately cease all use of the Services.

5. Conflicts.  To the limited extent that the terms and conditions contained in this Services Evaluation Agreement conflict with the terms and conditions contained in the Terms of Service, the terms and conditions of this Services Evaluation Agreement shall prevail only during the evaluation period.  All other terms and conditions of the Terms of Service shall apply (both during the evaluation period and afterwards, should you continue using the Services), shall remain in full force and effect, and shall govern the obligations of the parties hereunder.

6. Electronic Agreement.  You acknowledge and agree that by clicking on the "I AGREE" button (or similar buttons or links as may be designated by EnPowered to show your acceptance of this Agreement and/or your agreement to use the Services), you are entering into a legally binding contract. You hereby agree to the use of electronic communication in order to enter into contracts and create other records, and to the electronic delivery of notices, policies and records of transactions relating to the Services. Furthermore, you hereby waive any rights or requirements under any laws or regulations in any jurisdiction which require an original (non-electronic) signature or delivery or retention of non-electronic records, to the extent permitted under applicable mandatory law.

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BY CLICKING ON THE ACCEPTANCE LINK OR BUTTON TO INDICATE YOUR ACCEPTANCE OF THIS AGREEMENT, YOU ARE AGREEING TO BE BOUND BY THE TERMS OF THIS AGREEMENT.  You agree that any additional or different terms and conditions, whether on your purchase order or otherwise, shall not apply.