Landscaping Estimator Terms & Conditions
Software Licensing Agreement
IMPORTANT: PLEASE READ THE TERMS AND CONDITIONS OF THIS LICENSE
AGREEMENT ("LICENSE AGREEMENT") CAREFEULLY BEFORE USING THE
SOFTWARE ("SOFTWARE") THIS IS A LEGAL AND ENFORCEABLE CONTRACT
BETWEEN YOU AND MENARD, INC. ("MENARD"). BY CLICKING THE "I AGREE" OR
"YES" BUTTON OR OTHERWISE INDICATING ASSENT ELECTRONICALLY, OR
LOADING THE SOFTWARE, YOU AGREE TO THE TERMS AND CONDITIONS OF THIS
LICENSE AGREEMENT. IF YOU DO NOT AGREE TO THESE TERMS AND CONDITIONS,
CLICK THE "CANCEL" OR "NO" OR "CLOSE WINDOW" BUTTON OR OTHERWISE
INDICATE REFUSAL AND MAKE NO FURTHER USE OF THE SOFTWARE.
MENARD RESERVES THE RIGHT TO ADD, CHANGE OR REMOVE PORTIONS OF THIS
AGREEMENT AT ANY TIME, WITHOUT NOTICE, AND ANY CHANGES IMMEDIATELY
TAKE EFFECT UPON THE TIME OF PUBLICATION.
a. Menard grants you a non-exclusive license to use Software in the manner described in the
terms set forth below. Authorized use requires compliance with any and all terms and
conditions set forth in this Licensing Agreement.
b. You are authorized to use Software only as permitted by law, for personal
noncommercial use only.
c. Software is available for use by individuals 18 years of age or older.
d. Use of Software requires registration and account creation on Menards.com
i. You are solely responsible for maintaining the confidentiality and security of
your Account and for all activities that occur on or through your Account, and
you agree to immediately notify Menard of any security breach of your Account.
Menard shall not be responsible for any losses arising out of the unauthorized use
of your Account.
e. You shall not reverse engineer, decompile, disassemble, modify, translate, and make any
attempt to discover the source code of Software or create derivative works from
a. If you fail, or Menard suspects that you have failed, to comply with any of the provisions
of this License Agreement, Menard, at its sole discretion, without notice to you, may
terminate your account/ access and preclude further access to Software.
b. Menard reserves the right to modify, suspend, or discontinue access to Software at any
time, with or without notice to you, and Menard will not be liable to you or any third
party should it exercise that right.
3. Intellectual Property Use
a. You agree that Software, including but not limited to, graphics, user interface, and the
scripts and software used to implement Software, contains proprietary information and
material that is owned by Menard and/or its licensors, and is protected by applicable
intellectual property and other laws. You agree that you will not use such proprietary
information or materials in any way whatsoever except for use of Software in compliance
with this License Agreement. No portion of Software may be reproduced in any form or
by any means, except as expressly permitted in these terms. You agree not to modify,
rent, lease, loan, sell, distribute, or create derivative works based on Software in any
manner, and you shall not exploit Software in any unauthorized way whatsoever,
including, but not limited to, by trespass or burdening network capacity.
b. THE USE OF SOFTWARE, EXCEPT AS PERMITTED IN THIS AGREEMENT, IS
STRICTLY PROHIBITED AND INFRINGES ON THE INTELLECTUAL PROPERTY
RIGHTS OF OTHERS AND MAY SUBJECT YOU TO CIVIL AND CRIMINAL
PENALTIES, INCLUDING POSSIBLE MONETARY DAMAGES, FOR COPYRIGHT
c. Menard, the Menard logo, and other Menard trademarks, service marks, graphics, and
logos used in connection with Software are trademarks or registered trademarks of
Menard, Inc. Other trademarks, service marks, graphics, and logos used in connection
with Software may be the trademarks of their respective owners. You are granted no right
or license with respect to any of the aforesaid trademarks and any use of such trademarks.
4. Personal Information & User Privacy
a. Use of Software gives Menard consent to collect and retain personal information
necessary to operate and provide services associated with your use of the Software.
b. Menard will share this personal information with individuals or organizations outside of
Menard if there is a good faith belief that access, use, preservation, or disclosure is
reasonably necessary to:
i. comply with applicable law or to respond to legal process;
ii. enforce this agreement and protect the rights, safety and property of Menard; or
iii. prevent against harm to users or the public as required or permitted by law.
5. Disclaimer of Warranties
a. MENARD,AND OUR AFFILIATES, DISTRIBUTORS, AND VENDORS, MAKE NO
WARRANTIES, EXPRESS OR IMPLIED, GUARANTEES OR CONDITIONS WITH
RESPECT TO YOUR USE OF SOFTWARE. YOU UNDERSTAND THAT USE OF
SOFTWARE IS AT YOUR OWN RISK AND THAT WE PROVIDE SOFTWARE ON
AN "AS IS" BASIS "WITH ALL FAULTS" AND "AS AVAILABLE."
b. MENARD EXCLUDES ANY IMPLIED WARRANTIES, INCLUDING FOR
MERCHANTABILITY, SATISFACTORY QUALITY,NON-INFRINGEMENT AND
FITNESS FOR A PARTICULAR PURPOSE.
6. Limited Liability
a. WHEN PERMITTED BY LAW, MENARD AND OUR AFFILIATES,
DISTRIBUTORS, AND VENDORS, MAKE NO WARRANTIES, WILL NOT BE
RESPONSIBLE FOR LOST PROFITS, REVENUES, OR DATA, FINANCIAL
LOSSES OR INDIRECT, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR
b. TO THE EXTENT PERMITTED BY LAW, THE TOTAL LIABILITY OF MENARD,
AND OUR AFFILIATES, DISTRIBUTORS, AND VENDORS, FOR ANY CLAIM
UNDER THESE TERMS, INCLUDING FOR ANY IMPLIED WARRANTIES, IS
LIMITED TO THE AMOUNT YOU PAID US TO USE SOFTWARE (OR, IF WE
CHOOSE, TO SUPPLYING YOU THE SERVICES AGAIN).
c. IN ALL CASES, MENARD, AND OUR AFFILIATES, DISTRIBUTORS, AND
VENDORS, WILL NOT BE LIABLE FOR ANY LOSS OR DAMAGE THAT IS NOT
7. Exclusive Jurisdiction & Arbitration
a. If any dispute or disagreement shall arise in connection with any interpretation of this
Agreement, Parties shall submit to arbitration, in accordance with these provisions. The
arbitration process agreed upon herein shall be the exclusive means for resolving all
disputes made subject to arbitration herein. Except, either Party seeking equitable or
injunctive relief may apply to a federal court in the Western District of Wisconsin or in
state court in Eau Claire County, Wisconsin.
b. Subject to Article 7(a), all claims and disputes shall be resolved by binding arbitration by
the American Arbitration Association (AAA) under its Commercial Arbitration Rules.
The arbitration award shall be final and binding regardless of whether one of the Parties
fails or refuses to participate in the arbitration. The arbitrator shall not have the power to
amend this Agreement in any respect. The arbitral award may be entered as a judgment
and enforceable by any court of competent jurisdiction.
c. Any arbitration held pursuant to this agreement will be held in the City of Eau Claire,
Eau Claire County, Wisconsin, unless otherwise agreed.
d. All arbitration proceedings hereunder shall be confidential. Neither Party shall disclose
any information about the evidence adduced by the other in the arbitration proceeding or
about documents produced by the other in connection with the proceeding, except in the
course of a judicial, regulatory, or arbitration proceeding, except as may be requested by
governmental authority. Before making any disclosure as permitted by the preceding
sentence, the Party shall give the other Party reasonable notice of the intended disclosure
and an opportunity to protect its interests. Expert witnesses and stenographic reports shall
sign appropriate nondisclosure agreements.
e. A copy of the Code, Rules, and Fee Schedule of the AAA may be obtained by contacting
the AAA via mail at: 225 North Michigan Avenue, Suite 2527, Chicago, Illinois 60601-
7601. The Parties agree that all arbitrators selected shall be attorneys. This provision shall
supersede any contrary rule or provision of the forum. This provision constitutes an
express waiver of the right to court, jury, or administrative review. Customer is engaged
in commerce using the United States Mail and telephone service. Therefore, this
Agreement is subject to the Federal Arbitration Act, 9 U.S.C. § 1-14, as amended from
time to time.
a. This License Agreement constitutes the entire understanding and agreement between you
and Menard, superseding any prior agreements, understandings or representations.
b. If any provision of this License Agreement is found to be void, voidable, illegal or
unenforceable, it will not affect the legality or validity of all or any of the other
provisions of this License Agreement.
c. Menard's failure to enforce at any time or for any period any of the terms of this License
Agreement will not be deemed to constitute a waiver of such or any other provision.