Encryptomatic LLC

Software End User License Agreement


NOTICE -- READ THIS BEFORE DOWNLOADING, INSTALLING, OR USING THE SOFTWARE


YOU ACKNOWLEDGE THAT YOU HAVE READ THE FOLLOWING LICENSE AGREEMENT, UNDERSTAND IT AND AGREE TO BE BOUND BY ITS TERMS AND CONDITIONS. YOU FURTHER AGREE THAT IT IS THE COMPLETE AND EXCLUSIVE STATEMENT OF THE AGREEMENT BETWEEN US, WHICH SUPERSEDES ANY PROPOSAL OR PRIOR AGREEMENT, ORAL OR WRITTEN, AND ANY OTHER COMMUNICATIONS BETWEEN US RELATING TO THE SUBJECT MATTER OF THIS LICENSE AGREEMENT.

 

BY DOWNLOADING, INSTALLING OR USING THE SOFTWARE PRODUCT (S) IDENTIFIED ABOVE INCLUDING ANY ACCOMPANYING ELECTRONIC DOCUMENTATION (TOGETHER, THE "SOFTWARE"), YOU INDICATE YOUR ACCEPTANCE OF THIS LICENSE AGREEMENT ("LICENSE AGREEMENT"). IF YOU DO NOT AGREE TO THE TERMS AND CONDITIONS HEREIN, YOU SHOULD NOT CONTINUE WITH THE DOWNLOAD/INSTALLATION PROCESS.

 

PLEASE NOTE THAT YOU MAY NOT USE, COPY, MODIFY OR TRANSFER THE SOFTWARE OR ANY COPY, EXCEPT AS EXPRESSLY PROVIDED IN THIS LICENSE AGREEMENT.

 

This License Agreement is between Encryptomatic LLC, Inc., including its affiliates, and you (AS THE "LICENSEE."), the person or entity downloading and/or using the Software. This License Agreement sets forth terms and conditions applicable to your use of the Software.

 

1. LICENSE: The Software is licensed, not sold, to you. The term "Software" shall also include any future versions and updates of the Software licensed to you by Encryptomatic LLC  Subject to the terms of this License Agreement.

 

2. RESTRICTIONS: Except as expressly permitted by this License Agreement, you hereby acknowledge and agree that: (1) you will not modify or translate the Software, except that you may configure the Software using the menus, options and tools provided for such purposes and contained in the Software; (2) you will not copy the Software except as permitted in the paragraph labeled COPYRIGHT; (3) you will not in any way reverse engineer, disassemble or decompile the Software or any portion thereof except to the extent and for the express purposes authorized by applicable law notwithstanding this limitation; (4) you will not transmit, or provide access to, the Software over a network except as required by the Software's primary functions (5) you will not sublicense, assign, rent, sell, lease, distribute or otherwise transfer the Software or any of the rights granted by this License Agreement. You may, however, physically transfer the Software from one computer to another provided that you do not retain any copies of the Software on the prior computer except as authorized in the permitted use table; (6) you will not avoid, or attempt to avoid, any applicable time limitation; (7) you will not release the results of any performance or functional evaluation of the Software to any third party without prior written approval of Encryptomatic LLC for each such release; and (8) you will not use Encryptomatic LLC's name or refer to Encryptomatic LLC directly or indirectly in any papers, articles, advertisements, sales presentations, news releases or releases to any third party without the prior written approval of Encryptomatic LLC for each such use. If you wish to develop an interface to the Software or merge the Software with any other software, you shall inform Encryptomatic LLC  and Encryptomatic LLC  at its option, and possibly for a fee, may provide you with information sufficient to enable interoperability between the Software and such other software or products.

2.1 Encryptomatic.MailDex.Lib may be distributed and copied as a part of a commercial software package that the licensee owns. Encryptomatic.MailDex.Lib may not be sub-licensed.

 

3. COPYRIGHT: The Software is copyrighted by Encryptomatic LLC and/or its suppliers. You may not copy the Software except to provide a backup copy and to load the Software into the computer as part of executing the Software. Solely with respect to electronic documentation included with the Software, you may make an unlimited number of copies (either in hardcopy or electronic form), provided that such copies shall be used only for internal purposes and are not republished or distributed to any third party.

Any and all other copies of the Software and/or the documentation made by you are in violation of this License Agreement.

 

4. OWNERSHIP: You agree that Encryptomatic LLC and/or its suppliers retain all right, title and interest in and to the Software and all copies at all times, regardless of the form or media in or on which the original or other copies may subsequently exist. You agree that you neither own nor hereby acquire any claim or right of ownership to the Software or to any related patents, copyrights, trademarks or other intellectual property. You agree to use your best efforts to prevent and protect the contents of the Software from unauthorized disclosure or use. Encryptomatic LLC and/or its suppliers reserve all rights not expressly granted to you. Encryptomatic LLC's suppliers are the intended third party beneficiaries of this License Agreement and have the express right to rely upon and directly enforce the terms set forth herein. Any content or information accessed through the Software is the property of the applicable content/information owner and may be protected by applicable copyright law. This License Agreement gives you no rights to such content or information.

 

4.5 ROYALTIES: Unless otherwise agreed, this software is licensed royalty free, meaning that no additional payments are due to Encryptomatic, LLC for the benefits the user receives by using this software, so long as the software is properly licensed.

 

5. Description of Services: Subject to Encryptomatic LLC's acceptance of Your license payment and Your compliance with the terms and conditions of this Agreement, Encryptomatic LLC will provide You with a license key to activate the Software.

The software is initially offered on a free trial basis to allow you to determine suitability for your purposes. At the end of the trial period, the software must either be activated by purchasing a perpetual license key or a subscription license, or it must be uninstalled from the computer system. During the trial period, the software may be not be used for conducting any commercial business or obtaining any commercial benefit.

 

Acquiring a perpetual or subscription license will allow you to access the full features of the software. Upgrades for the software will be provided for the duration of the subscription license, or for 12 months from the date of purchase of the perpetual license. After this period, Encryptomatic LLC may, at its option, offer to renew your maintenance and/or support contract for an additional fee.

 

6. Conditions of Use: You are solely responsible for the content of all data utilized by the software. Your use of the software is subject to all applicable local, state, national and international laws and regulations. The software may not be used for illicit purposes or to conduct criminal activities.

 

7. DISCLAIMER OF WARRANTY: YOUR USE OF THE SOFTWARE IS AT YOUR SOLE RISK. YOUR LICENSE IS PROVIDED TO YOU ON AN "AS IS" BASIS. Encryptomatic LLC, ON BEHALF OF ITSELF AND ITS DISTRIBUTORS, ADVERTISERS AND SUPPLIERS, DISCLAIMS ALL WARRANTIES AND CONDITIONS, EXPRESS OR IMPLIED, ARISING BY LAW OR OTHERWISE (INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT). PLEASE NOTE THAT THE SOFTWARE MAY NOT MEET YOUR NEEDS. Encryptomatic LLC MAKES NO REPRESENTATION OR WARRANTY: (A) THAT THE SOFTWARE WILL MEET YOUR NEEDS; (B) THAT THE DATA AND FILES YOU STORE IN YOUR ACCOUNT WILL NOT BE LOST OR DAMAGED; (C) THAT THE DATA ON YOUR DESKTOP OR SERVER WILL NOT BE LOST OR DAMAGED; OR (D) THAT DEFECTS IN THE SERVICE WILL BE CORRECTED. YOU ACKNOWLEDGE THAT ANY MATERIAL OR DATA YOU RETRIEVE THROUGH THE USE OF THE SERVICE IS DONE AT YOUR CHOICE AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE RETRIEVAL OF SUCH MATERIAL OR DATA.

 

8. LIMITATION OF LIABILITY: TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT AND UNDER NO LEGAL THEORY SHALL Encryptomatic LLC, ITS DISTRIBUTORS AND SUPPLIERS, OR ANY OTHER PERSON WHO HAS BEEN INVOLVED IN THE CREATION, PRODUCTION, OR DELIVERY OF THE SOFTWARE BE LIABLE TO YOU OR ANY OTHER PERSON FOR ANY GENERAL, DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, COVER OR OTHER DAMAGES OF ANY CHARACTER ARISING OUT OF THIS LICENSE AGREEMENT OR THE USE OF OR INABILITY TO USE THE SOFTWARE, INCLUDING BUT NOT LIMITED TO, PERSONAL INJURY, LOSS OF DATA, LOSS OF PROFITS, DATA OR OUTPUT FROM THE SOFTWARE BEING RENDERED INACCURATE, FAILURE OF THE SOFTWARE TO OPERATE WITH ANY OTHER PROGRAMS, DAMAGES FOR LOSS OF GOODWILL, BUSINESS INTERRUPTION, COMPUTER FAILURE OR MALFUNCTION, OR ANY AND ALL OTHER DAMAGES OR LOSSES OF WHATEVER NATURE, EVEN IF Encryptomatic LLC HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGES. YOU AGREE THAT, IN ANY EVENT, THE MAXIMUM PERMISSABLE DAMAGE SHALL NEVER AMOUNT TO MORE THAN THE PRICE PAID FOR THE SOFTWARE LICENSE.

 

9. EXPORT CONTROLS: This Software may be subject to U.S. export control. The Software may be transmitted, exported, or re-exported only under applicable export laws and restrictions and regulations of the United States Bureau of Export Administration or foreign agencies or authorities. By downloading or using the Software, you are agreeing to comply with export controls.

 

The Software may not be downloaded or otherwise exported or re-exported to any country subject to U.S. trade sanctions governing the Software, sanctioned countries including Cuba, Iran, Iraq, Libya, North Korea, Sudan and Syria, or by citizens or residents of such countries except citizens who are lawful permanent residents of countries not subject to such sanctions, or by anyone on the U.S. Treasury Department's list of Specially Designated Nationals and Blocked Persons or the U.S. Commerce Department's Table of Denial Orders.

 

10. Indemnification: You will defend, indemnify and hold Encryptomatic LLC, its parents, subsidiaries, affiliates, agents, officers, directors and employees, harmless from any claim or demand, including reasonable attorneys' fees and costs, made by any third party due to or arising out of (a) Your use of Your Account and the Service, (b) any data files and content stored by You in Your Account and otherwise on the Encryptomatic LLC servers and (c) any violation of this Agreement by You.

 

11. NO OBLIGATION: Encryptomatic LLC is under no obligation to develop, maintain, support, or market the Software. Future versions of the Software, if any, may not be compatible with the current release of the Software.

 

12. FEEDBACK: Any comments or materials sent to Encryptomatic LLC including feedback data, such as questions, comments, suggestions, or the like regarding the Software (collectively "Feedback"), shall be deemed to be non-confidential. Encryptomatic LLC shall have no obligation of any kind with respect to such Feedback and shall be free to reproduce, use, disclose, exhibit, display, transform, create derivative works and distribute the Feedback to others without limitation. Further, Encryptomatic LLC shall be free to use any ideas, concepts, know-how or techniques contained in such Feedback for any purpose whatsoever, including but not limited to developing, manufacturing and marketing products incorporating such Feedback.

 

13. U.S. GOVERNMENT RIGHTS: If the Software is downloaded or installed for or on behalf of the United States of America, its agencies and/or instrumentalities ("U.S. Government"), the Software is provided to the U.S. Government as commercial computer software under FAR 12.212 and DFARS 227.7202, or an equivalent provision (e.g., in supplements of various U.S. government agencies, as applicable), and the restrictions set forth in this License Agreement. Manufacturer is Encryptomatic LLC, Inc., and/or its affiliates, Encryptomatic LLC, 810 4th Ave S., Moorhead, MN 56560 USA

 

14. GENERAL: You must reproduce and include any copyright notices, trademarks or other proprietary legends of Encryptomatic LLC and its suppliers on any copy of the Software made by you. This License Agreement is governed by the laws of the State of North Dakota, United States, without reference to conflict of laws provisions or the United Nations 1980 Convention on Contracts for the International Sale of Goods and any amendments thereto.

 

You acknowledge that a violation of this License Agreement may cause irreparable harm to Encryptomatic LLC, and you agree that, in addition to any other remedies provided by law, Encryptomatic LLC shall be entitled to seek injunctive relief against any such violation without having to post a bond. If any provision of this License Agreement is ruled invalid, such invalidity shall not affect the validity of the remaining portions of this License Agreement. All terms of any purchase order or other ordering document submitted by you shall be superseded by this License Agreement. Should you have any questions concerning this License Agreement, you may contact Encryptomatic LLC by writing to Encryptomatic LLC IBackup Division 21300 Victory Blvd Suite 690 Woodland Hills CA 91367 USA. The product name for the Software is a trademark or registered trademark of Encryptomatic LLC. All other trademarks displayed by the Software are the property of their respective owners.

 

THIS SOFTWARE IS PROVIDED BY THE COPYRIGHT HOLDERS AND CONTRIBUTORS "AS IS" AND ANY EXPRESS OR IMPLIED WARRANTIES, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE ARE DISCLAIMED. IN NO EVENT SHALL THE REGENTS OR CONTRIBUTORS BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES (INCLUDING, BUT NOT LIMITED TO, PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES; LOSS OF USE, DATA, OR PROFITS; OR BUSINESS INTERRUPTION) HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, WHETHER IN CONTRACT, STRICT LIABILITY, OR TORT (INCLUDING NEGLIGENCE OR OTHERWISE) ARISING IN ANY WAY OUT OF THE USE OF THIS SOFTWARE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGE.

 

15. Termination: Either you or Encryptomatic LLC may terminate this Agreement with or without cause at any time by giving notice of such termination to the other in the manner described in paragraph 11 below. Further, if Encryptomatic LLC believes that You have violated Your obligations under this Agreement, Encryptomatic LLC may, at its option and in addition to its other remedies, immediately and without notice, suspend Your Account, remove and destroy data and files stored by You on Encryptomatic LLC's servers and/or terminate this Agreement. Encryptomatic LLC will not be liable to You or any third party for any suspension or termination of the Software. The price paid for your software license is non-refundable; be sure to utilize the free trial period to ascertain the suitability of the software for your purposes.

 

16. Notices: Any notice under this Agreement given by Encryptomatic LLC to You will be deemed to be properly given if sent by email to Your email address as set forth in the Registration Information, or by a startup screen that starts before Your next use of the Service or by written communication mailed by first class U.S. mail to Your address on record in the Registration Information or by a display about the changed information in the agreement on the index page if the change is generic. It is important that you maintain a correct working email id and update it if necessary to be able to receive Encryptomatic LLC's communication. Any notice under this Agreement given by You to Encryptomatic LLC will be deemed to be properly given if received by email sent to Encryptomatic LLC's Customer Service at csupport@encryptomatic.com

 

17. Severability: This Agreement will be enforced to the fullest extent permitted by applicable law. If for any reason any provision of this Agreement is held to be invalid or unenforceable under applicable law to any extent, then (a) such provision will be interpreted, construed or reformed to the extent reasonably required to render the same valid, enforceable and consistent with the original intent underlying such provision and (b) such invalidity or unenforceability will not affect any other provision of this Agreement.

 

18. Modifications to this Agreement: The terms and conditions of this Agreement may be changed by Encryptomatic LLC from time to time. Upon any such change, Encryptomatic LLC will post notice of changes to its website at www.encryptomatic.com/eula/   Your use of the Software after such notification will constitute Your acceptance of such changed terms and conditions.

 

19. Miscellaneous: Your right to use the Software is personal to You, and You will not assign any of Your rights, obligations or interest in this Agreement. Without limiting the foregoing, this Agreement is binding upon and inures to the benefit of the parties and their respective successors and assigns. Encryptomatic LLC's failure to insist upon or enforce strict performance of any provision or right of this Agreement will not be construed as a waiver of any provision or right. This Agreement will be governed by the laws of the State of North Dakota, without regard to its conflict of laws rules. The provisions of the U.N. Convention on Contracts for the International Sale of Goods and any successor treaties will not apply. You will commence any claim or cause of action arising under or otherwise occurring by reason of this Agreement within one (1) year after the claim or cause of action arises or such claim or cause of action is forever barred. This Agreement constitutes the entire agreement of the parties with respect to the subject matter hereof and supersedes any and all prior and contemporaneous understandings and agreements.