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NETNEWSWIRE CLOUD SYNC TERMS OF SERVICE

Please read carefully the following provisions of this Terms of Use (“Terms of Use”). This is a legal agreement between you and Black Pixel Luminance, LLC. dba Black Pixel (“Black Pixel”) regarding the use of the Black Pixel NetNewsWire software programs and related documentation being installed by you on your device (the “Software”). By downloading the Software and/ or using any of the services enabled by the Software (the “Services”), you acknowledge that you have read, understood, and agree to be bound by the following terms and conditions, including any additional guidelines and future modifications. If at any time you do not agree to these terms and conditions of use, please immediately terminate your use of the software and all services.

1. Acknowledgment

This paragraph is intended to apply to you if you have downloaded the Software from the Apple App Store. Black Pixel and you acknowledge that this Terms of Use is concluded between Black Pixel and you only, and not with Apple Inc. (“Apple”), and as between Black Pixel and Apple, Black Pixel, not Apple, is solely responsible for the Software and Services and the content thereof. This Terms of Use is not intended to provide for usage rules for the Software and Services that are less restrictive than the Usage Rules set forth for Licensed Applications in, or otherwise be in conflict with, the App Store Terms of Service as of the date hereof (which you further acknowledge you have had the opportunity to review).

2. License Grant

Subject to your compliance with terms and conditions set out in this Terms of Use, Black Pixel grants you a personal, limited, non-commercial, non-exclusive, non-sublicensable, non-assignable, revocable license to download, install and use one (1) copy of the Software, in object code format, only on your mobile device (if you have downloaded the Software from the Apple App Store, then only on your iOS device) (the “Device”) or your OS X based Macintosh Desktop (the “Desktop”), whether downloaded from the App Store or purchased directly from Black Pixel, for the sole purpose of personally using the NetNewsWire application provided by Black Pixel, the NetNewsWire Cloud Sync Service, and any other applications that may be explicitly provided by Black Pixel through use of the Software, and if you have downloaded the Software from the Apple App Store, as permitted by the Usage Rules set forth in the App Store Terms of Service as of the date hereof.

3. Ownership

The Software is protected by copyright laws and international copyright treaties, as well as other intellectual property laws and treaties. The Software includes trade secrets and information that is confidential and proprietary to Black Pixel and you agree to take all necessary actions to protect the confidentiality of such information. All ownership rights in the Software and Services, including any related documentation and any new releases, modifications, and enhancements thereto belong solely to Black Pixel and its licensors, if any, including all intellectual property rights therein. The Software is licensed, not sold. Title does not pass to you. There is no implied license, right or interest granted in any copyright, patent, trade secret, trademark, invention or other intellectual property right. Black Pixel hereby expressly reserves all rights in the Software and all services which are not expressly granted to you hereunder.

4. Restrictions

You only obtain a license to use the object code version of the Software. You shall not (i) copy, modify, adapt, translate into any language, distribute, or create derivative works based on the Software or any of the Services; (ii) sublicense, sublease, lease, lend, assign, sell, license, distribute, rent, export, re-export or grant other rights in the Software or Service and any attempt by you to take such action shall be void; (iii) decompile, disassemble, reverse engineer, or attempt to reconstruct, identify, or discover any source code, underlying ideas, underlying user interface techniques, or algorithms of the Software or any of the Services by any means whatsoever; (iv) remove, obscure or alter any copyright and/or other proprietary notices contained on or in or otherwise connected to the Software or any of the Services; (v) use the Software or any of the Services to create or proliferate a virus or to circumvent any copy protection or other digital rights management mechanism.

5. Additional Restrictions

You further represent that you shall not (i) use the Software or any of the Services for any illegal or unauthorized purpose, (ii) use the Software or any of the Services in any manner which could damage, disable, overburden or impair any of the Services, (iii) transmit worms, viruses or any code of a destructive nature, (iv) display, transmit or share any content consisting of text, sounds, audio, pictures, photos, video and/or any type of materials, information or communications (“Content”) deemed hateful, threatening, pornographic, obscene, abusive, racially or ethnically offensive, libelous or defamatory, or any Content that encourages conduct that would be considered a criminal offense or bring forth civil liability, (v) attempt to hack, destabilize or adapt Black Pixel website, the Software (or its source code) or any of the Services, or alter another website so as to falsely imply that it is affiliated with Black Pixel, or (vi) use or access any of the Services by any means other than through the interface provided by Black Pixel.

6. Your Utilization of Your Device and/or Desktop

If your use of the Software or Services is dependent upon the use of bandwidth owned or controlled by a third party, you acknowledge and agree that your license to use the Software is subject to you obtaining consent from the relevant third party for such use and by using the Software you warrant that you have obtained such consent. In addition, you warrant that you own the Device and/or Desktop to which you are downloading the Software, or that you have the legal right to control the use of that Device and/or Desktop. You further agree to ensure that any other person whom you permit to use the Software or Services will do so in accordance with this Terms of Use. You must delete any Software from the Device and/or Desktop if you sell the Device and/or Desktop, or if you cease to have the legal right to control use of the Device and/or Desktop.

7. Content

Content transmitted by the use of the Software and Services is entirely the responsibility of the person from whom such Content originated. You use the Software and Services at your own risk and understand that by using the Software or any of the Services, you may be exposed to Content that is offensive, harmful to minors, indecent or otherwise objectionable. Black Pixel does not endorse any Content and expressly disclaims any and all liability in connection with any and all Content transmitted or displayed using the Software and/or Services. You hereby release and discharge the Black Pixel Parties (as defined below) from any and all claims and demands arising out of or relating to any Content.

8. Your Content

You acknowledge and agree that you are solely responsible for any Content that you transmit or display through the Software or Services and that Black Pixel (and Apple if you downloaded the Software from the Apple App Store) is not responsible to you or any third party in connection with any Content. You further agree to pay for all royalties, fees, and any other monies owing any person by reason of any of your Content. In addition, you represent and warrant that: (a) you are the creator and owner of or have the necessary rights to transmit or display the Content; and (b) the Content you transmit or you display does not and will not: (i) infringe, violate, or misappropriate any third-party right, including any copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right, or (ii) slander, defame, libel, or invade the right of privacy, publicity or other property rights of any other person. Violators of these third-party rights may be subject to criminal and civil liability. Black Pixel reserves all rights and remedies against anyone who violates any of the provisions of this terms of use.

9. Third Parties

The Software may be incorporated into, and may incorporate itself, software and other technology owned and controlled by third parties. Any such third party software or technology that is incorporated in the Software falls under the scope of this Agreement.

10. New Versions of the Software

Black Pixel, in its sole discretion, reserves the right to add additional features or functions, or to modify or provide programming fixes, updates and upgrades, to the Software or Services. Black Pixel has no obligation to make available to you any modifications, updates, support, maintenance or subsequent versions of the Software or any of the Services. You may have to agree to a renewed version of Terms of Use in the event you want to download, install or use any modifications, updates or new versions of the Software. You acknowledge that Black Pixel may automatically issue any modifications, updates or upgraded versions of the Software and, accordingly, may modify, update or upgrade the version of the Software that you are using or have installed on your Device. You hereby agree that your Device may automatically request and/or receive such modifications, upgrades or updates.

11. Eligibility

The license to use the Software and Services is not valid in any jurisdiction where prohibited. The Software and Services are intended solely for users who are thirteen (13) years of age or older, and any registration, use or access to the Software or Services by anyone under 13 is unauthorized, unlicensed, and in violation of this Terms of Use. Black Pixel may terminate your account, delete any content or information that you have posted on the Services, and/or prohibit you from using or accessing the Software or Services (or any portion, aspect or feature of the Services) for any reason or no reason, at any time in its sole discretion, with or without notice, including without limitation if it believes that you are under 13. If you are under 18 years of age you may use the Software and Services only if you either are an emancipated minor, or possess legal parental or guardian consent, and are fully able and competent to enter into and abide by the provisions set forth in this Terms of Use.

12. No Access to Emergency Services

The Software and Services are not intended to support or carry emergency calls to any type of hospitals, law enforcement agencies, medical care unit or any other kind of services that connect a user to emergency services personnel or public safety answering points pursuant to applicable local and or national regulatory requirements (“Emergency Services”). There are important differences between traditional telephone services and the Software and Services. You acknowledge and agree that: (i) Black Pixel is not required to offer access to Emergency Services under any applicable local and/or national rules, regulations or law; (ii) it is your responsibility to purchase, separately from the Software, traditional wireless (cellular) or fixed line telephone services that offer access to Emergency Services, and (iii) Black Pixel is not a replacement for your primary telephone service.

13. Prevention of Unauthorized Use

Black Pixel reserves the right to exercise whatever lawful means it deems necessary to prevent unauthorized use of the Software or Services, including, but not limited to, technological barriers, IP mapping, and directly contacting your wireless (cellular) carrier regarding such unauthorized use.

14. Premium Services

From time to time, Black Pixel may provide additional features and/or Services that you pay for (“Premium Services”). Black Pixel may also offer from time to time in its sole discretion, certain Premium Services for free, whether for a trial period or otherwise. Unless stated otherwise, references in this Terms of Use to the Services include the Premium Services.

15. Payments for Premium Services

The Premium Services may be offered on a subscription basis, per usage basis or as otherwise described at the time of your purchase, and may be payable in advance, in arrears, per usage, or as otherwise described at the time of your purchase. If you purchase any Premium Services, you hereby agree to pay all charges to your account, including applicable taxes, in accordance with billing terms in effect at the time the charges are payable and whether charged by Black Pixel or the online application store from which you downloaded the Software (the “Application Store”). You agree to abide by any relevant terms of service or other legal agreement that governs your use of a given payment processing service and/or method. If you purchase Premium Services on a subscription basis, you acknowledge and agree that this is a recurring payment and payments shall be made by the payment method and payment intervals you have selected, until the subscription for the Premium Services is terminated. You agree that if you purchase Premium Services through an Application Store, all payment related questions, issues, disagreements and/or disputes shall be handled in accordance with the terms of service or other legal agreement that governs your use of a given payment processing service and/or method, and in no event will Black Pixel have any responsibility in connection with any of the foregoing.

16. Refunds

You may request a full refund for any Premium Service purchased from an Application Store if permitted by, and pursuant to the refund rules of, the Application Store.

17. Storage of Content

Subject to the terms and conditions of this Terms of Use, Black Pixel will use reasonable efforts to store your Content, if any, in connection with your use of a Premium Service if such storage is a feature provided with the Premium Service. You acknowledge and agree that Black Pixel shall have no responsibility for the loss, deletion, or destruction of any Content, including any stored Content. In addition, you further acknowledge and agree that, if you have elected to use a Premium Service that includes the storage of Content and you are not active on the Premium Service for sixty (60) days or longer (as determined by Black Pixel), Black Pixel may delete your Content for any reason, including technical, business or any other reasons.

18. Third-Party Sites, Products and Services; Links

The Services may include links or references to other web sites or services solely as a convenience to our users (“Reference Sites“). Black Pixel does not endorse any such Reference Sites. Access and use of reference sites, including the information, materials, products, and services on or available through reference sites is solely at your own risk. We encourage you to be aware of when you leave the Services, and to read the terms and conditions and privacy policy of any third-party website or service that you visit. In addition, your correspondence or business dealings with advertisers found on or through the Services are solely between you and such advertiser.

19. Indemnification

You hereby agree to indemnify, defend and hold harmless, Black Pixel, its licensors, its partners, and its and their respective affiliates, officers, directors, employees, contractors and suppliers (including Black Pixel, collectively the “Black Pixel parties”), from and against any and all claims, actions, liability, damages and costs, including reasonable attorneys’ fees incurred by such parties, in connection with or arising out of (a) your violation or breach of any term of this terms of use or any applicable law or regulation, whether or not referenced herein, or (b) your violation of any rights of any third party, or (c) your use or misuse of the software and/or any of the services, or (d) your content or other communication displayed or transmitted by means of the software and/or any of the services, or (e) any taxes related to your purchase and/ or use of any of the services (other than taxes based on the income of Black Pixel). If you downloaded the Software from the Apple App Store, you acknowledge that, in the event of any third party claim that the Software or Services or your possession and use of the Software or Services infringes any third party’s intellectual property rights, as between Black Pixel and Apple, Black Pixel, not Apple, will be solely responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim. Black Pixel reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify Black Pixel, and you agree to cooperate with Black Pixel's defense of these claims. You agree not to settle any matter without the prior written consent of Black Pixel.

20. Assignment

You are not allowed to assign this Terms of Use or any rights or obligations hereunder. Black Pixel is allowed at its sole discretion to assign this Terms of Use and any rights hereunder to any third party, without giving of notice.

21. Termination

You may terminate your use of the Services at any time by uninstalling and deleting the Software from all of your Devices. If you have subscribed to any Premium Services, you agree that you are solely responsible for directly terminating all payment obligations you may have with any Application Store and/or payment processing service in connection with the Services. Without limiting other remedies, Black Pixel may limit, suspend, discontinue or terminate this Terms of Use and your use of all or any part of the Software and/or Services, with immediate effect, automatically, with or without notice and without recourse to the courts, for any reason or for no reason, including without limitation if Black Pixel believes that you are (i) in breach of any of the terms of this Terms of Use, (ii) creating problems or legal liabilities (actual or potential), (iii) delinquent with respect to any charges due for a Premium Service, (iv) infringing a third party’s intellectual property rights, or (v) engaging in fraudulent, immoral or illegal activities. No Black Pixel Party is under any obligation to preserve, provide access to or return to you any Content. You agree that no Black Pixel Party shall be liable to you or to any third party for any limitation, suspension, discontinuance, termination or modification of the Software and/or any of the Services.

22. No Warranty

The Software and Services are provided to you “as is” and “as available” with no warranties. The Black Pixel parties hereby disclaim all warranties, terms, or conditions, express or implied, either in fact or by operation of law, statutory or otherwise, including, without limitation, warranties, terms or conditions of merchantability, fitness for a particular purpose, satisfactory quality, correspondence with description, title, non-infringement, and accuracy of information generated. Accordingly, you acknowledge and agree that the Black Pixel parties (and if you downloaded the software from the apple app store, apple) will have no liability in connection with or arising from your use of the software and/or any of the services. your only right or remedy with respect to any problems or dissatisfaction with the software and/or any of the services is to immediately uninstall the software and cease use of the software and all services. You further acknowledge that the Black Pixel Parties (and if you downloaded the Software from the Apple App Store, Apple) have no obligation whatsoever to furnish any maintenance or support services with respect to the Software and/or Services.

23. Services and Content

The Black Pixel parties do not warrant that the content displayed or transmitted on or through the any of the services will be uninterrupted, or free of errors, viruses or other harmful components, and do not warrant that any of the foregoing will be corrected. The Black Pixel parties do not warrant or make any representations regarding the use or the results of the use of the software or services.

24. Harm to Your Device

You understand and agree that you transmit, display or receive content through the service at your own discretion and risk and that you will be solely responsible for any damage to your property (including your device and computer system) or loss of data that results from such content.

25. Limitations of Liability

In no event shall the Black Pixel parties be liable, whether based in contract, tort (including negligence), or any other legal theory, for any losses, liabilities, claims or damages of any kind, whether direct, indirect, incidental, consequential, special or punitive, or for loss of revenue or profits, loss of business, or any other damages, arising out of or in connection with the software and/ or any of the services, this terms of use or the performance, suspension, termination or breach hereof, even if Black Pixel or any other Black Pixel party has been advised of the possibility thereof. The Black Pixel parties shall have no liability in connection with or arising from this terms of use or use of the software or any of the services. The foregoing limitations will apply even if the above stated remedy fails of its essential purpose. As some jurisdictions do not allow some of the exclusions or limitations set forth above, some of these exclusions or limitations may not apply to you. In such event the liability of the Black Pixel parties will be limited to the maximum extent possible under applicable law. These limitations of liability also apply with respect to damages incurred by you by reason of any products or services sold or provided by third parties other than Black Pixel and received through or advertised on any of the services.

26. Claims

You and Black Pixel agree that any cause of action arising out of or related to any of the services or software must commence within one (1) year after the cause of action accrues. Otherwise, such cause of action is permanently barred. If you downloaded the Software from the Apple App Store, you further acknowledge that Apple has no responsibility for addressing any claims relating to the Software or Services or your possession and/or use of the Software or Services, including, but not limited to: (i) product liability claims; (ii) any claim that the Software or Services fail to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation.

27. United States Services

Black Pixel makes no representations that the Services are appropriate or available for use in any location outside the United States. Those who access or use the Software and/ or Services from other jurisdictions are entirely responsible for compliance with all local laws.

28. Basis of the Bargain

You acknowledge and agree that Black Pixel has offered its software and services and set its prices in reliance upon the warranty disclaimers and the limitations of liability set forth herein, that the warranty disclaimers and the limitations of liability set forth herein reflect a reasonable and fair allocation of risk between you and Black Pixel, and that the warranty disclaimers and the limitations of liability set forth herein form an essential basis of the bargain between you and Black Pixel. Black Pixel would not be able to provide the software or services to you on an economically reasonable basis without these limitations.

29. Feedback

Any comments, suggestions, or feedback relating to the Software or any of the Services (“Feedback“) submitted to Black Pixel shall become the property of Black Pixel. Black Pixel will have exclusive ownership of all rights to the Feedback. Black Pixel will be entitled to use the Feedback for any commercial or other purpose whatsoever, without any compensation to you or any other person. Black Pixel will not be required to treat any Feedback as confidential. You agree that you do not acquire any right in or to the Software or any of the Services (or any changes, modifications or corrections thereto) by virtue of any Feedback. You acknowledge that you are responsible for whatever material is submitted by you, including its legality, reliability, appropriateness, originality, and copyright.

30. Export

The Software and Services may only be operated, exported or re-exported in compliance with all applicable laws and export regulations of the United States and the country in which you obtained them. The Software and Services are specifically subject to the U.S. Export Administration Regulations; diversion contrary to United States law is prohibited. You may not export, directly or indirectly, the Software, Services or technical data licensed hereunder or the direct product thereof to any country, individual or entity for which the United States Government or any agency thereof, at the time of export, requires an export license or other government approval, without first obtaining such license or approval.

31. U.S. Government Rights

All Software, the Services and technical data are commercial in nature and developed solely at private expense. The software program and documentation are deemed to be “commercial computer software” and “commercial computer software documentation”, respectively, pursuant to DFAR Section 227.7202 and FAR Section 12.212(b), as applicable. Any use, modification, reproduction, release, performance, display or disclosure of the software program and/or documentation by the U.S. Government or any of its agencies shall be governed solely by the terms of this Terms of Use and shall be prohibited except to the extent expressly permitted by the terms of this Terms of Use. Any technical data provided that is not covered by the above provisions is deemed to be “technical data—commercial items” pursuant to DFAR Section 227.7015(a). Any use, modification, reproduction, release, performance, display or disclosure of such technical data shall be governed by the terms of DFAR Section 227.7015(b).

32. General.

32.1. Notices

Black Pixel may provide you with notices, including those regarding changes to terms and conditions, by email, or postings on the Black Pixel website. Notice will be deemed given twenty-four (24) hours after email is sent, unless Black Pixel is notified that the email address is invalid. Notice posted on the Black Pixel website is deemed given ten (10) days following the initial posting. Black Pixel reserves the right to determine the form and means of providing notifications to our users.

32.2. Amendments

Black Pixel reserves the right to amend this Terms of Use at any time by publishing the revised Terms of Use on the Black Pixel website or by otherwise providing notice of such amendment pursuant to the notice provisions above. The revised Terms of Use shall become effective following the applicable notice period, unless you expressly accept the revised Terms of Use earlier by clicking on the accept button. Your express acceptance or continued use of the Software or Services after the applicable notice period shall constitute your acceptance to be bound by the terms and conditions of the revised Terms of Use. You can find the latest version of this Terms of Use at www.netnewswireapp.com/terms/.

32.3. European Union

By using the Software and/or any of the Services, if you are located in the European Union, then you understand and consent to the processing of personal information in the United States.

32.4. Ability to Contract

You hereby affirm that you are fully able and competent to enter into the terms, conditions, obligations, affirmations, representations and warranties set forth in this Terms of Use, and to abide by and comply with the terms and conditions of this Terms of Use.

32.5. Entire Agreement

This Terms of Use represents the complete agreement concerning the matters covered and, except as set forth under Amendments above, may be amended only by a writing executed by both parties. If any provision of this Terms of Use is held to be unenforceable, such provision shall be modified only to the extent necessary to make it enforceable and shall not affect the enforceability or validity of the remaining provisions, which shall remain in full force and effect.

32.6. Waiver

The failure of Black Pixel to exercise or enforce any right or provision of this Terms of Use will not constitute a waiver of such right or provision. Any waiver of any provision of this Terms of Use will be effective only if in writing and signed by Black Pixel.

32.7. Headings

The heading references herein are for convenience purposes only, do not constitute a part of this Terms of Use, and will not be deemed to limit or affect any of the provisions hereof.

32.8. Governing Law and Venue

This Terms of Use is governed by the laws of the State of Washington as such laws are applied to agreements entered into and to be performed entirely within Washington between Washington residents, and by the laws of the United States. The United Nations Convention on Contracts for the International Sale of Goods (1980) is hereby excluded in its entirety from application to this Terms of Use. You agree that the Services shall be deemed solely based in Washington and each a passive Service that does not give rise to personal jurisdiction over Black Pixel, either specific or general, in jurisdictions other than the State of Washington. You further agree that the state and federal courts located in King County, Washington shall have exclusive jurisdiction and venue over all controversies and disputes in connection herewith, including but not limited to any controversies or disputes arising from or related to the Software, Services, Content or this Terms of Use. You agree not to commence or prosecute any action against any Black Pixel Party other than in the state and federal courts located in King County, Washington, and you hereby consent to, and waive all defenses of lack of personal jurisdiction and forum non convenience with respect to, venue and jurisdiction in such state and federal courts.

32.9. Injunctive Relief

You acknowledge that the obligations made hereunder to Black Pixel are of a unique and irreplaceable nature, the loss of which shall irreparably harm Black Pixel and which cannot be replaced by monetary damages alone so that Black Pixel shall be entitled to injunctive or other equitable relief (without the obligations of posting any bond or surety) in the event of any breach or anticipatory breach by you. You irrevocably waive all rights to seek injunctive or other equitable relief.

32.10. Third Party Beneficiaries and Agreements

If you downloaded the Software from the Apple App Store, you acknowledge and agree that Apple, and Apple’s subsidiaries, are third party beneficiaries of this License Agreement, and that, upon your acceptance of the terms and conditions of this License Agreement, Apple will have the right (and will be deemed to have accepted the right) to enforce this Terms of Use against you as a third party beneficiary hereof. You agree to comply with, and your license to use the Software and Services is conditioned upon your compliance with, all applicable third-party terms of agreement, including those of any Application Store, as may be applicable, when using the Software and/or Services. Copyright 2015 BlackPixel Luminance, LLC.