User Agreement
  1. Definitions:

1. "Licensee" shall mean a physical person or legal entity that has registered/created an account on the Website.

2. "EULA" shall mean this standard End User License Agreement.

3. "Instantbasketball" shall mean the licensor.

4. "Website" shall mean the online platform providing online service tool, utility, documentation, or similar delivered by instantbasketball including the license file, and any revision, update, or upgrade here to which are made available by instantbasketball to the End User under the terms and conditions set out in this EULA.

5. "Working day" shall mean Monday to Friday, except for national holidays in California, USA.


  1. Scope Of The End User License:


  1. Instantbasketball hereby grants to the Licensee a non-assignable and non-exclusive right to use the Website in accordance with the terms and conditions set out in this EULA solely for the Licensee’s own services. The license is effective upon the registration/creation of an account on Instantbasketball by the Licensee and remains in force until termination by either party.


  1. The license cab be as (i) a perpetual license or (ii) a subscription license that needs to be renewed monthly or annually (every 12 months).


  1. A perpetual license gives the Licensee a right to use the licensed version of the Website perpetually.


  1. A subscription license gives the Licensee a right to use the Website (the current or at any time the latest version) one (1) month or one (1) year from the registration/creation of an account on Instantbasketball. The Instantbasketball Pricelist will determine which options are available. If the subscription license is not renewed, the Licensee no longer has any right to use the Website.


  1. A subscription license is automatically renewed, unless the Licensee has informed Instantbasketball otherwise by giving three (3) months' written notice before the end of an update term (a 12-month period) for a yearly subscription – or two (2) weeks’ notice for a monthly subscription.


  1. The Website is a standard online platform. It shall be the sole responsibility of the Licensee to ensure that the functions of the Website fulfill the requirements and expectations of the Licensee.

  2. The Licensee’s right to use the Website requires that the Licensee has accepted the terms     and conditions in this EULA. One license (perpetual or subscription) gives the Licensee the     right to use the Website for one physical person or one legal entity, for the number of users and user types acquired, and for one database along with a restriction to operate the Instantbasketball account on maximum of (3) three devices.


  1. The Licensee agrees that Instantbasketball may audit the Licensee's use of the Website for compliance with this EULA at any time, upon reasonable notice. In the event that such an       audit reveals any use of the Website by the Licensee other than in full compliance with the terms of this EULA, the Licensee shall reimburse Instantbasketball for all reasonable expenses related to such an audit in addition to any other liabilities the Licensee may incur as a result of such non-compliance.


  1. The Licensee shall not share the username/password to others, or use the content of the Website for commercial purposes. The Licensee shall not monetize on the contents of the Website.


  1. INTELLECTUAL PROPERTY RIGHTS


  1. The Licensee shall obtain no rights to the Website, including no rights over the content present on the Website. Instantbasketball retains all intellectual property rights of the Website, updates, documentation, and all data enclosed in it, including, but not   limited to, copyright, trademarks and other rights, titles and interests in the Website.


  1. The Licensee shall not download/duplicate/replicate/change in any manner/distribute Instantbasketball’s Intellectual Property (like our videos/logos etc.) or authorize others to do the same.


  1. The Licensee is not permitted to publish the contents of the Website without the explicit, written consent of Instantbasketball. This also applies to any documentation delivered by Instantbasketball.


  1. The Licensee may not reverse engineer, decompile, or disassemble the Website, inclusive of the contents of the Website. The Licensee shall always notify Instantbasketball in writing in advance of such acts.


  1. Upon an infringement of Instantbasketball intellectual property rights, Instantbasketball shall be entitled to terminate this Agreement for cause with immediate effect, as per clause 9.


  1. USE OF THE SOFTWARE


  1. By subscribing, registering, creating an account, or otherwise using the Website, the Licensee agrees to be bound by the terms of this EULA.


  1. The Licensee acknowledges that the use of some parts of the Website and licensing may require connection to the Internet.


  1. Should the Licensee use the Website, including any documentation, for another physical person or legal entity than the Licensee, Instantbasketball is entitled to a penalty amounting to two times Instantbasketball list price for the unpaid End User license. The penalty shall be calculated in accordance with the list price of the End User license valid at the time Instantbasketball becomes         aware of the unauthorized use of the Website. 


  1. UPDATES


  1. Instantbasketball will use its best endeavors to ensure on-going development of the Website, including correction of errors and inexpediency and, at the discretion of Instantbasketball, to change the        Website with the aim of making the Website compatible.


  1. Perpetual and Subscription license:


  1. When purchasing a perpetual or subscription license to the Website, an update fee is included in the perpetual or subscription license, thus the Licensee will have access to relevant updates.


  1. The Licensee acknowledges that updates to the Website may not work with the Licensee’s hardware, add-ons, third-party software, or custom fit adjustments or modifications.


  1. The use of updates is the sole responsibility of the Licensee, and the Licensee should install, test, and validate any update in a similar test environment, before using the Website.


  1. SUPPORT


  1. Instantbasketball is the Licensee’s first point of contact and reference in respect to all matters concerning the Website, including but not limited to support.


  1. ASSIGNMENT


  1. The Licensee is not entitled to lend, lease, sublicense, transfer, or otherwise assign its rights and obligations given under this Agreement without Instantbasketball prior written consent. Any assignment shall not be legal without Instantbasketball prior written consent. Assignment also includes transfer or adoption in connection with a merger, demerger, outsourcing, and similar events or activities within and outside the group of companies to which the Licensee belongs.


  1. If the Licensee assigns the rights in conflict with the provisions above, Instantbasketball may terminate this Agreement with immediate effect, as described in clause 9.


  1. INFRINGEMENTS OF THIRD-PARTY RIGHTS


  1. Instantbasketball represents and warrants that it has the right to license the Website, including any documentation, to the Licensee, and that Instantbasketball holds the necessary rights, titles, and licenses to allow the Licensee to perform all rights contemplated by this Agreement, and that the Website does not infringe any third-party's right that is valid within and enforceable in California, United States of America.


  1. If a third party towards the Licensee claims that the Website infringes third-party rights, the Licensee shall immediately inform Instantbasketball in writing and Instantbasketball shall take over the defense of the claim. Instantbasketball shall at its cost have full control of any proceedings arising out of any infringement of third-party rights.


  1. If the Licensee becomes aware of any infringement or potential infringement of the Website it shall promptly notify Instantbasketball in writing.


  1. TERMINATION


  1. The Licensee may terminate this EULA for the future at any time by ceasing the use of the Website and promptly and deleting the accounts, including any documentation on Instantbasketball. The Licensee shall not be entitled to any refund of the license fee.


  1. In the event that the Licensee fails to comply with any of the terms or conditions of this Agreement, on Instantbasketball may terminate for cause the Licensee's right to use the Website, including any documentation, at any time upon a written notice of 30 days. The Licensee shall not be entitled to any refund of the license fee upon such termination.


  1. LIMITATION OF LIABILITY


  1. Instantbasketball shall not in any way be liable for circumstances related to the non-fulfilment of the Licensee’s duties in respect of this Agreement. In no event shall Instantbasketball be held liable for any damage resulting from loss of data, loss of profits or goodwill or other consequential damages. Instantbasketball liability can under no circumstances exceed the license fee paid by the Licensee under the Agreement excluding any update fee paid in accordance with clause above.


  1. VALIDITY


  1. If any provision in this Agreement is held to be illegal, invalid, or unenforceable, such provision(s) shall nonetheless be enforced to the fullest extent permitted by applicable law, so as to reflect the original intent of the parties. Such provision(s) shall not affect the legality and validity of the other provisions in this Agreement.


  1. GOVERNING LAW AND DISPUTE RESOLUTION


  1. This EULA shall be governed and construed by the laws of California, United States of America, and supersedes all prior and contemporaneous oral and written proposals and communications respecting the subject matter hereof.


  1. The Parties will use all reasonable efforts to solve any controversy that may arise from this EULA amicably. Disputes that cannot be settled amicably shall be settled at the [….].


  1. INTERPRETATION


  1. If any provision of this EULA is held illegal or unenforceable by any court of competent jurisdiction, such provision shall be deemed separable from the remaining provisions of this agreement and shall not affect or impair the validity or enforceability of the remaining provisions of this agreement.