Terms of Use. These pilot terms and conditions (the “Terms”) constitute the sole and entire agreement of Envision Charlotte and its customer (the “Customer”) with respect to the recycle pilot program (defined below), and supersede all prior or contemporaneous understandings, agreements, negotiations, representations and warranties, and communications, both written and oral. These Terms prevail over any terms or conditions contained in any other documentation and expressly exclude any of Customer’s general terms and conditions of sale or any other document issued by Customer in connection with the use of the Circular Charlotte sustainability mobile app – Charlotte Mosaic.
Access to Mobile App. In consideration of the Customer sign-up to the recycle pilot program, during the Pilot Period, Envision Charlotte will provide the Customer download and use of the Charlotte Mosaic for the Intended Purpose, and for no other purpose, in accordance with these Terms.
Conclusion of Pilot Period. For a period of 90 days following the Pilot Period, Envision Charlotte will maintain any data generated by Customer activities on Charlotte Mosaic. If Customer desires to continue use of the Charlotte Mosaic after the Pilot Period, Customer shall separately execute and accept the license agreement from Envision Charlotte for the use of Charlotte Mosaic.
Definitions. As used in these Terms:
“Charlotte Mosaic” means a mobile app developed, operated, and owned by 99Bridges, designed for Envision Charlotte to interact, and engage with Customers sign-up to the recycle and other future sustainability programs.
“Intended Purpose” means the Customers use of the mobile app, Charlotte Mosaic, to interact, and engaged with Envision Charlotte’s recycle pilot program.
“Pilot Period” means the 90-day period commencing on the date that Envision Charlotte receives the Customer sign-up request.
Restrictions on Use. Customer shall not (a) demonstrate, copy, sell, rent, lease, lend, sublicense, distribute, or otherwise transfer or provide access to Charlotte Mosaic to any third party; (b) publish or otherwise disclose information relating to the performance, quality, or capability of Charlotte Mosaic to any third party; (c) modify, reuse, disassemble, decompile, reverse engineer or otherwise translate any software contained within Charlotte Mosaic or any portion thereof; (d) create derivative works based on Charlotte Mosaic; or (e) delete, alter, cover, or distort any copyright, trademark, or other proprietary rights notice placed by Envision Charlotte and/or 99Bridges on or in Charlotte Mosaic.
Legal Compliance. Customer and Envision Charlotte shall each comply with all applicable laws and regulations with respect to the use of Charlotte Mosaic. Envision Charlotte may suspend Customer’s use of Charlotte Mosaic, in its sole discretion, for: (i) use of Charlotte Mosaic in a way that violates applicable laws and regulations or these Terms, or (ii) any instance of posting or uploading material that infringes or is alleged to infringe on the copyright or trademark rights of any person or entity.
Intellectual Property. 99Bridges owns and shall retain all right, title and interest in and to all intellectual property rights embodied in and appertaining to Charlotte Mosaic, including, without limitation, all such rights in the software and content, together with all improvements, enhancements, developments, derivative works, and other modifications thereto. As between Envision Charlotte and 99Bridges, Envision Charlotte will own and retain all rights to Customer data generated using Charlotte Mosaic for Envision Charlotte’s recycle pilot program.
Representations and Warranties. Envision Charlotte represents and warrants to Customer that it holds all rights necessary to grant the license set forth herein and to provide Charlotte Mosaic as contemplated by these Terms. EXCEPT AS SPECIFICALLY SET FORTH HEREIN, CHARLOTTE MOSAIC IS PROVIDED “AS IS” WITHOUT WARRANTY OF ANY KIND. ENVISION CHARLOTTE AND 99BRIDGES MAKES NO OTHER WARRANTY, EXPRESS OR IMPLIED, WITH RESPECT TO CHARLOTTE MOSAIC, AND ALL OTHER WARRANTIES, WHETHER EXPRESS OR IMPLIED, ARE HEREBY DISCLAIMED, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.
Limitations on Liability. To the extent permitted by law, in no event shall either Envision Charlotte, 99Bridges, or Customer be liable for any indirect, punitive, or consequential damages, including lost profits or business opportunities.