END USER LICENSE AGREEMENT
This End User License Agreement (“Agreement”) is a legally binding contract between Data Locker Inc. or its subsidiaries, affiliates, and suppliers (collectively “DataLocker”) and you. This copy of SafeCryptTM (“the Software Product”) and accompanying documentation is licensed and not sold. This Software Product is protected by copyright laws and treaties, as well as laws and treaties related to other forms of intellectual property. Data Locker owns own all intellectual property rights in and to the Software Product. Your license to download, install and use, and copythe Software Product is subject to these rights and to all the terms and conditions of this Agreement.
Acceptance YOU AGREE THAT THIS AGREEMENT IS ENFORCEABLE LIKE ANY WRITTEN NEGOTIATED AGREEMENT SIGNED BY YOU. DATALOCKER IS WILLING TO PROVIDE ACCESS TO THE SOFTWARE PRODUCT ONLY ON THE CONDITION THAT YOU ACCEPT ALL OF THE TERMS OF THIS AGREEMENT. YOU ACKNOWLEDGE THAT YOU HAVE READ ALL OF THE TERMS AND CONDITIONS OF THIS AGREEMENT, UNDERSTAND THEM AND AGREE TO BE LEGALLY BOUND BY THEM. IF YOU DO NOT AGREE TO ALL OF THE TERMS AND CONDITIONS OF THIS AGREEMENT, YOU MAY NOT USE OR ACCESS ANY PART OF THE SOFTWARE PRODUCT. BY CLICKING YOUR ACCEPTANCE OF THIS AGREEMENT OR BY ACCESSING, INSTALLING, DOWNLOADING, COPYING OR OTHERWISE USING ANY PART OF THE SOFTWARE PRODUCT, YOU CONSENT TO THE TERMS AND CONDITIONS OF THIS AGREEMENT. IF YOU DO NOT CONSENT TO THE TERMS AND CONDITIONS OF THIS AGREEMENT, DO NOT ACCESS OR USE ANY PART OF THE SOFTWARE PRODUCT.
License Grant Subject to the terms and conditions of this Agreement and your payment of all applicable fees, DataLocker grants to you a limited, non-exclusive, personal, non-transferable right to install and use one (1) copy of the Software Product. In addition, you may make one (1) archival copy of the Software Product. The archival copy must be on a storage medium other than a hard drive, and may only be used for the reinstallation of the Software Product. This Agreement does not permit the installation or use of multiple copies of the Software Product, or the installation of the Software Product on more than one computer at any given time, on a system that allows shared used of applications, on a multi-user network, or on any configuration or system of computers that allows multiple users. Multiple copy use or installation is only allowed if you obtain an appropriate licensing agreement for each user and each copy of the Software Product. If you hold multiple, validly licensed copies, you may not use, copy, or install the Software Product on any system with more than the number of computers permitted by license, or permit the use, copying, or installation by more users, or on more computers than the number permitted by license. Restrictions on Use You may not directly or indirectly: (1) redistribute, sell, rent, loan, resell or otherwise transfer the Software Product or any rights in or to the Software Product to any other person or entity; (2) use the Software Product in any manner not explicitly provided for in this Agreement or for the benefit of any third parties, including by making the Software Product available on an application service provider, outsourcing or service bureau basis, or on any peer-to-peer or file-sharing service or network, or to perform services for third parties where the Software Product enables, facilitates or comprises part of such service(s), and you agree to indemnify, defend and hold harmless DataLocker against any losses, liabilities, claims, settlements, costs or expenses, including reasonable attorneys’ fees and enforcement costs, arising out of or relating to any such use or access; or (3) disable or circumvent any access control or related device, process or procedure established with respect to the Software Product. You are responsible for your use of the Software Product and for compliance with this Agreement and any breach by you or any user of the Software Product provided to you shall be your responsibility. DataLocker reserves all rights not expressly granted to you. Restrictions on Alteration You may not decompile, disassemble, modify or reverse engineer the Software Product or its accompanying documentation, or seek to derive the source code from any executable object code, or modify, translate, or otherwise create derivative works based on the Software Program or any part thereof.
Disclaimer of Warranties and Limitation of Liability UNLESS OTHERWISE EXPLICITLY AGREED TO IN WRITING BY DATALOCKER, DATALOCKER MAKES NO OTHER WARRANTIES, EXPRESS OR IMPLIED, IN FACT OR IN LAW, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OTHER THAN AS SET FORTH IN THIS AGREEMENT OR IN THE LIMITED WARRANTY DOCUMENTS PROVIDED WITH THE SOFTWARE PRODUCT. DataLocker makes no warranty that the Software Product will meet your requirements or operate under your specific conditions of use. DataLocker makes no warranty that operation of the Software Product will be secure, error free, or free from interruption. YOU MUST DETERMINE WHETHER THE SOFTWARE PRODUCT SUFFICIENTLY MEETS YOUR REQUIREMENTS FOR SECURITY AND UNINTERRUPTABILITY. YOU BEAR SOLE RESPONSIBILITY AND ALL LIABILITY FOR ANY LOSS INCURRED DUE TO FAILURE OF THE SOFTWARE PRODUCT TO MEET YOUR REQUIREMENTS. DATALOCKER WILL NOT, UNDER ANY CIRCUMSTANCES, BE RESPONSIBLE OR LIABLE FOR THE LOSS OF DATA ON ANY COMPUTER OR INFORMATION STORAGE DEVICE. UNDER NO CIRCUMSTANCES SHALL DATALOCKER, ITS DIRECTORS, OFFICERS, EMPLOYEES OR AGENTS BE LIABLE TO YOU OR ANY OTHER PARTY FOR INDIRECT, CONSEQUENTIAL, SPECIAL, INCIDENTAL, PUNITIVE, OR EXEMPLARY DAMAGES OF ANY KIND (INCLUDING LOST REVENUES OR PROFITS OR LOSS OF BUSINESS) RESULTING FROM THIS AGREEMENT, OR FROM THE FURNISHING, PERFORMANCE, INSTALLATION, OR USE OF THE SOFTWARE PRODUCT, WHETHER DUE TO A BREACH OF CONTRACT, BREACH OF WARRANTY, OR THE NEGLIGENCE OF DATALOCKER OR ANY OTHER PARTY, EVEN IF DATALOCKER IS ADVISED BEFOREHAND OF THE POSSIBILITY OF SUCH DAMAGES. TO THE EXTENT THAT THE APPLICABLE JURISDICTION LIMITS DATALOCKER’S ABILITY TO DISCLAIM ANY IMPLIED WARRANTIES, THIS DISCLAIMER SHALL BE EFFECTIVE TO THE MAXIMUM EXTENT PERMITTED.
Limitation of Remedies and Damages Your remedy for a breach of this Agreement or of any warranty included in this Agreement is the correction or replacement of the Software Product. Selection of whether to correct or replace shall be solely at DataLocker’s discretion. DataLocker reserves the right to substitute a functionally equivalent copy of the Software Product as a replacement. If DataLocker is unable to provide a replacement or substitute Software Product or corrections to the Software Product, your sole alternate remedy shall be a refund of the purchase price for the Software Product exclusive of any costs for shipping and handling. Any claim must be made within the applicable warranty period. All warranties cover only defects arising under normal use and do not include malfunctions or failure resulting from misuse, abuse, neglect, alteration, problems with electrical power, acts of nature, unusual temperatures or humidity, improper installation, or damage determined by DataLocker to have been caused by you. All limited warranties on the Software Product are granted only to you and are non-transferable. You agree to indemnify and hold DataLocker harmless from all claims, judgments, liabilities, expenses, or costs arising from your breach of this Agreement and/or acts or omissions. You agree that the essential purposes of this Agreement can be fulfilled even with these limitations on liabilities. You acknowledge that DataLocker would not be able to offer the Software Product on an economical basis without these limitations. Governing Law, Jurisdiction and Costs This Agreement is governed by the laws of Kansas, without regard to Kansas’s conflict or choice of law provisions.
You and DataLocker agree that the exclusive jurisdiction of any dispute arising out of, or relating to, this Agreement or any dispute arising out of, or relating to, the Software Product or services provided in connection therewith shall be brought in the courts located in the counties of Johnson or Wyandotte, State of Kansas. Severability If any provision of this Agreement shall be held to be invalid or unenforceable, the remainder of this Agreement shall remain in full force and effect. To the extent any express or implied restrictions are not permitted by applicable laws, these express or implied restrictions shall remain in force and effect to the maximum extent permitted by such applicable laws Termination Without prejudice to any other rights, DataLocker may immediately terminate this Agreement if you do not abide by its terms and conditions, in which case you must destroy all copies of the Software Product and certify in writing to DataLocker of your compliance. All provisions of this Agreement which must survive in order to give effect to its meaning will survive termination or expiration of this Agreement. Entire Agreement This Agreement is the entire and exclusive agreement between you and DataLocker with respect to the Software Product, and it supersedes all previous communications, representations or agreements, either oral or written. No representations or statements of any kind made by any representative of DataLocker or their respective affiliates or subsidiaries, which are not included in this agreement, shall be binding on DataLocker.
YOU ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT, UNDERSTAND IT AND AGREE TO BE BOUND BY ITS TERMS AND CONDITIONS. © 2013 DataLocker Inc. – All rights reserved.