Kaura

Terms of Use

Updated on

Terms of Use

Mobile Application and Website Terms of Use and End User License Agreement

This Mobile Application and Website Terms of Use and End User License Agreement (”EULA”) is a binding agreement between you (”End User” or “you”) and Chalk, Inc., a Colorado corporation (”Company”). This EULA governs your use of the Kaura mobile application (“App”) and the Kaura website, www.kaura.co, (“Website”, and together with the App, including all related documentation, the “Products”). The Products are licensed, not sold, to you.

BY CLICKING THE “AGREE” BUTTON OR BY DOWNLOADING, INSTALLING, OR USING THE PRODUCTS YOU (A) ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND THIS AGREEMENT; (B) REPRESENT THAT YOU ARE OF LEGAL AGE TO ENTER INTO A BINDING AGREEMENT; AND (C) ACCEPT THIS AGREEMENT AND AGREE THAT YOU ARE LEGALLY BOUND BY ITS TERMS. IF YOU DO NOT AGREE TO THESE TERMS, DO NOT DOWNLOAD, INSTALL, OR USE THE PRODUCTS AND DELETE THEM FROM YOUR PERSONAL DEVICE.

License Grant. Subject to the terms of this EULA, Company grants you a limited, non-exclusive, and nontransferable license to:

  • download, install, and/or use the Products for your personal, non-commercial use on one or more mobile devices or computers owned or otherwise controlled by you (”Personal Device”) strictly in accordance with the Products’ documentation; and
  • access, stream, download, and use on such Personal Device the App and the Website and products and services accessible thereon, and certain features, functionality, and content accessible on or through the App that may be hosted on the Website (collectively, “Content and Services”) made available in or otherwise accessible through the Products, strictly in accordance with this EULA and the EULA applicable to such Content and Services.

‌License Restrictions. You shall not:

  • copy the Products or any portion thereof, except as expressly permitted by this license;
  • modify, translate, adapt, or otherwise create derivative works or improvements, whether or not patentable, of the Products;
  • reverse engineer, disassemble, decompile, decode, or otherwise attempt to derive or gain access to the source code of the Products or any part thereof;
  • remove, delete, alter, or obscure any trademarks or any copyright, trademark, patent, or other intellectual property or proprietary rights notices from the Products, including any copy thereof;
  • rent, lease, lend, sell, sublicense, assign, distribute, publish, transfer, or otherwise profit from or make available the Products, or any features or functionality of the Products, to any third party for any reason, including by making the Products available on a network where it is capable of being accessed by more than one device at any time;
  • remove, disable, circumvent, or otherwise create or implement any workaround to any copy protection, rights management, or security features in or protecting the Products; or
  • use the Products in, or in association with, the design, construction, maintenance, or operation of any safety-critical applications, including medical or life-support systems, or any police, fire, or other safety response systems.

Reservation of Rights. You acknowledge and agree that the Products are provided under license, and not sold, to you. You do not acquire any ownership interest in the Products under this EULA, or any other rights thereto other than to use the Products in accordance with the license granted, and subject to all terms, conditions, and restrictions, under this EULA. Company and its licensors and service providers reserve and shall retain its entire right, title, and interest in and to the Products, including all copyrights, trademarks, and other intellectual property rights therein or relating thereto, except as expressly granted to you in this EULA.

Apple App Store Required Terms. Users who download the App through Apple’s App Store or use the App on an Personal Device that is an Apple personal device are subject to the following additional terms and conditions:

  • Acknowledgement: The EULA is concluded between Company and you only, and not with Apple, and Company, not Apple, is solely responsible for the Products and the content thereof. This EULA is subject to the most recent version of the Apple Media Services Terms and Conditions, which the parties hereto have had the opportunity to review. In the event of any conflict between this EULA and the Apple Media Services Terms and Conditions, the Apple Media Services Terms and Conditions shall control.
  • Scope of License: The license granted to you for the App is limited to a non-transferable license to use the App on any Apple-branded devices that the you own or control and as permitted by the Usage Rules set forth in the Apple Media Services Terms and Conditions, except that the App may be accessed and used by other accounts associated with the purchaser via Family Sharing or volume purchasing.
  • Maintenance and Support: Company is solely responsible for providing any maintenance and support services with respect to the App as specified herein or as required by applicable law. You and Company acknowledge that Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the App.
  • Warranty: Company is solely responsible for any product warranties, whether express or implied by law, to the extent not effectively disclaimed herein. In the event of any failure of the Products to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price for the App to you; and that, to the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the App, and any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty will be Company’s sole responsibility.
  • Product Claims: You and Company acknowledge that Company, not Apple, is responsible for addressing any claims you or any third party relating to the App or your possession and/or use of the App, including, but not limited to: (i) product liability claims; (ii) any claim that the App fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection, privacy, or similar legislation, including in connection with App’s use of the HealthKit and HomeKit frameworks. This EULA may not be construed to limit Company’s liability to you beyond what is permitted by applicable law.
  • Intellectual Property Rights: You and Company 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, Company, not Apple, will be solely responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim.
  • Legal Compliance: You represent and warrant that (i) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country; and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties.
  • Third Party Terms of Agreement: You must comply with applicable third-party terms of agreement when using the Products, e.g., if you are accessing the Products through a VPN, then you must not be in violation of the VPN’s user agreement when using the App.
  • Third Party Beneficiary: You and Company acknowledge and agree that Apple, and Apple’s subsidiaries, are third party beneficiaries of this EULA, and that, upon your acceptance of the terms and conditions of the EULA, Apple will have the right (and will be deemed to have accepted the right) to enforce the EULA against you and Company as a third party beneficiary thereof.

Developer Name and Address: You may direct your questions, complaints or claims to the Company at:

Company’s full legal name is: Chalk, Inc.

Company Email Address: support@kaura.co

Company Telephone Number: (720) 334-7825

Collection and Use of Your Information. You acknowledge that when you download, install, or use the Products, Company may use automatic means (including, for example, cookies and web beacons) to collect information about your Personal Device and about your use of the Products. You also may be required to provide certain information about yourself as a condition to downloading, installing, or using the Products or certain of their features or functionality, and the Products may provide you with opportunities to share information about yourself with others. All information we collect through or in connection with this Products is subject to our Privacy Policy https://kaura.co/privacy-policy/. By downloading, installing, using, and providing information to or through the Products, you consent to all actions taken by us with respect to your information in compliance with the Privacy Policy.

Changes to the EULA. We may revise and update this EULA from time to time in our sole discretion. All changes are effective immediately when we post them. Your continued use of the Products following the posting of revised EULA means that you accept and agree to the changes. You are expected to check this page from time to time so you are aware of any changes, as they are binding on you.

Accessing the Products and Account Security. We reserve the right to withdraw or amend the Products, and any service or material we provide through the Products, in our sole discretion without notice. We will not be liable if for any reason all or any part of the Products are unavailable at any time or for any period. From time to time, we may restrict access to some parts of the Products, or all of the Products, to users, including registered users.

You are responsible for both:

  • Making all arrangements necessary for you to have access to the Products.
  • Ensuring that all persons who access the Products through your internet connection are aware of these EULA and comply with them.

To access the Products or some of the resources it offers, you may be asked to provide certain registration details or other information. It is a condition of your use of the Products that all the information you provide on the Products is correct, current, and complete.

If you choose, or are provided with, a username, password, or any other piece of information as part of our security procedures, you must treat such information as confidential, and you must not disclose it to any other person or entity. You also acknowledge that your account is personal to you and agree not to provide any other person with access to the Products or portions of it using your user name, password, or other security information. You agree to notify us immediately of any unauthorized access to or use of your user name or password or any other breach of security. You also agree to ensure that you exit your account at the end of each session. You should use particular caution when accessing your account from a public or shared computer so that others are not able to view or record your password or other personal information.

We have the right to disable any username, password, or other identifier, whether chosen by you or provided by us, at any time in our sole discretion for any or no reason, including if, in our opinion, you have violated any provision of these EULA.

Intellectual Property Rights. The Products and their entire contents, features, and functionality (including but not limited to all information, software, text, displays, images, video, and audio, and the design, selection, and arrangement thereof) are owned by the Company, its licensors, or other providers of such material and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws.

These EULA permit you to use the Products for your personal, non-commercial use only. You must not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, or transmit any of the material on our Products, except as follows:

  • You may download a copy of the App on your Personal Device.
  • Your computer may temporarily store copies of such materials in RAM incidental to your accessing and viewing those materials.
  • You may store files that are automatically cached by your Web browser for display enhancement purposes.
  • You may print or download one copy of a reasonable number of pages of the Products for your own personal, non-commercial use and not for further reproduction, publication, or distribution.

If you print, copy, modify, download, or otherwise use or provide any other person with access to any part of the Products in breach of the EULA, your right to use the Products will stop immediately and you must, at our option, return or destroy any copies of the materials you have made. No right, title, or interest in or to the Products or any content on the Products is transferred to you, and all rights not expressly granted are reserved by the Company. Any use of the Products not expressly permitted by these EULA is a breach of these EULA and may violate copyright, trademark, and other laws.

Third-Party Materials. The Products may display, include, or make available third-party content (including data, information, applications, and other products, services, and/or materials) or provide links to third-party websites or services, including through third-party advertising (”Third-Party Materials”). You acknowledge and agree that Company is not responsible for Third-Party Materials, including their accuracy, completeness, timeliness, validity, copyright compliance, legality, decency, quality, or any other aspect thereof. Company does not assume and will not have any liability or responsibility to you or any other person or entity for any Third-Party Materials. Third-Party Materials and links thereto are provided solely as a convenience to you, and you access and use them entirely at your own risk and subject to such third parties’ terms and conditions.

Trademarks. The Company name, the terms Kaura, the Company logo, and all related names, logos, product and service names, designs, and slogans are trademarks of the Company or its affiliates or licensors. You must not use such marks without the prior written permission of the Company. All other names, logos, product and service names, designs, and slogans on this Products are the trademarks of their respective owners.

Geographic Restrictions. The Content and Services are based in the state of Colorado in the United States and provided for access and use only by persons located in the United States. You acknowledge that you may not be able to access all or some of the Content and Services outside of the United States and that access thereto may not be legal by certain persons or in certain countries. If you access the Content and Services from outside the United States, you are responsible for compliance with local laws.

Updates. Company may from time to time in its sole discretion develop and provide updates to the Products, which may include upgrades, bug fixes, patches, other error corrections, and/or new features (collectively, including related documentation, “Updates”). Updates may also modify or delete in their entirety certain features and functionality. You agree that Company has no obligation to provide any Updates or to continue to provide or enable any particular features or functionality. Based on your Personal Device settings, when your Personal Device is connected to the internet either:

  • the Products will automatically download and install all available Updates; or
  • you may receive notice of or be prompted to download and install available Updates.

You shall promptly download and install all Updates and acknowledge and agree that the Products or portions thereof may not properly operate should you fail to do so. You further agree that all Updates will be deemed part of the Products and be subject to all terms and conditions of this EULA.

Term and Termination.

  • The term of EULA commences when you download or install the Products or acknowledge your acceptance and will continue in effect until terminated by you or Company as set forth in this Section.
  • You may terminate this EULA by deleting the Products and all copies thereof from your Personal Devices.
  • Company may terminate this EULA at any time without notice if it ceases to support the Products, which Company may do in its sole discretion or upon notice to you. In addition, this EULA will terminate immediately and automatically without any notice if you violate any of the terms and conditions of this EULA.
  • Upon termination:
    • all rights granted to you under this EULA will also terminate; and
    • you must cease all use of the Products and delete all copies of the Products from your Personal Devices and account.
  • Termination will not limit any of Company’s rights or remedies at law or in equity.

Disclaimer of Warranties. THE PRODUCTS ARE PROVIDED TO END USER “AS IS” AND WITH ALL FAULTS AND DEFECTS WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, COMPANY, ON ITS OWN BEHALF AND ON BEHALF OF ITS AFFILIATES AND ITS AND THEIR RESPECTIVE LICENSORS AND SERVICE PROVIDERS, EXPRESSLY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, WITH RESPECT TO THE PRODUCTS, INCLUDING ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, AND WARRANTIES THAT MAY ARISE OUT OF COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE, OR TRADE PRACTICE. WITHOUT LIMITATION TO THE FOREGOING, COMPANY PROVIDES NO WARRANTY OR UNDERTAKING, AND MAKES NO REPRESENTATION OF ANY KIND THAT THE PRODUCTS WILL MEET YOUR REQUIREMENTS, ACHIEVE ANY INTENDED RESULTS, BE COMPATIBLE, OR WORK WITH ANY OTHER SOFTWARE, APPS, SYSTEMS, OR SERVICES, OPERATE WITHOUT INTERRUPTION, MEET ANY PERFORMANCE OR RELIABILITY STANDARDS, OR BE ERROR-FREE, OR THAT ANY ERRORS OR DEFECTS CAN OR WILL BE CORRECTED.

Limitation of Liability. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL COMPANY OR ITS AFFILIATES, OR ANY OF ITS OR THEIR RESPECTIVE LICENSORS OR SERVICE PROVIDERS, HAVE ANY LIABILITY ARISING FROM OR RELATED TO YOUR USE OF OR INABILITY TO USE THE PRODUCTS OR THE CONTENT AND SERVICES FOR:

PERSONAL INJURY, PROPERTY DAMAGE, LOST PROFITS, COST OF SUBSTITUTE GOODS OR SERVICES, LOSS OF DATA, LOSS OF GOODWILL, BUSINESS INTERRUPTION, COMPUTER FAILURE OR MALFUNCTION, OR ANY OTHER CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY, SPECIAL, OR PUNITIVE DAMAGES.

DIRECT DAMAGES IN AMOUNTS THAT IN THE AGGREGATE EXCEED THE AMOUNT ACTUALLY PAID BY YOU FOR THE PRODUCTS.

THE FOREGOING LIMITATIONS WILL APPLY WHETHER SUCH DAMAGES ARISE OUT OF BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE AND REGARDLESS OF WHETHER SUCH DAMAGES WERE FORESEEABLE OR COMPANY WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME JURISDICTIONS DO NOT ALLOW CERTAIN LIMITATIONS OF LIABILITY SO SOME OR ALL OF THE ABOVE LIMITATIONS OF LIABILITY MAY NOT APPLY TO YOU.

Indemnification. You agree to indemnify, defend, and hold harmless Company and its officers, directors, employees, agents, affiliates, successors, and assigns from and against any and all losses, damages, liabilities, deficiencies, claims, actions, judgments, settlements, interest, awards, penalties, fines, costs, or expenses of whatever kind, including attorneys’ fees, arising from or relating to your use or misuse of the Products or your breach of this EULA, including but not limited to the content you submit or make available through this Products.

Export Regulation. The App may be subject to US export control laws, including the Export Control Reform Act and its associated regulations. You shall not, directly or indirectly, export, re-export, or release the Products to, or make the Products accessible from, any jurisdiction or country to which export, re-export, or release is prohibited by law, rule, or regulation. You shall comply with all applicable federal laws, regulations, and rules, and complete all required undertakings (including obtaining any necessary export license or other governmental approval), prior to exporting, re-exporting, releasing, or otherwise making the App available outside the US.

US Government Rights. The App is commercial computer software, as such term is defined in 48 C.F.R. §2.101. Accordingly, if you are an agency of the US Government or any contractor therefor, you receive only those rights with respect to the App as are granted to all other end users under license, in accordance with (a) 48 C.F.R. §227.7201 through 48 C.F.R. §227.7204, with respect to the Department of Defense and their contractors, or (b) 48 C.F.R. §12.212, with respect to all other US Government licensees and their contractors.

Severability. If any provision of this EULA is illegal or unenforceable under applicable law, the remainder of the provision will be amended to achieve as closely as possible the effect of the original term and all other provisions of this EULA will continue in full force and effect.

Governing Law. This EULA is governed by and construed in accordance with the internal laws of the State of Colorado without giving effect to any choice or conflict of law provision or rule. Any legal suit, action, or proceeding arising out of or related to this EULA or the Products shall be instituted exclusively in the federal courts of the United States or the courts of the State of Colorado in each case located in the City and County of Denver. You waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts.

Limitation of Time to File Claims. ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE PRODUCTS MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES OTHERWISE SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.

Entire Agreement. This EULA and our Privacy Policy constitute the entire agreement between you and Company with respect to the Products and supersede all prior or contemporaneous understandings and agreements, whether written or oral, with respect to the Products.

Waiver. No failure to exercise, and no delay in exercising, on the part of either party, any right or any power hereunder shall operate as a waiver thereof, nor shall any single or partial exercise of any right or power hereunder preclude further exercise of that or any other right hereunder. In the event of a conflict between this EULA and any applicable purchase or other terms, the terms of this EULA shall govern.