Wicked Good Software Inc. Terms of Use & Service

(As of: December 1, 2014)

PLEASE READ THESE TERMS OF USE CAREFULLY BEFORE USING THE SERVICES OFFERED BY WICKED GOOD SOFTWARE, INC. ("WGS", “WICKEDGOOD”, "WICK'DGOOD"), A NEW HAMPSHIRE CORPORATION. THESE TERMS OF USE SET FORTH THE LEGALLY BINDING TERMS AND CONDITIONS FOR YOUR USE OF THE SERVICES, WEB SITES, FEATURES, CONTENT, APPLICATIONS OR WIDGETS OFFERED BY WGS (COLLECTIVELY, THE "SERVICES").

Acceptance of Terms

The terms and conditions below (the "Terms") are intended to make you aware of your legal rights and responsibilities with respect to your access to and use of WickedGood and any related software applications whether existing now or in the future (collectively, the "Services").

We aim to make your experience using the Services enjoyable. By accessing or using the Services, you agree to be bound by these Terms, which in part are intended to make sure your legal rights are respected by other users of the Services, and that in turn you respect the legal rights of WGS and its other users. These Terms constitute the complete agreement between you and WGS, regarding the Services. We may change the Terms at any time by posting a revised Terms of Service on this page; such changes will be effective upon posting. Please carefully read the entire Terms.

Use of Services

You agree:

• to use the Services only in compliance with these Terms and applicable law, and in a manner that does not violate our legal rights or those of any third party.
• that you will only use the Services for your own personal use. You must be at least 13 years of age to use the Services. Use of the Services is void where prohibited.

Certain portions of the Services may be secured or otherwise protected from access except for authorized users with valid login and password information. Individuals without authorization attempting to access these portions of the Services may be subject to prosecution.

Account Registration

You must create an account in order to use some of the features offered by the Services, including without limitation to claim your business' listing on the Services. Use of any personal information you provide to us during the account creation process is governed by our Privacy Policy. You are entirely responsible for maintaining the confidentiality and security of your account and you are responsible for all changes and updates submitted through your account and all activities that occur in connection with your account. You agree to notify us immediately of any unauthorized use of your account by either completing the online form here, or other methods as directed by us from time to time. We reserve the right to suspend access to or close your account at any time for any or no reason.

In creating an account and/or claiming your business' listing, you represent to us that all information provided to us in such process is true, accurate and correct. If you are creating an account or claiming a listing on behalf of a business, then you represent to us that you are the owner or authorized agent of such business. You shall not impersonate someone else, create or use an account for anyone other than yourself, provide an email address other than your own, create multiple accounts or business listings except as otherwise authorized by us, or provide or use false information to obtain access to a business' listing on the Services that you are not legally entitled to claim. You shall not use a User Name or WGS account that is subject to any rights of a person other than you without appropriate authorization. You shall not use a User Name that is a name that is otherwise offensive, vulgar or obscene or otherwise unlawful. You acknowledge that any false claiming of a business may cause WickedGood or third parties to incur substantial economic damages and losses for which you may be held accountable.

Ownership of Content

A. Your Content

You own all content you submit to the Services, including but not limited to profile information, reviews, images, messages, and any other materials ("Your Content"). By submitting Your Content you hereby irrevocably grant us a perpetual, world-wide, non-exclusive, royalty-free, sub-licensable and transferable license and right to use Your Content for any purpose and in any media now existing or in the future. You also irrevocably grant the users of the Services and third party websites, mobile applications and other platforms who obtained Your Content from us ("Third Party Applications") the same right you have granted to us herein to use Your Content in connection with their use of the Services and Third Party Applications. By "use" we mean use, copy, display, distribute, modify, translate, reformat, incorporate into advertisements and other works, promote, create derivative works, and in the case of Third Party Applications, allow their users and others to do the same. You irrevocably waive, and cause to be waived, any claims and assertions of moral rights or attribution with respect to Your Content brought against us, any Third Party Applications and our and their users.

You are responsible for Your Content. You assume all risks associated with Your Content, including anyone's reliance on its quality, accuracy, or reliability, or any disclosure by you of information in Your Content that makes you personally identifiable. You may be held liable for Your Content.

In submitting Your Content to us, you represent that:

1. You are the sole author of Your Content, and Your Content are not copied from or based on, in whole or in part, any other work or website, except works in the public; and
2. Use of Your Content by us, Third Party Applications and our and their users will not violate or infringe any right of yours or any third party.

With regard to Your Content which are images, you agree that at least one of the following is met:

1. You have taken the photograph or created the artwork being submitted;
2. You own the rights to the image; or
3. You have explicit permission from the rights-holder to submit such image or artwork for use on our Services and Third Party Applications and to grant the rights you have granted herein.ve explicit permission from the rights-holder to submit such image or artwork for use on our Services and Third Party Applications and to grant the rights you have granted herein.

Lastly, you agree that any of Your Content submitted to us will not:

1. Be unlawful, harmful, threatening, abusive, harassing, tortious, indecent, defamatory, vulgar, profane, obscene, libelous, hateful or otherwise objectionable;
2. Contain material that violates the standards of good taste or the standards of the Services;
3. Violate any third-party right, including, but not limited to, right of privacy, right of publicity, copyright, trademark, patent, trade secret, or any other intellectual property or proprietary rights;
4. Accuse others of illegal activity, or describe physical confrontations;
5. Contain material that is illegal, or that violates any federal, state, or local law or regulation;
6. Contain language or images intended to impersonate another person;
7. Disguise or attempt to disguise the origin of Your Content;
8. Be of a nature that does not address the goods and services, atmosphere, or other attributes of the business or have no qualitative value;
9. Be considered a form of deceptive advertisement or cause, or be a result of, a conflict of interest;
10. Be commercial in nature, including but not limited to spam, surveys, contests, pyramid schemes or other advertising materials;
11. Assert or imply that Your Content is in any way sponsored or endorsed by us; or
12. Contain material that is not in English; each as determined in our sole discretion.

We may use, post or refuse to post, disable from view, remove or reinstate any content (including Your Content) in our sole discretion. Without limiting the generality of the foregoing, we may, but are not obligated to, hide or remove any of Your Content that we determine, in our sole discretion, to be in violation of the terms hereof. We are not obligated to return any of Your Content to you under any circumstances.

B. Our Content

We are the sole and exclusive copyright owners of the Services and our content, including, but not limited to, visual interfaces, interactive features, graphics, design, compilation, computer code, products, software, aggregate user review ratings, reports and other usage-related data in connection with activities associated with your account and all other elements and components of the Services excluding Your Content and third party content ("Our Content"). We also exclusively own the copyrights, trademarks, service marks, logos, trade names, trade dress and other intellectual and proprietary rights throughout the world (the "IP Rights") associated with the Services and Our Content, which may be protected by copyright, patent, trademark and other applicable intellectual property and proprietary rights and laws. You may not use, copy, display, distribute, modify, translate, reformat, incorporate into advertisements and other works, promote, create derivative works, or in any way exploit or allow others to exploit any of Our Content in whole or in part except as expressly authorized by us. Except as otherwise expressly granted to you in writing, we do not grant you any other express or implied right or license to the Services, Our Content or our IP Rights.

C. Copyright Infringement

If you believe that your copyright has been or is being infringed upon by material found in the Services, you are required to follow the below procedure to file a notification pursuant to the U.S. Digital Millennium Copyright Act (the "DMCA"). You may be subject to liability under Section 512(f) of the DMCA if you knowingly make any misrepresentations on a take-down notice:

• Identify in writing the copyrighted material that you claim has been infringed upon;
• Identify in writing the material on the Services that you allege is infringing upon copyrighted material, and provide sufficient information that reasonably identifies the location of the alleged infringing material (for example, the user name of the alleged infringer and the business listing it is posted under);
• Include the following statement: "I have a good faith belief that the use of the content on the Services as described above is not authorized by the copyright owner, its agent, or law.";
• Include the following statement: "I swear under penalty of perjury that the information in my notice is accurate and I am the copyright owner or I am authorized to act on the copyright owner's behalf."
• Provide your contact information including your address, telephone number, and e-mail address (if available);
• Provide your physical or electronic signature; and

• Send the written communication to:

  Wicked Good Software, Inc

  1 Old Dover Road, Suite 9

  Rochester, NH 03867

  Email: support@wickedgoodsoftware.com

  Attention: Legal Department - Copyright Notice

No Endorsement of Content

Some of the content available through the Services may include materials that belong to third parties. We also obtain business addresses, phone numbers and other contact information from third party vendors who obtain their data from public sources. We have no control over, and make no representation or endorsement regarding the accuracy, relevancy, copyright compliance, legality, completeness, timeliness or quality of any product, services, advertisements and other content appearing in or linked to from the Services. We do not screen or investigate third party material before or after including them on our Services. We reserve the right, in our sole discretion and without any obligation, to make improvements to, or correct any error or omissions in, any portion of the content accessible on the Services. Where appropriate, we may in our sole discretion and without any obligation, verify any updates, modifications, or changes to any content accessible on the Services, but shall not be liable for any delay or inaccuracies related to such updates.

Third party content, including those posted by our users, do not reflect our views or that of our parent, subsidiary, affiliated companies, employees, officers, directors, or shareholders. In addition, none of the content available through the Services are endorsed or certified by the providers or licensors of such third party content. We assume no responsibility or liability for any of Your Content or any third party content. In addition, we do not assume responsibility or liability for any claims, damages or losses resulting from your reliance or use of the Services, any Third Party Applications or the materials contained herein or therein. Without limiting the generality of the foregoing, we expressly disclaim any liability for any offensive, defamatory, illegal, invasive, unfair, or infringing content provided by third parties.

Restrictions on Use

Without limiting the generality of these Terms, you specifically agree not to do the following while using the Services:

• Use the Services for illegal or unauthorized uses;
• Impersonate any person or entity;
• "Stalk" or harass other users or persons;
• Harm minors in any way;
• Falsely state or misrepresent your affiliation with another person or entity;
• Infringe any patent, trademark, trade secret, service mark, copyright, or other intellectual property right of another person;
• Access or use the account of another user without permission;
• Solicit, spam or otherwise advertise to users and/or business using Our Content or the Services;
• Distribute unsolicited or unauthorized advertising, surveys, contests, promotional materials, "junk mail", "spam", "chain letters", "pyramid schemes", or other messages for any purposes;
• Distribute computer viruses or other code, files, or programs that interrupt, destroy, or limit the functionality of any computer software or hardware or telecommunications equipment;
• Interfere with, disrupt, or destroy the functionality or use of any features of the Services;
• Interfere with, disrupt, or destroy the servers or networks connected to the Services, or disobey any rules or regulations applicable to such servers or networks;
• "Hack" or access without permission our proprietary or confidential records, those of another user, or those of anyone else;
• Violate any contract or fiduciary relationship (for example, by disclosing proprietary or confidential information of your employer or client in breach of any employment, consulting, or non-disclosure agreement);
• Violate any applicable law, rule, or regulation (for example, by disclosing or trading on inside information in violation of securities law);
• Decompile, reverse engineer, disassemble or otherwise attempt to derive source code from the Services;
• Remove, circumvent, disable, damage or otherwise interfere with security-related features, or features that enforce limitations on use of, the Services; and/or
• Modify, copy, publish, license, sell, rent, lease, lend, transfer or otherwise commercialize any rights to the Services or Our Content; each as determined in our sole discretion.

We may at any time in our sole discretion (i) move, edit, delete, or destroy any materials that you provide or deliver; (ii) access, preserve, or disclose in accordance with our Privacy Policy any materials that you provide or deliver including information that may be collected from you from your web browser or mobile device; (iii) suspend or terminate your access to and use of the Services or any of their features in response to a breach of these Terms, or for any or no reason; or (iv) take any other action available at law in response to a breach of these Terms.

Mobile

Without limiting any other provisions of these Terms, this section is specific to the use of WickedGood's downloadable software application(s) (the "Application").

A. Use of Content Through the Application

You may choose to download solely for your personal use the Application onto your mobile or wireless device and/or platform (each, a "Mobile Device"). You may not use the Application on any Mobile Device that you do not own or control. Except for use expressly permitted in this Agreement, you may not make other use of any content available through the Application without our express written consent. You will not modify, publish, transmit, participate in the transfer or sale, create derivative works, or in any way exploit, any of the content, in whole or in part, found on the Application. You will not make any changes to any content that you are permitted to download under this Agreement, and in particular you will not delete or alter any proprietary rights or attribution notices in any content. You agree that by downloading the Application you are granted a license to use, but do not otherwise acquire any ownership rights in, the downloaded content.

We may automatically check the version of the Application installed on your Mobile Device and, if applicable, provide updates for the Application (the "Updates"). Updates may include, but are not limited to, bug fixes, patches, enhanced functionality, plug-ins and new versions of the Application. By installing the Application, you authorize the automatic download and installation of Updates and agree to download and install Updates manually as requested from time to time.

We have the right to temporarily disable or permanently discontinue any and all functionality of the Application at any time without notice and with no liability to you.

B. Third Party Beneficiaries

Apple Inc., Google Inc. and Research In Motion Limited are third party beneficiaries to these Terms. They are not obligated to provide any support, service or maintenance in regards to the Application. However, as third party beneficiaries they have the right to enforce these Terms against you.

Privacy and Security

Please click here to review our Privacy Policy for details on information we may collect about you and the software(s) and hardware(s) you are using, including without limitation, location information that may be collected as a result of your use of the Services through a Mobile Device. It is important that you read and understand the terms of our Privacy Policy.

We make efforts to maintain the security of user submissions. For example, we arrange for encryption, firewall, antivirus, and spyware protection to the extent that we deem advisable to protect your personal information and conduct our business. However, we do not guarantee the security of the Services, our records, your submissions, or anything else. We disclaim all liability for any computer virus or technological problems that we do not intentionally cause. You are encouraged to install and maintain up-to-date security software on your computer.

Disclaimer of Warranties and Limitation of Liability

A. Disclaimer of Warranties

YOU BEAR THE ENTIRE RISK OF USING THE SERVICES AND ANY PRODUCTS OR SERVICES INCLUDED OR ADVERTISED ON, OR LINKED TO FROM, THE SERVICES. WE MAKE NO WARRANTIES, GUARANTEES, REPRESENTATIONS, OR PROMISES REGARDING THE ACCURACY, COMPLETENESS, RELIABILITY, OR SUITABILITY OF THE INFORMATION CONTAINED, OR PRODUCTS OR SERVICES OFFERED IN THE SERVICES. THE INFORMATION MAY CONTAIN ERRORS OR OMISSIONS, FOR WHICH WE EXPRESSLY DISCLAIM ANY LIABILITY. THE SERVICES AND THE ENTIRE CONTENTS THEREOF ARE PROVIDED TO YOU "AS IS" AND "AS AVAILABLE", WITHOUT WARRANTY OF ANY KIND, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, OR NON-INFRINGEMENT.

WE MAKE NO WARRANTIES, GUARANTEES, REPRESENTATIONS, OR PROMISES REGARDING THE COMPATIBILITY OF OUR SERVICES WITH ANY PARTICULAR SOFTWARE OR HARDWARE DEVICES. YOUR USE OF THE SERVICES IS AT YOUR OWN DISCRETION AND RISK, AND YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGES TO YOUR SOFTWARE OR HARDWARE DEVICE OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OR USE OF THE SERVICES.

B. Limitation of Liability

UNDER NO CIRCUMSTANCES WILL WE BE LIABLE FOR ANY SPECIAL, INDIRECT, CONSEQUENTIAL, INCIDENTAL, OR PUNITIVE DAMAGES ARISING OUT OF YOUR USE OF THE SERVICES OR ANY PRODUCTS OR SERVICES INCLUDED OR ADVERTISED IN THE SERVICES, INCLUDING WITHOUT LIMITATION THE PERFORMANCE OR NON-PERFORMANCE OF ANY RESTAURANT IN CONNECTION WITH THE SERVICES, WHETHER THE CLAIM FOR DAMAGES IS BASED ON CONTRACT, TORT, OR OTHERWISE. IN NO EVENT SHALL OUR TOTAL LIABILITY TO YOU EXCEED THE AMOUNT YOU PAID TO US, IF ANY, FOR THE USE OF THE SERVICES.

Miscellaneous

A. Indemnity

You agree to indemnify, defend, and hold harmless us and our affiliates, subsidiaries, successors, assignees, licensees, directors, officers, employees, agents, contractors, vendors, business partners, owners, and professional advisors from any claims, damages, liabilities, costs, or expenses (including without limitation court costs, collection costs, and reasonable attorney fees) related to (i) Your Content, (ii) your unauthorized use of the Services, or products or services included or advertised in the Services; or (iii) your breach of these Terms.

B. Data Fees

Data, messaging, or other ISP and carrier fees may apply in your use of the Services.

C. Changes to the Terms

WickedGood may modify these Terms from time to time. When changes are made, we will notify you by making the revised version available on this webpage, and will indicate at the top of this page the date that revisions were last made. You should revisit these Terms on a regular basis as revised versions will be binding on you. Any such modification will be effective upon our posting of the new Terms. If you do not agree to, or cannot comply with, these Terms as modified, you must stop using the Services and, if applicable, cancel your account. You understand and agree that your continued use of the Services after any posted modification to the Terms indicates your acceptance of the modification.

D. Interpretation

The section and subject headings in these Terms are included for reference only and shall not be used to interpret any provisions of these Terms. These Terms shall not be construed against us on the grounds that we conducted or arranged for the drafting of the Terms.

E. Governing Law/Dispute Resolution

These Terms are governed exclusively by the laws of the State of New Hampshire and the United States. Any controversy or claim relating to these Terms or the Services shall be submitted to the judicial courts located in Rockingham County in the State of New Hampshire. You consent to the exclusive jurisdiction of those courts. You must commence any legal action against us within one (1) year after the alleged harm initially occurs. Failure to commence the action within that period shall forever bar any claims or causes of action regarding the same facts or occurrence. WHERE PERMITTED BY LAW, YOU HEREBY WAIVE YOUR RIGHTS TO A JURY TRIAL.

F. Severability

If any provision of these Terms is deemed unlawful, invalid, or unenforceable by a judicial court for any reason, then that provision shall be deemed severed from these Terms, and the remainder of the Terms shall continue in full force and effect.