Definitions and Interpretation
Grant of License
Subject to End User's full compliance with all terms, conditions, and restrictions set forth in this Agreement, Licensor hereby grants to End User a limited, non-exclusive, non-transferable, non-sublicensable, and revocable license to install and use the Software solely for End User's personal or internal business purposes on a single computing device.
Installation Requirements
End User must ensure that the computing device meets the minimum system requirements as specified by Licensor. Installation must be performed in accordance with the installation instructions provided with the Software.
User Account Creation
Where applicable, End User may be required to create a user account to access certain features of the Software. End User is responsible for maintaining the confidentiality of account credentials and for all activities under the account.
Software Updates and Patches
Licensor may provide updates, patches, or new versions of the Software. End User acknowledges that some updates may be automatically installed without additional notice or consent.
Data Collection and Privacy
The Software may collect certain usage data and analytics information in accordance with Licensor's Privacy Policy. End User consents to such data collection as described in the Privacy Policy incorporated herein by reference.
Internet Connectivity
Certain features of the Software may require an active internet connection. Licensor is not responsible for any connectivity issues or related service interruptions that may affect Software functionality.
Third-Party Components
The Software may include third-party components subject to separate license terms. End User agrees to comply with all applicable third-party license requirements.
Export Control Compliance
End User acknowledges that the Software may be subject to export control laws and regulations. End User agrees to comply with all applicable export control requirements.
Prohibited Uses and Restrictions
End User shall not, and shall not permit any third party to:
- distribute, sell, lease, rent, sublicense, assign, or otherwise transfer the Software or any rights therein to any third party;
- reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code of the Software;
- modify, adapt, alter, translate, or create derivative works based upon the Software;
- remove, obscure, or alter any proprietary notices or marks appearing on the Software;
- use the Software for any unlawful purpose or in violation of this Agreement.
Performance and System Requirements
End User acknowledges that Software performance may vary based on hardware specifications, operating system version, available memory, and other system factors beyond Licensor's control.
Technical Support Services
Licensor may, at its discretion, provide technical support services. Any such support is provided "as is" without warranty and may be discontinued at any time without notice.
Backup and Data Recovery
End User is solely responsible for backing up data and files. Licensor recommends regular data backups and is not liable for any data loss that may occur during Software use.
Security and Malware Protection
End User is responsible for maintaining appropriate security measures on the computing device, including but not limited to antivirus software, firewall protection, and operating system security updates.
Software Compatibility and Integration
The Software is designed to operate on specified operating systems and hardware configurations. Licensor does not guarantee compatibility with all third-party software applications or hardware peripherals.
Network and Bandwidth Usage
Certain Software features may consume network bandwidth. End User is responsible for any associated data usage charges or network service fees imposed by internet service providers or mobile carriers.
End User acknowledges and agrees that neither PrimeByte Soft nor the Developer shall be liable for any additional charges, fees, or costs:
This includes but is not limited to internet service provider charges, mobile data charges, premium SMS fees, international roaming charges, or any other telecommunications or service provider fees that may result from the use of the Software.
Intellectual Property Rights
The Software and all intellectual property rights embodied therein, including but not limited to copyrights, trademarks, trade secrets, patents, and moral rights, are and shall remain the sole and exclusive property of Licensor and its licensors.
Audit and Compliance Verification
Licensor reserves the right to audit End User's use of the Software to ensure compliance with this Agreement. End User agrees to cooperate with any reasonable compliance verification procedures.
Term and Termination
This Agreement shall commence upon End User's acceptance and shall continue until terminated. This Agreement may be terminated immediately by Licensor upon End User's breach of any term hereof.
Upon termination, End User shall immediately cease all use of the Software and destroy all copies in End User's possession or control.
Disclaimer of Warranties
The Software is provided "as is" and "with all faults":
To the maximum extent permitted by applicable law, Licensor hereby disclaims all warranties, express or implied, including without limitation the implied warranties of merchantability, fitness for a particular purpose, non-infringement, and title.
Comprehensive Limitation of Liability
To the maximum extent permitted by applicable law, neither PrimeByte Soft, its Developer(s), officers, directors, employees, agents, affiliates, licensors, nor any other party involved in creating, producing, or delivering the Software shall be liable for any damages whatsoever:
The following damages are specifically excluded:
- direct, indirect, incidental, special, punitive, or consequential damages;
- loss of profits, revenue, data, use, goodwill, or other intangible losses;
- business interruption, system downtime, or operational delays;
- personal injury, property damage, or equipment failure;
- costs of procurement of substitute goods or services;
- unauthorized access to or alteration of transmissions or data;
- statements or conduct of any third party;
- any additional charges, fees, or costs incurred by End User from any service provider;
- any other matter relating to the Software or this Agreement.
This limitation applies regardless of the legal theory upon which any claim is based:
This applies whether in contract, tort (including negligence), strict liability, or otherwise, and even if PrimeByte Soft or the Developer has been advised of the possibility of such damages.
End User's sole and exclusive remedy for any dispute with PrimeByte Soft or the Developer is to discontinue use of the Software. In no event shall the total liability of PrimeByte Soft or the Developer exceed the amount paid by End User for the Software, if any.
Indemnification
End User agrees to defend, indemnify, and hold harmless PrimeByte Soft, the Developer, and their respective officers, directors, employees, agents, affiliates, and licensors from and against any and all claims, damages, obligations, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising from:
- End User's use or misuse of the Software;
- End User's violation of this Agreement;
- End User's violation of any third party's rights, including intellectual property rights;
- any content or data transmitted through the Software by End User;
- any charges, fees, or costs incurred by End User from any service provider in connection with the Software.
Risk Assumption
End User expressly acknowledges and agrees that use of the Software is at End User's sole risk:
End User assumes full responsibility for any consequences arising from the installation, configuration, and operation of the Software, including but not limited to system instability, data corruption, security vulnerabilities, or any financial costs or charges incurred.
Governing Law and Jurisdiction
This Agreement shall be governed by and construed in accordance with the laws of [Jurisdiction], without regard to its conflict of laws principles. Any legal action or proceeding arising under this Agreement shall be brought exclusively in the courts of [Jurisdiction].
Entire Agreement and Severability
This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, understandings, negotiations, and discussions, whether oral or written.
If any provision of this Agreement is held to be invalid, illegal, or unenforceable, the validity, legality, and enforceability of the remaining provisions shall not be affected or impaired thereby.
BY INSTALLING, COPYING, OR OTHERWISE USING THE SOFTWARE, END USER ACKNOWLEDGES THAT END USER HAS READ AND UNDERSTOOD THIS AGREEMENT, INCLUDING ALL LIABILITY DISCLAIMERS AND LIMITATIONS, AND AGREES TO BE BOUND BY ITS TERMS AND CONDITIONS.