END USER LICENSE AGREEMENT
Last updated: [May 15, 2025]
This End User License Agreement ("Agreement") is a binding legal contract between You ("End-User" or "You") and Brū, located at __________, __________, __________ __________, Saudi Arabia ("Brū," "Licensor," "We," "Us," or "Our"), for the use of the Brū mobile application ("Licensed Application").
By downloading, installing, accessing, or using the Licensed Application from Apple's software distribution platform ("App Store") and Google's software distribution platform ("Play Store") (collectively, "Services"), and any updates thereto, You: (a) acknowledge that You have read and understood 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, access, or use the Licensed Application and delete it from Your Device.
The parties of this Agreement acknowledge that the Services (Apple and Google) are not a Party to this Agreement and are not bound by any provisions or obligations with regard to the Licensed Application, such as warranty, liability, maintenance, and support thereof. Brū, not the Services, is solely responsible for the Licensed Application and the content thereof, subject to the terms of this Agreement.
This Agreement may not provide for usage rules for the Licensed Application that are in conflict with the latest Apple Media Services Terms and Conditions and Google Play Terms of Service ("Usage Rules"). Brū acknowledges that it had the opportunity to review the Usage Rules and this Agreement is not conflicting with them. To the extent any term of this Agreement conflicts with the Usage Rules, the more restrictive term or the term more protective of Brū, as determined by Brū in its sole discretion, shall apply.
The Licensed Application, when purchased or downloaded through the Services, is licensed, not sold, to You for use only under the terms of this Agreement. Brū reserves all rights not expressly granted to You. The Licensed Application is to be used on devices that operate with Apple's operating systems ("iOS" and "Mac OS") or Google's operating system ("Android") ("Devices").
TABLE OF CONTENTS
THE APPLICATION
SCOPE OF LICENSE
TECHNICAL REQUIREMENTS
MAINTENANCE AND SUPPORT
USE OF DATA AND PRIVACY
USER-GENERATED CONTRIBUTIONS
CONTRIBUTION LICENSE
LIMITATION OF LIABILITY & DISCLAIMER OF WARRANTIES
WARRANTY (Specific Limited Warranty)
PRODUCT CLAIMS
LEGAL COMPLIANCE
CONTACT INFORMATION
TERMINATION
THIRD-PARTY TERMS OF AGREEMENTS AND BENEFICIARY
INTELLECTUAL PROPERTY RIGHTS
APPLICABLE LAW AND JURISDICTION
INDEMNIFICATION
MISCELLANEOUS
1. THE APPLICATION
Brū ("Licensed Application") is a piece of software created to share coffee experiences — and customized for iOS and Android mobile Devices. It is used to share coffee recipes and related content.
The Licensed Application is not tailored to comply with industry-specific regulations (Health Insurance Portability and Accountability Act (HIPAA), Federal Information Security Management Act (FISMA), etc.), so if Your interactions would be subjected to such laws, You may not use this Licensed Application. You may not use the Licensed Application in a way that would violate the Gramm-Leach-Bliley Act (GLBA) or any other applicable local, national, or international law or regulation. You are solely responsible for ensuring that Your use of the Licensed Application complies with all applicable laws and regulations.
2. SCOPE OF LICENSE
2.1 Grant of License: Subject to Your strict compliance with the terms and conditions of this Agreement, Brū grants You a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to:
- Download, install, and use the Licensed Application for Your personal, non-commercial use on a single Device owned or otherwise controlled by You ("Device") strictly in accordance with this Agreement and any documentation provided with the Licensed Application.
- Access, stream, download, and use on such Device the Content and Services (as defined in Section 15) made available in or otherwise accessible through the Licensed Application, strictly in accordance with this Agreement.
2.2 License Restrictions: You shall not:
- Copy the Licensed Application, except as expressly permitted by this license.
- Modify, translate, adapt, or otherwise create derivative works or improvements, whether or not patentable, of the Licensed Application or any part thereof.
- Reverse engineer, disassemble, decompile, decode, or otherwise attempt to derive or gain access to the source code of the Licensed Application 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 Licensed Application, including any copy thereof.
- Rent, lease, lend, sell, sublicense, assign, distribute, publish, transfer, or otherwise make available the Licensed Application, or any features or functionality of the Licensed Application, to any third party for any reason, including by making the Licensed Application 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 Licensed Application.
- Use the Licensed Application in, or in association with, the design, construction, maintenance, or operation of any hazardous environments or systems, including any power generation systems; aircraft navigation or communication systems, air traffic control systems, or any other transport management systems; safety-critical applications, including medical or life-support systems, vehicle operation applications or any police, fire, or other safety response systems; and military or aerospace applications, weapons systems, or environments.
- Use the Licensed Application for any illegal, harmful, or fraudulent purpose, or in any manner that could damage, disable, overburden, or impair the Licensed Application or Brū's servers or networks.
2.3 Reservation of Rights: You acknowledge and agree that the Licensed Application is provided under license, and not sold, to You. You do not acquire any ownership interest in the Licensed Application under this Agreement, or any other rights thereto other than to use the Licensed Application in accordance with the license granted, and subject to all terms, conditions, and restrictions, under this Agreement. Brū and its licensors and service providers reserve and shall retain their entire right, title, and interest in and to the Licensed Application, including all copyrights, trademarks, and other intellectual property rights therein or relating thereto, except as expressly granted to You in this Agreement.
3. TECHNICAL REQUIREMENTS
3.1 The Licensed Application requires a firmware version 1.0.0 or higher on Your Device. Licensor recommends using the latest version of the firmware and the Licensed Application for optimal performance and security.
3.2 You acknowledge that it is Your responsibility to confirm and determine that the Device on which You intend to use the Licensed Application satisfies the technical specifications mentioned above and any other specifications Brū may publish from time to time. Brū is not responsible for any failure of the Licensed Application due to Your Device not meeting these requirements.
3.3 Licensor reserves the right to modify the technical specifications or cease support for older versions of operating systems or firmware as it sees appropriate at any time, without prior notice to You.
4. MAINTENANCE AND SUPPORT
4.1 Brū, in its sole discretion, may provide limited maintenance and support services for this Licensed Application. Any such support shall be provided in accordance with Brū's then-current support policies. You can reach the Licensor at the email address listed in the App Store or Play Store Overview for this Licensed Application for support inquiries, but Brū is under no obligation to provide any specific level of support or to respond within any particular timeframe.
4.2 Brū and the End-User acknowledge that the Services (Apple and Google) have no obligation whatsoever to furnish any maintenance and support services with respect to the Licensed Application.
4.3 Brū reserves the right to cease providing maintenance and support for the Licensed Application, or for specific versions thereof, at any time, with or without notice.
5. USE OF DATA AND PRIVACY
You acknowledge that Licensor will be able to access and process Your downloaded Licensed Application content and Your personal information. Licensor's use of such material and information is subject to Your legal agreements with Licensor and Licensor's Privacy Policy, which can be accessed within the Licensed Application settings page or on Brū's website ("Privacy Policy"). By using the Licensed Application, You consent to all actions taken by us with respect to Your information in compliance with the Privacy Policy.
You acknowledge that the Licensor may periodically collect and use technical data and related information—including but not limited to technical information about Your device, system and application software, and peripherals—that is gathered periodically to facilitate the provision of software updates, product support, and other services to You (if any) related to the Licensed Application. Licensor may use this information, as long as it is in a form that does not personally identify You, to improve its products or to provide services or technologies to You.
6. USER-GENERATED CONTRIBUTIONS
The Licensed Application may invite you to chat, contribute to, or participate in blogs, message boards, online forums, and other functionality, and may provide you with the opportunity to create, submit, post, display, transmit, perform, publish, distribute, or broadcast content and materials to us or in the Licensed Application, including but not limited to text, writings, video, audio, photographs, graphics, comments, suggestions, or personal information or other material (collectively, "Contributions"). Contributions may be viewable by other users of the Licensed Application and through third-party websites or applications. As such, any Contributions you transmit may be treated as non-confidential and non-proprietary. When you create or make available any Contributions, you thereby represent and warrant that:
- The creation, distribution, transmission, public display, or performance, and the accessing, downloading, or copying of your Contributions do not and will not infringe the proprietary rights, including but not limited to the copyright, patent, trademark, trade secret, or moral rights of any third party.
- You are the creator and owner of or have the necessary licenses, rights, consents, releases, and permissions to use and to authorize us, the Licensed Application, and other users of the Licensed Application to use your Contributions in any manner contemplated by the Licensed Application and this Agreement.
- You have the written consent, release, and/or permission of each and every identifiable individual person in your Contributions to use the name or likeness of each and every such identifiable individual person to enable inclusion and use of your Contributions in any manner contemplated by the Licensed Application and this Agreement.
- Your Contributions are not false, inaccurate, or misleading.
- Your Contributions are not unsolicited or unauthorized advertising, promotional materials, pyramid schemes, chain letters, spam, mass mailings, or other forms of solicitation.
- Your Contributions are not obscene, lewd, lascivious, filthy, violent, harassing, libelous, slanderous, or otherwise objectionable (as determined by us in our sole discretion).
- Your Contributions do not ridicule, mock, disparage, intimidate, or abuse anyone.
- Your Contributions are not used to harass or threaten (in the legal sense of those terms) any other person and to promote violence against a specific person or class of people.
- Your Contributions do not violate any applicable law, regulation, or rule.
- Your Contributions do not violate the privacy or publicity rights of any third party.
- Your Contributions do not violate any applicable law concerning child pornography, or otherwise intended to protect the health or well-being of minors.
- Your Contributions do not include any offensive comments that are connected to race, national origin, gender, sexual preference, or physical handicap.
- Your Contributions do not otherwise violate, or link to material that violates, any provision of this Agreement, or any applicable law or regulation.
- Your Contributions are free of viruses, spyware, adware, or other malicious code.
Any use of the Licensed Application in violation of the foregoing violates this Agreement and may result in, among other things, termination or suspension of your rights to use the Licensed Application, and potential legal action. Brū reserves the right, but not the obligation, to monitor, screen, or remove Contributions at its sole discretion.
7. CONTRIBUTION LICENSE
By posting your Contributions to any part of the Licensed Application or making Contributions accessible to the Licensed Application by linking your account from the Licensed Application to any of your social networking accounts, you automatically grant, and you represent and warrant that you have the right to grant, to us an unrestricted, unlimited, irrevocable, perpetual, non-exclusive, transferable, royalty-free, fully-paid, worldwide right, and license to host, use, copy, reproduce, disclose, sell, resell, publish, broadcast, retitle, archive, store, cache, publicly perform, publicly display, reformat, translate, transmit, excerpt (in whole or in part), and distribute such Contributions (including, without limitation, your image and voice) for any purpose, commercial, advertising, or otherwise, and to prepare derivative works of, or incorporate into other works, such Contributions, and grant and authorize sublicenses of the foregoing. The use and distribution may occur in any media formats and through any media channels, now known or hereafter developed.
This license will apply to any form, media, or technology now known or hereafter developed, and includes our use of your name, company name, and franchise name, as applicable, and any of the trademarks, service marks, trade names, logos, and personal and commercial images you provide. You waive all moral rights in your Contributions, and you warrant that moral rights have not otherwise been asserted in your Contributions. You also waive any right to inspect or approve any use of Your Contributions by Brū.
We do not assert any ownership over your Contributions. You retain full ownership of all of your Contributions and any intellectual property rights or other proprietary rights associated with your Contributions, subject to the license granted to us herein. We are not liable for any statements or representations in your Contributions provided by you in any area in the Licensed Application. You are solely responsible for your Contributions to the Licensed Application and you expressly agree to exonerate us from any and all responsibility and to refrain from any legal action against us regarding your Contributions.
We have the right, in our sole and absolute discretion, (1) to edit, redact, or otherwise change any Contributions; (2) to re-categorize any Contributions to place them in more appropriate locations in the Licensed Application; and (3) to pre-screen or delete any Contributions at any time and for any reason, without notice. We have no obligation to monitor your Contributions or to use them in any way.
8. LIMITATION OF LIABILITY & DISCLAIMER OF WARRANTIES
8.1 DISCLAIMER OF WARRANTIES: THE LICENSED APPLICATION IS PROVIDED TO YOU "AS IS," "AS AVAILABLE," AND WITH ALL FAULTS AND DEFECTS WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, BRŪ, 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 LICENSED APPLICATION, 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, BRŪ PROVIDES NO WARRANTY OR UNDERTAKING, AND MAKES NO REPRESENTATION OF ANY KIND THAT THE LICENSED APPLICATION WILL MEET YOUR REQUIREMENTS, ACHIEVE ANY INTENDED RESULTS, BE COMPATIBLE, OR WORK WITH ANY OTHER SOFTWARE, APPLICATIONS, 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. BRŪ DOES NOT WARRANT THAT THE LICENSED APPLICATION WILL BE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.
8.2 LIMITATION OF LIABILITY: TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL BRŪ OR ITS AFFILIATES, OR ANY OF ITS OR THEIR RESPECTIVE LICENSORS OR SERVICE PROVIDERS, BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES (INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, LOSS OF DATA, LOSS OF GOODWILL, BUSINESS INTERRUPTION, PERSONAL INJURY, LOSS OF PRIVACY, FOR FAILURE TO MEET ANY DUTY INCLUDING OF GOOD FAITH OR OF REASONABLE CARE, FOR NEGLIGENCE, AND FOR ANY OTHER PECUNIARY OR OTHER LOSS WHATSOEVER) ARISING OUT OF OR IN ANY WAY RELATED TO THE USE OF OR INABILITY TO USE THE LICENSED APPLICATION, THE PROVISION OF OR FAILURE TO PROVIDE SUPPORT OR OTHER SERVICES, INFORMATION, SOFTWARE, AND RELATED CONTENT THROUGH THE LICENSED APPLICATION OR OTHERWISE ARISING OUT OF THE USE OF THE LICENSED APPLICATION, OR OTHERWISE UNDER OR IN CONNECTION WITH ANY PROVISION OF THIS AGREEMENT, EVEN IF BRŪ OR ANY SUPPLIER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND EVEN IF THE REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
8.3 CAP ON LIABILITY: NOTWITHSTANDING ANY DAMAGES THAT YOU MIGHT INCUR FOR ANY REASON WHATSOEVER (INCLUDING, WITHOUT LIMITATION, ALL DAMAGES REFERENCED ABOVE AND ALL DIRECT OR GENERAL DAMAGES), THE ENTIRE LIABILITY OF BRŪ AND ANY OF ITS SUPPLIERS UNDER ANY PROVISION OF THIS AGREEMENT AND YOUR EXCLUSIVE REMEDY FOR ALL OF THE FOREGOING SHALL BE LIMITED TO THE GREATER OF THE AMOUNT ACTUALLY PAID BY YOU FOR THE LICENSED APPLICATION OR ONE HUNDRED SAUDI RIYALS (100 SAR).
8.4 JURISDICTIONAL LIMITATIONS: SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS (SECTIONS 8.1, 8.2, 8.3) MAY NOT APPLY TO YOU TO THE EXTENT PROHIBITED BY APPLICABLE LAW. IN SUCH CASES, BRŪ'S LIABILITY WILL BE LIMITED TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW.
8.5 ACKNOWLEDGEMENT: YOU ACKNOWLEDGE THAT THE LIMITATIONS OF LIABILITY AND DISCLAIMERS OF WARRANTIES SET FORTH HEREIN ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN YOU AND BRŪ. BRŪ WOULD NOT BE ABLE TO PROVIDE THE LICENSED APPLICATION ON AN ECONOMICALLY REASONABLE BASIS WITHOUT SUCH LIMITATIONS.
9. WARRANTY (Specific Limited Warranty)
9.1 Limited Warranty: Licensor warrants that for a period of ninety (90) days from the date of Your download of the Licensed Application ("Warranty Period"), the Licensed Application will be substantially free of spyware, trojan horses, viruses, or any other malware at the time of Your download, and that the Licensed Application will perform substantially as described in any accompanying user documentation provided by Brū.
9.2 Exclusions: This limited warranty does not cover defects or failures resulting from: (a) Your use of the Licensed Application not in accordance with this Agreement or its documentation; (b) any unauthorized modification, alteration, or repair of the Licensed Application by You or any third party; (c) use of the Licensed Application with hardware, software, or other products not supplied or approved in writing by Brū; (d) improper handling, installation, or operation; (e) accidents, abuse, misuse, or negligence by You or any third party; or (f) any other reasons outside of Brū's reasonable control.
9.3 Remedy: Your sole and exclusive remedy, and Brū's entire liability, for any breach of this limited warranty shall be, at Brū's sole option and expense: (a) to repair or replace the defective Licensed Application; or (b) if repair or replacement is not practicable, to refund the license fee, if any, paid by You for the Licensed Application (this remedy is only available if You provide proof of purchase). You are required to inspect the Licensed Application immediately after installing it and notify Brū about issues discovered without undue delay by email provided in Contact Information (Section 12). The defect report will be taken into consideration and further investigated if it has been emailed within the Warranty Period.
9.4 Apple/Google Store Refund: In the event of any failure of the Licensed Application to conform to any applicable warranty not effectively disclaimed herein, You may notify the Services Store Operator (Apple or Google), and Your Licensed Application purchase price, if any, may be refunded to You by the Services Store Operator. To the maximum extent permitted by applicable law, the Services Store Operator will have no other warranty obligation whatsoever with respect to the Licensed Application, and any other losses, claims, damages, liabilities, expenses, and costs attributable to any failure to adhere to any warranty will be Brū's sole responsibility only to the extent not effectively disclaimed or limited by this Agreement.
9.5 Statutory Rights: If the End-User is an entrepreneur, any claim based on faults expires after a statutory period of limitation amounting to twelve (12) months after the Licensed Application was made available to the End-User. The statutory periods of limitation and warranty rights given by law apply for End-Users who are consumers, subject to the disclaimers and limitations in this Agreement to the fullest extent permitted by law.
10. PRODUCT CLAIMS
Brū and the End-User acknowledge that Brū, and not the Services (Apple or Google), is responsible for addressing any claims of the End-User or any third party relating to the Licensed Application or the End-User's possession and/or use of that Licensed Application, including, but not limited to:
- product liability claims;
- any claim that the Licensed Application fails to conform to any applicable legal or regulatory requirement; and
- claims arising under consumer protection, privacy, or similar legislation, including in connection with Your Licensed Application's use of the HealthKit and HomeKit (if applicable).
This responsibility is subject to the limitations of liability and disclaimers of warranty set forth in this Agreement.
11. LEGAL COMPLIANCE
You represent and warrant that: (a) 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 (b) You are not listed on any U.S. Government list of prohibited or restricted parties. You also represent and warrant that You will comply with all applicable local, national, and international laws and regulations in connection with Your use of the Licensed Application, including those related to data privacy, international communications, and the exportation of technical or personal data.
12. CONTACT INFORMATION
For general inquiries, complaints, questions, or claims concerning the Licensed Application, please contact:
Brū Legal Department
c/o Abdulmalik Ibrahim
__________, __________ __________
Saudi Arabia
Email: bxu.8111@gmail.com (or a dedicated legal/support email if available)
13. TERMINATION
13.1 This Agreement is effective until terminated by You or Brū.
13.2 Termination by Brū: Brū may, in its sole discretion, suspend or terminate Your rights under this Agreement and Your access to the Licensed Application at any time and for any reason, or no reason, with or without notice, including if Brū believes that You have violated or acted inconsistently with the letter or spirit of this Agreement.
13.3 Termination by You: You may terminate this Agreement by deleting the Licensed Application and all copies thereof from Your Device.
13.4 Effect of Termination: Upon termination of this Agreement for any reason: (a) all rights granted to You under this Agreement will also terminate; and (b) You must cease all use of the Licensed Application and delete all copies of the Licensed Application from Your Device and account.
13.5 Survival: Termination will not limit any of Brū's rights or remedies at law or in equity. The following sections shall survive any termination or expiration of this Agreement: 2.3 (Reservation of Rights), 5 (Use of Data and Privacy), 6 (User-Generated Contributions - representations and warranties), 7 (Contribution License), 8 (Limitation of Liability & Disclaimer of Warranties), 10 (Product Claims - Brū's responsibility to address), 13.5 (Survival), 14 (Third-Party Beneficiary, specifically Apple/Google rights), 15 (Intellectual Property Rights), 16 (Applicable Law and Jurisdiction), 17 (Indemnification), and 18 (Miscellaneous).
14. THIRD-PARTY TERMS OF AGREEMENTS AND BENEFICIARY
Brū represents and warrants that Brū will comply with applicable third-party terms of agreement when using Licensed Application.
In Accordance with Section 9 of the "Instructions for Minimum Terms of Developer's End-User License Agreement," both Apple and Google and their subsidiaries shall be third-party beneficiaries of this Agreement and — upon Your acceptance of the terms and conditions of this Agreement, both Apple and Google will have the right (and will be deemed to have accepted the right) to enforce this Agreement against You as a third-party beneficiary thereof. You must also comply with all applicable third-party terms of service when using the Licensed Application (e.g., Your wireless data service agreement).
15. INTELLECTUAL PROPERTY RIGHTS
You acknowledge that the Licensed Application, including all text, graphics, user interfaces, visual interfaces, photographs, trademarks, logos, sounds, music, artwork, computer code, and other content (collectively, "Content and Services"), including but not limited to the design, structure, selection, coordination, expression, "look and feel," and arrangement of such Content and Services, contained in the Licensed Application is owned, controlled, or licensed by or to Brū, and is protected by trade dress, copyright, patent, and trademark laws, and various other intellectual property rights and unfair competition laws.
Brū and the End-User acknowledge that, in the event of any third-party claim that the Licensed Application or the End-User's possession and use of that Licensed Application infringes that third party's intellectual property rights, Brū, and not the Services (Apple or Google), will be solely responsible for the investigation, defense, settlement, and discharge of any such intellectual property infringement claim, subject to Brū's rights under Section 17 (Indemnification) and the limitations of liability herein.
16. APPLICABLE LAW AND JURISDICTION
This Agreement and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the laws of the Kingdom of Saudi Arabia, 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 Agreement or the Licensed Application shall be instituted exclusively in the competent courts of Riyadh, Saudi Arabia, although we retain the right to bring any suit, action, or proceeding against You for breach of this Agreement in Your country of residence or any other relevant country. You waive any and all objections to the exercise of jurisdiction over You by such courts and to venue in such courts.
17. INDEMNIFICATION
You agree to indemnify, defend, and hold harmless Brū 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 reasonable attorneys' fees, arising from or relating to: (a) Your use or misuse of the Licensed Application; (b) Your breach of this Agreement, including but not limited to the content You submit or make available through this Licensed Application; (c) Your violation of any law or the rights of a third party. Brū reserves the right, at Your expense, to assume the exclusive defense and control of any matter for which You are required to indemnify Brū, and You agree to cooperate with Brū's defense of these claims. You agree not to settle any matter without the prior written consent of Brū. Brū will use reasonable efforts to notify You of any such claim, action, or proceeding upon becoming aware of it.
18. MISCELLANEOUS
18.1 Entire Agreement: This Agreement, together with our Privacy Policy and any other legal notices published by Brū regarding the Licensed Application, constitutes the entire agreement between You and Brū concerning the Licensed Application and supersedes all prior or contemporaneous understandings and agreements, whether written or oral, with respect to the Licensed Application.
18.2 Severability: If any provision of this Agreement is held by a court or other tribunal of competent jurisdiction to be invalid, illegal, or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of the Agreement will continue in full force and effect. Invalid terms will be replaced by valid ones formulated in a way that will achieve the primary economic purpose of the invalid term as closely as possible.
18.3 No Waiver: No waiver by Brū of any term or condition set out in this Agreement shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of Brū to assert a right or provision under this Agreement shall not constitute a waiver of such right or provision.
18.4 Assignment: You may not assign or transfer any of Your rights or obligations under this Agreement without the prior written consent of Brū. Any purported assignment or transfer in violation of this section shall be null and void. Brū may assign or transfer this Agreement, in whole or in part, without restriction and without notice to You.
18.5 Modifications to Agreement: Brū reserves the right, at its sole discretion, to modify or replace this Agreement at any time. If a revision is material, we will make reasonable efforts to provide at least thirty (30) days' notice prior to any new terms taking effect, which may include posting a notice within the Licensed Application or on our website. What constitutes a material change will be determined at our sole discretion. By continuing to access or use our Licensed Application after those revisions become effective, You agree to be bound by the revised terms. If You do not agree to the new terms, You are no longer authorized to use the Licensed Application and must stop all use and delete it.
18.6 Headings: The headings in this Agreement are for convenience only and shall not affect its interpretation.
18.7 Language: This Agreement is drafted in the English language. If this Agreement is translated into any other language, the English language version shall prevail in the event of any conflict or ambiguity.
18.8 Force Majeure: Brū shall not be liable for any failure to perform its obligations hereunder where such failure results from any cause beyond Brū's reasonable control, including, without limitation, mechanical, electronic, or communications failure or degradation.