Calix SmartTown for Education App End User License Agreement (for Google Play store)

1. Background: Calix SmartTown for Education is a product offering enabling a broadband internet service provider (“BSP”) that is a customer of Calix, Inc. (“Calix”) to set-up and operate community-wide wireless Internet services (“Wi-Fi Access”) for a school or similar educational institution (“Education Organization”). The Education Organization and the BSP, jointly or separately, control which students, teachers, administrators and other affiliated personnel (“Community Users”) are allowed Wi-Fi Access and at which locations of the Education Organization (“Communities”). The SmartTown for Education App that is the subject of this end user license agreement (“EULA”) is an Android platform application that the Education Organization’s designated IT staff members can use to configure Wi-Fi Access settings for Chromebooks or similar ChromeOS devices assigned to Community Users (“Licensed Application”).

2. User Agreement: This EULA is concluded between Calix and you, in your capacity as an individual user authorized by the Education Organization, the BSP, or both. For clarity, Google LLC and its affiliates (“Google”) are not parties to this EULA.

3. Scope of License: Calix grants you a limited, nonexclusive, nontransferable, worldwide, perpetual license to perform, display, and use the Licensed Application for the benefit of the Education Organization on any device capable of accessing Google Play that you or the Education Organization owns or controls and as permitted by the Google Play Terms of Service (“ToS”). You may not rent, lease, lend, sell, transfer, redistribute, or sublicense the Licensed Application. You may not copy (except as expressly permitted under the ToS), decompile, reverse-engineer, disassemble, attempt to derive the source code of, modify, or create derivative works of the Licensed Application, any updates, or any part thereof (except as and only to the extent that any foregoing restriction is prohibited by applicable law or to the extent as may be permitted by the licensing terms governing use of any open-sourced components included with the Licensed Application). Any attempt to do so is a violation of
the rights of Calix and its licensors. If you breach this restriction, you may be subject to prosecution and damages. The terms of this license will govern any upgrades provided by Calix that replace or supplement the original Licensed Application, unless such upgrade is accompanied by a separate license intended to replace this EULA.

4. Privacy Compliance: The Education Organization and the BSP, either jointly or separately, are responsible for any privacy notices and consents required in connection with use of SmartTown for Education. Acting under BSP instructions, Calix processes personal data in connection with the Licensed Application as explained in the privacy policy currently made available at https://www.calix.com/p/smarttowneducation-privacy-policy.html.

5. Calix Data Use Rights: You authorize Calix to collect data about your use of the Licensed Application and related services and to use this data internally to develop and enhance Calix products and services.

6. No Calix Helpdesk Support: Calix does not provide helpdesk support to you or the Education Organization. You should contact the BSP if you experience any technical issues with the Licensed Application.

7. No Warranty: TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE LICENSED APPLICATION AND ANY SERVICES PERFORMED OR PROVIDED BY THE LICENSED APPLICATION ARE PROVIDED "AS IS" AND WITH ALL FAULTS, AND CALIX HEREBY DISCLAIMS ALL WARRANTIES WITH RESPECT TO THE LICENSED APPLICATION AND ANY SUCH SERVICES, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, OF SATISFACTORY QUALITY, OF FITNESS FOR A PARTICULAR PURPOSE, OF ACCURACY, OF QUIET ENJOYMENT, AND OF NONINFRINGEMENT OF THIRD-PARTY RIGHTS.

8. Product Claims: You acknowledge that Calix, not Google, is responsible for addressing any claims made by you or any third party relating to the Licensed Application or your possession and use of the Licensed Application.

9. Intellectual Property Rights: You acknowledge that, in the event of any third-party claim that the Licensed Application or the possession and use of the Licensed Application infringes that third party’s intellectual property rights, Calix, not Google, will be solely responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim.

10. Export Compliance: You represent and warrant that (i) you are not located in a region that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” region; and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties.

11. Contacting Calix: If you have any questions, complaints, or claims with respect to the Licensed Application or this EULA, you may contact Calix at the following address.

CALIX, INC.
2777 Orchard Parkway
San Jose, California 95134
Phone: 408.514.3000
Email: calixlegal@calix.com

12. Third-Party Terms of Agreement: When using the Licensed Application, you must comply with all applicable third-party terms of agreement.

13. Limitation of Liability: TO THE EXTENT NOT PROHIBITED BY LAW, IN NO EVENT SHALL CALIX BE LIABLE FOR PERSONAL INJURY OR ANY INCIDENTAL, SPECIAL, INDIRECT, OR CONSEQUENTIAL DAMAGES WHATSOEVER, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF PROFITS, LOSS OF DATA, BUSINESS INTERRUPTION, OR ANY OTHER COMMERCIAL DAMAGES OR LOSSES, ARISING OUT OF OR RELATED TO YOUR USE OR INABILITY TO USE THE LICENSED APPLICATION, HOWEVER CAUSED, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT, OR OTHERWISE) AND EVEN IF CALIX HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OF LIABILITY FOR PERSONAL INJURY, OR OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THIS LIMITATION MAY NOT APPLY TO YOU. In no event shall the total liability of Calix to you and the Education Organization for all damages exceed the amount of one hundred dollars ($100.00). These limitations will apply even if the remedy stated above fails of its essential purpose.

14. Indemnification: You will indemnify, defend, and hold harmless Calix, its affiliates, and their respective directors, officers, and employees from and against any claims, liabilities, losses, costs and fees, including attorney fees, and expenses in connection with your use of the Licensed Application or your breach of this EULA.

15. Governing Law: The laws of the State of California, excluding its conflicts of law rules, govern this EULA and your use of the Licensed Application. Your use of the Licensed Application may also be subject to other local, state, national, or international laws.

16. Termination: Calix reserves the right to immediately terminate this EULA if you breach any of its terms, or if Calix withdraws or stops supporting the Licensed Application. At its sole discretion, Calix may terminate this EULA without cause by providing written notice to you. If this EULA is terminated, you must immediately uninstall and stop using the Licensed Application.