Software Support Cloud Terms & Conditions
Terms & Conditions
THESE TERMS AND CONDITIONS (“TERMS AND CONDITIONS”) STATE IMPORTANT REQUIREMENTS REGARDING YOUR USE OF SoftwareSupportCloud.com™ ‘S SERVICE AND YOUR RELATIONSHIP WITH SoftwareSupportCloud.com™. YOU SHOULD READ THEM CAREFULLY AS THEY CONTAIN IMPORTANT INFORMATION AND INSTRUCTIONS PERTAINING TO YOUR AND OUR RIGHTS AND OBLIGATIONS FOR THE SoftwareSupportCloud.com™ SERVICE.
You may cancel your SoftwareSupportCloud.com Plan at anytime without incurring additional charges by emailing CustomerCare@SoftwareSupportCloud.com or by calling 866-228-2051. The software included in the SoftwareSupportCloud.com process will be active as long as you are an active customer. The SoftwareSupportCloud.com process is provided to customers online, which you will have access to once payment is received.
“You” means you individually, any person, including any employer that you are acting on behalf of.
SERVICES” AND “SoftwareSupportCloud.com™ PORTAL
All references to “Services” refer to any SoftwareSupportCloud.com™ service plan that you enter into with SoftwareSupportCloud.com™ through use of the SoftwareSupportCloud.com™ web portal located at www.SoftwareSupportCloud.com (the “SoftwareSupportCloud.com™ Portal”). These Terms and Conditions govern all plans available through the SoftwareSupportCloud.com™ Portal, and any use of the SoftwareSupportCloud.com™ Portal. In the event of any conflict these Terms and Conditions control any Plan Order form that you submit requesting
“Materials” means any web casts, download areas, white papers, press releases, datasheets, FAQs, product information, quick reference guides, or other works of any kind that are made available to download from the SoftwareSupportCloud.com™ Portal said materials are the proprietary and copyrighted work of SoftwareSupportCloud.com™ and/or its suppliers. The definition of “Materials” does not include the design or layout of the SoftwareSupportCloud.com Web site or any other SoftwareSupportCloud.com™ owned, operated, licensed or controlled site.
“Software” means a computer program of any kind, whether owned by SoftwareSupportCloud.com™ or a third party, whether delivered via download, CD, other media, or other delivery method, including client and/or network security software. Elements of the Software are protected under copyright, trade secret, unfair competition, and other laws.
SUBMISSION OF PLAN ORDERS; SERVICE PLANS
You may order Services by submitting Plan Orders through the SoftwareSupportCloud.com™ Portal. Once SoftwareSupportCloud.com™ accepts the Plan Order submitted by you, then you will receive an email from SoftwareSupportCloud.com™ and/or its suppliers at the email address that you provide or have provided to SoftwareSupportCloud.com™ as part of the Registration Process for the Services. SoftwareSupportCloud.com™ is not responsible for rendering Services in connection with any Plan Order that it has not accepted. Upon acceptance by SoftwareSupportCloud.com™ of a Plan Order, you will have a Service Plan.
Services against any Plan Order will be available once you have made payment for Services according to the requirements of the corresponding Plan Order. SoftwareSupportCloud.com™ has no obligation to render Services under any Service Plan if the payments as required under any Plan Order have not been made.
MONEY BACK POLICY
SoftwareSupportCloud.com™’s services are delivered on a state-of-the-art integrated delivery platform. If for any reason you are not wholly satisfied with the service, we will make every effort to resolve the issue. If you are still not satisfied with the same, we offer a money back policy as follows: – For our subscription-based plans the Money-Back Guarantee is valid for 30 days, beginning at the time of purchase.
ACCEPTABLE USE POLICY (AUP)
You agree not to misuse the SoftwareSupportCloud.com(tm) services. For example, you must not, and must not attempt to, use the services to do the following things.
- Probe, scan, or test the vulnerability of any system or network;
- Breach or otherwise circumvent any security or authentication measures;
- Access, tamper with, or use non-public areas of the Service, shared areas of the Service which you have not been invited to, SoftwareSupportCloud.com(tm) (or our service providers’) computer systems;
- Interfere with or disrupt any user, host, or network, for example by sending a virus, overloading, flooding, spamming, or mail-bombing any part of the Services
- Plant malware or otherwise use the Services to distribute malware;
- Access or search the Services by any means other than our publicly supported interfaces (for example, “”scraping”);
- Send unsolicited communications, promotions or advertisements, or spam; send altered, deceptive or false source-identifying information, including “spoofing” or “phishing”;
- Publish anything that is fraudulent, misleading, or infringes another’s rights; promote or advertise products or services other than your own without appropriate authorization;
- Impersonate or misrepresent your affiliation with any person or entity;
- Publish or share materials that are unlawfully pornographic or indecent, or that advocate bigotry, religious, racial or ethnic hatred;
- Violate the law in any way, or violate the privacy of others, or defame others.
GUESTS: LIMITED LICENSE TO USE OF SoftwareSupportCloud.com™ PORTAL
Services against any Plan Order will be available once you have made payment for Services according to the requirements of the corresponding Plan Order. SoftwareSupportCloud.com™ has no obligation to render Services under any Service Plan if the payments as required under any Plan Order have not been so made.
As a Guest you may use the SoftwareSupportCloud.com™ Portal and Materials (defined below) specifically designated as available to guests on the SoftwareSupportCloud.com™ Portal for the limited purposes of (a) deciding whether to subscribe to the Services provided by SoftwareSupportCloud.com™, (b) registering with SoftwareSupportCloud.com™ and submitting Plan Orders only. The foregoing license grant is a non-exclusive revocable license.
The suppliers of SoftwareSupportCloud.com™ may provide you with the use of e-mail services, addresses, bulletin board services, instant messaging services, chat areas, news groups, forums, communities, personal web pages, calendars, file cabinets and/or other message or communication facilities designed to enable you to communicate with the suppliers of SoftwareSupportCloud.com™’s employees and others as appropriate to your Service under a Plan Order (each a “Communication Service” and collectively “Communication Services”). Communications Services shall only be used under an accepted Plan Order, and not for any other purpose.
LIMITED LICENSES TO USE THE SoftwareSupportCloud.com™ PORTAL, MATERIALS AND SOFTWARE
As permitted through a Service, you may use Materials and Software (as defined below) posted on the SoftwareSupportCloud.com™ Portal, or made available in connection with a Plan Order which may be available for additional purposes and or subject to additional restrictions.
GENERAL LICENSE RESTRICTIONS
Any other use of the SoftwareSupportCloud.com™ Portal, Services, Materials or Software, other than as explicitly permitted by SoftwareSupportCloud.com™ is prohibited. Rights to execute, copy, modify, display, transmit, distribute, manufacture, use, sale are all reserved to SoftwareSupportCloud.com™ and its suppliers. Reverse engineering and decompilation of the Software is strictly prohibited
AVAILABILITY OF SERVICES AND MATERIALS UNDER FORCE MAJUERE CIRCUMSTANCES
You hereby acknowledge that circumstances outside of SoftwareSupportCloud.com™’s reasonable control (e.g., acts of God, a large scale outbreak of a new computer virus, strikes, riots, wars, other military action, civil disorder, acts of terrorism, fires, floods, vandalism, sabotage, acts of third parties, or the like) may cause significant delays in SoftwareSupportCloud.com™’s and its suppliers’ ability to provide Services. You hereby release SoftwareSupportCloud.com™ from any and all liability, and agree that SoftwareSupportCloud.com™ shall not be liable to you or any third party for any direct or indirect damages whatsoever, resulting from such delays. SoftwareSupportCloud.com™ or its suppliers may, at any time, without notice or liability, restrict the use of the Service or limit its time of availability in order to perform maintenance activities.
NOTICE SPECIFIC TO MATERIALS AND SOFTWARE AVAILABLE ON THE SoftwareSupportCloud.com™ PORTAL, OR THROUGH A SERVICE
Your Files and Privacy
By using our Services you provide us with information, files, and folders that you submit to SoftwareSupportCloud.com(tm) (together, “your files”). You retain full ownership to your files. We don’t claim any ownership of any of it. These Terms do not grant us any rights to your files or intellectual property except for the limited rights that are needed to run the Services, as explained below.
We may need your permission to do things you ask us to do with your files, for example, hosting your files, or sharing them at your discretion. This includes product features visible to you, for example, image thumbnails or document previews. It also includes design choices we make to technically administer our Services, for example, how we redundantly backup data to keep it safe. You give us the permissions we need to do those things solely to provide the Services. This permission also extends to trusted third parties we work with to provide the Services. You are solely responsible for your conduct, the content of your files and folders, and your communications with others while using the Services. For example, it’s your responsibility to ensure that you have the rights or permission needed to comply with these Terms.
The Services provide features that allow you to share your files with others or to make it public. There are many things that users may do with your files (for example, copy it, modify it, re-share it). Please consider carefully what you choose to share or make public. SoftwareSupportCloud.com(tm) has no responsibility for that activity.
Your General Responsibilities
Files and other content in the Services may be protected by intellectual property rights of others. Please do not copy, upload, download, or share files unless you have the right to do so. You, not SoftwareSupportCloud.com(tm), will be fully responsible and liable for what you copy, share, upload, download or otherwise use while using the Services. You must not upload spyware or any other malicious software to the Service.
You, and not SoftwareSupportCloud.com(tm), are responsible for maintaining and protecting all of your files. SoftwareSupportCloud.com(tm) will not be liable for any loss or corruption of your files, or for any costs or expenses associated with backing up or restoring any of your files.
If your contact information, or other information related to your account, changes, you must notify us promptly and keep your information current.
Additional Terms applicable to use of SoftwareSupportCloud.com(tm) Backup
Some services, including the SoftwareSupportCloud.com(tm) Backup and SoftwareSupportCloud.com(tm) Pro Suite package are sold on a per-computer basis and include unlimited data backup for that computer. You are only permitted to backup data stored on a) internal hard drives of that computer, b) externally connected drives, such as USB drives, connected to that computer or c) NAS storage devices attached to that computer. Backing up of NAS storage devices may incur an extra charge on some packages.
There is a limit of 5TB for any single external drive including NAS devices and USB drives.
With the exception of our business service, services that include SoftwareSupportCloud.com(tm) Backup are not to be used for archiving. You must at all times hold an original copy of the data in the original location on the system it was backed up from. If you delete files from your computer that have been backed up we will remove the corresponding backup from our servers.
You must at all times run the SoftwareSupportCloud.com(tm) software on any computer that is being backed up and you must ensure this computer connects to the Internet at least once every 30 days. SoftwareSupportCloud.com(tm) will remove backups for computers that have not connected to the service for 30 days.
If you wish to restore data backed up onto our servers we may require up to 72 hours notice. Whilst ordinarily we would expect your data to be available for restore immediately, we reserve the right to archive data in facilities where it may not be available for immediate access.
For your convenience, SoftwareSupportCloud.com™ may make available Materials or Software (as each term is defined below) for use and/or download, whether as a part of a Service, or in promotion of the Services. Use of any Materials and any Software is governed by the more stringent of (a) the terms of the end user license agreement (“EULA”), if any, which accompanies the specific Materials and Software, or (b) if there is no EULA, these Terms and Conditions.
The Materials and Software are made available for download solely for use by you according to (a) the EULA, and (b) the Plan Order. Any reproduction or redistribution of the service not in accordance with the EULA is expressly prohibited by law, and may result in severe civil and criminal penalties. Violators will be prosecuted to the maximum extent possible.
At the end of your SoftwareSupportCloud.com plan order access to software provided by SoftwareSupportCloud.com will be terminated. If we are unable to bill a monthly subscription plan order or if you choose cancel a plan order access to software provided by SoftwareSupportCloud.com will be terminated.
No logo, graphic, sound or image from any SoftwareSupportCloud.com™ Web site may be copied or retransmitted unless expressly permitted by SoftwareSupportCloud.com™.
WITHOUT LIMITING THE FOREGOING, COPYING OR REPRODUCTION OF THE MATERIALS OR SOFTWARE TO ANY OTHER SERVER OR LOCATION FOR FURTHER REPRODUCTION, REDISTRIBUTION OR ANY OTHER PURPOSE IS EXPRESSLY PROHIBITED, UNLESS SUCH REPRODUCTION OR REDISTRIBUTION IS EXPRESSLY PERMITTED BY THE EULA ACCOMPANYING SUCH MATERIAL OR SOFTWARE.
END USER LICENSE AGREEMENTS (EULA)- GENERAL
In connection with our Service, we may provide to you certain software which is owned by SoftwareSupportCloud.com™ or its third party licensors, and suppliers. We as well as the third party licensors reserve the right to update or change the Software from time to time and you agree to cooperate in performing such steps as may be necessary to install any updates or upgrades to the Software. You may use the Software only as part of, or for use with, the Service in accordance with the Service Plan and for no other purpose.
The Software may be accompanied by a EULA from SoftwareSupportCloud.com™ or a third party. Your use of the Software is governed by the terms of both that license agreement and this Agreement, where applicable. You may not install or use any Software that is accompanied by or includes a EULA unless you first agree to the terms and conditions of the EULA.
EULA FOR SoftwareSupportCloud.com™ SOFTWARE
With regard to any Software made available to you by the suppliers of SoftwareSupportCloud.com™ through the SoftwareSupportCloud.com™ Portal for which your acceptance of a separate license agreement is not required (“SoftwareSupportCloud.com™ Software”), you are hereby granted a revocable, non-exclusive, non-transferable license by SoftwareSupportCloud.com™ to use the SoftwareSupportCloud.com™ Software (and any corrections, updates and upgrades). In accordance with and as required under the Service Plan you shall not make any copies of the SoftwareSupportCloud.com™ Software. You agree that the SoftwareSupportCloud.com™ Software is the confidential and proprietary information of SoftwareSupportCloud.com™ or its third party licensors, providers or suppliers, and which you shall not disclose to others or use except as expressly permitted herein. You may not de-compile, reverse engineer, disassemble, attempt to discover any source code or underlying ideas or algorithms of the SoftwareSupportCloud.com™ Software, or otherwise reduce the SoftwareSupportCloud.com™ Software to a human readable form, modify, rent, lease, loan, use for timesharing or service bureau purposes, reproduce, sublicense or distribute copies of the Software, or otherwise transfer the SoftwareSupportCloud.com™ Software to any third party. You may not remove or alter any trademark, trade name, copyright or other proprietary notices, legends, symbols, or labels appearing on or in copies of the Software. You are not granted any title or rights of ownership in the SoftwareSupportCloud.com™ Software. You acknowledge that this license is not a sale of intellectual property and that SoftwareSupportCloud.com™ or its third party licensors, providers or suppliers continue to own all right, title and interest, including but not limited to all copyright, patent, trademark, trade secret, and moral rights, to the SoftwareSupportCloud.com™ Software and related documentation, as well as any corrections, updates and upgrades. The SoftwareSupportCloud.com™ Software may be used in the United States only, and any export of the SoftwareSupportCloud.com™ Software is strictly prohibited.
THIRD PARTY SOFTWARE
As part of the Services, the suppliers of SoftwareSupportCloud.com™ may suggest that you acquire, install and use certain third party software (“Third Party Software”). Third Party Software is licensed to you by the respective owners or licensees of the Third Party Software. You must agree to the terms and conditions set forth by such owners or licensees before installing Third Party Software, whether or not the suppliers of SoftwareSupportCloud.com™ directly assists you in the acquisition, installation, and/or use of Third Party Software. SoftwareSupportCloud.com™ has no rights to the Third Party Software and does not license Third Party Software to you or make any representation or warranty regarding the Third Party Software.
Your license to the SoftwareSupportCloud.com™ Software shall remain in full force and effect unless and until terminated by SoftwareSupportCloud.com™, its third party licensors, providers or suppliers, or until your Service Plan is terminated as provided by your Plan Order and these Terms and Conditions. Upon termination of your Service Plan for any reason, you must cease all use of the SoftwareSupportCloud.com™ Software and immediately delete the SoftwareSupportCloud.com™ Software from your computer.
To the extent that we provide technical assistance and support for Third Party Software or equipment, you must ensure that you comply with the terms and conditions under which you licensed such Third Party Software or purchased such equipment. We make no warranty that we are an authorized service provider for Third Party Software or for any equipment; it is your sole responsibility to determine if you require additional rights for us to provide such support, and if so, to acquire such rights. You acknowledge that support of Third Party Software or equipment by an unauthorized service provider may void any warranty made by the supplier of such Third Party Software or equipment.
THIRD PARTY AGREEMENTS
As part of the Services, SoftwareSupportCloud.com™ or its suppliers may suggest certain third party services to you. If you choose to subscribe to or otherwise use any third party services, your use of any such services is subject to the terms of service of such third party service provider. You agree to comply with such provider’s terms of service and that the third party provider is solely responsible for delivery of its service(s) to you and your use of them. Third party services include, but are not limited to technical support, portal, training, music, gaming and storage services that SoftwareSupportCloud.com™ or its suppliers may elect to make available from time to time. Violation of such third party provider’s terms of service may, in SoftwareSupportCloud.com™’s or its suppliers’ sole discretion, result in the termination of your customer account and use of service.
LIMITED SERVICE WARRANTY
SoftwareSupportCloud.com™ DISCLAIMS ALL WARRANTIES EXPRESS OR IMPLIED AS TO THE SERVICES, THE MATERIALS AND THE SOFTWARE WHETHER IN THE NATURE OF MERTCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, OR OTHERWISE. IN THE EVENT THAT YOU ARE NOT SATISFIED WITH THE SERVICES, YOUR SOLE REMEDY IS TO (A) ALLOW SoftwareSupportCloud.com™ TO REPERFORM THE SERVICES SUBJECT TO DISPUTE, (B) RE-DOWNLOAD AND REINSTALL THE SOFTWARE.
SoftwareSupportCloud.com™ SERVICE PLANS COME WITH A 30- DAY money back guarantee.
SoftwareSupportCloud.com™ AND/OR ITS RESPECTIVE SUPPLIERS MAKE NO REPRESENTATIONS ABOUT THE SUITABILITY OF THE INFORMATION CONTAINED IN THE SERVICES, MATERIALS OR THE SOFTWARE FOR ANY PURPOSE WHATSOEVER. ALL MATERIALS AND SOFTWARE ARE PROVIDED “AS IS” WITHOUT WARRANTY OF ANY KIND WHATSOEVER. SoftwareSupportCloud.com™ AND/OR ITS RESPECTIVE SUPPLIERS HEREBY DISCLAIM ALL WARRANTIES AND CONDITIONS WITH REGARD TO THIS INFORMATION, INCLUDING ALL WARRANTIES AND CONDITIONS OF MERCHANTABILITY, WHETHER EXPRESS, IMPLIED OR STATUTORY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT.
THE MATERIALS COULD INCLUDE TECHNICAL INACCURACIES OR TYPOGRAPHICAL ERRORS. CHANGES ARE PERIODICALLY ADDED TO THE INFORMATION HEREIN. SoftwareSupportCloud.com™ AND/OR ITS RESPECTIVE SUPPLIERS MAY MAKE IMPROVEMENTS AND/OR CHANGES IN THE MATERIALS AND/OR THE SOFTWARE DESCRIBED HEREIN AT ANY TIME.
IN NO EVENT SHALL SoftwareSupportCloud.com™ AND/OR ITS RESPECTIVE SUPPLIERS BE LIABLE FOR ANY SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES OR ANY DAMAGES WHATSOEVER RESULTING FROM LOSS OF USE, DATA OR PROFITS, WHETHER IN AN ACTION OF CONTRACT, NEGLIGENCE OR OTHER TORTIOUS ACTION, ARISING OUT OF OR IN CONNECTION WITH THE USE OR PERFORMANCE OF SERVICES, MATERIALS OR SOFTWARE, FAILURE TO PROVIDE THE SAME, OR INFORMATION AVAILABLE IN THE MATERIALS.
SOFTWARE LICENSE & ACCEPTABLE USE POLICY
& END USER LICENSE AGREEMENT (EULA)
This software (“Software”) is licensed, not sold, to you for use only under the terms of this Software License and End User License Agreement (“Agreement”). SoftwareSupportCloud.com™ (“Licensor”) and its licensors continue to own the Software and reserve any rights not expressly granted to you.
1. LICENSE GRANT. Licensor grants to you, subject to the terms and conditions of this Agreement, a limited, nonexclusive, nontransferable license solely for the internal, non-commercial use of the accompanying Software. You may not copy, reproduce, modify, rent, lease, sublicense, distribute, transfer, or time-share the Software or any manuals, guides or any other information or material that Licensor provides to you for use with the Software (“Documentation”). Licensor reserves all rights not expressly granted to you. Ownership of and title to the Software and Documentation are and will be held by Licensor and its licensors.
2. PROTECTION OF SOFTWARE. You acknowledge that the source code for the Software and other trade secrets embodied in the Software have not been, and are not going to be, disclosed to you. You are not permitted (a) to decompile, disassemble, reverse compile, reverse assemble, reverse translate or otherwise reverse engineer the Software, (b) to use any similar means to discover the source code of the Software or to discover the trade secrets in the Software, (c) to otherwise circumvent any technological measure that controls access to the Software, (d) to use any Trojan horses, worms, time bombs, robots, spiders, crawlers, cancelbots or other computer programming routines intended to copy, damage, detrimentally interfere with, or expropriate the Software, or (e) to remove or alter any proprietary legends or notices contained in the Software or Documentation.
3. DISCLAIMER OF WARRANTIES AND RISK ALLOCATION.
3.1 Disclaimer. You acknowledge that: (a) the Software and the Documentation may not be in final form or fully functional and may contain errors, design flaws or other problems; and (b) use of the Software and Documentation may result in unexpected results, loss of data or other unpredictable damage or loss to you. THE SOFTWARE AND THE DOCUMENTATION ARE BEING SUPPLIED TO YOU ON AN “AS IS” BASIS. LICENSOR HEREBY EXPRESSLY DISCLAIMS ALL WARRANTIES REGARDING THE SOFTWARE AND THE DOCUMENTATION, EITHER EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR ANY PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT, AND ALL WARRANTIES IMPLIED FROM ANY COURSE OF DEALING OR USAGE OF TRADE. LICENSOR DOES NOT WARRANT THAT (A) THE SOFTWARE WILL MEET YOUR REQUIREMENTS, (B) OPERATION OF THE SOFTWARE WILL BE UNINTERRUPTED OR ERROR FREE, OR (C) DEFECTS WILL BE CORRECTED.
3.2 Indemnification. You agree to defend and indemnify Licensor and its licensors from and against any damages, costs, liabilities, settlement amounts and/or expenses (including attorneys’ fees) incurred in connection with any claim, lawsuit or action by any third party that arises or results from your use of the Software.
3.3 Limitation of Liability. LICENSOR SHALL NOT BE LIABLE FOR ANY LOSS OF PROFITS, REVENUE OR DATA, INTERRUPTION OF BUSINESS, OR FOR DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OF ANY KIND, WHETHER UNDER THIS AGREEMENT OR OTHERWISE ARISING IN ANY WAY IN CONNECTION WITH THE SOFTWARE, THE DOCUMENTATION OR THIS AGREEMENT, EVEN IF LICENSOR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE EXCLUSION OR LIMITATION MAY NOT APPLY TO YOU. THE FOREGOING LIMITATIONS WILL APPLY EVEN IF THE ABOVE STATED WARRANTY FAILS OF ITS ESSENTIAL PURPOSE.
4. OWNERSHIP. You acknowledge and agree that Licensor (and its licensors) owns all right, title and interest in and to the Software, including without limitation any and all patents, patent applications, copyrights, trade secrets, trademarks and other intellectual property rights. You will not acquire any rights or licenses, except as expressly provided in this Agreement, under any patents, patent applications, copyrights, trade secrets, trademarks or other intellectual property rights on account of this Agreement or your performance under this Agreement. All suggestions for correction, change and modification to the Software, and other feedback, information and reports provided to Licensor by you will be the property of Licensor and Licensor may use any such reports, feedback or other information in any manner and for any purpose whatsoever. You agree to assist Licensor, at Licensor’s expense, in obtaining intellectual property protection relating to such suggestions, feedback, information and reports as Licensor may reasonably request.
5. TERM AND TERMINATION AND AUTOMATIC RENEWAL. The term of this Agreement is effective as of the date you accept the terms of this Agreement and shall continue until terminated. Either party may terminate this Agreement upon written notice to the other party at any time and for any reason. This Agreement will also terminate if you breach any of the terms or conditions of this Agreement. You agree that in the event of the termination of this Agreement for any reason, your license rights to the Software and the Documentation are immediately terminated. The rights and obligations of the parties under Sections 2 – 6 will survive the termination of this Agreement.
IMPORTANT AUTO RENEWAL FEATURE: For your convenience and in order to provide seamless services to our customers, the automatic renewal feature is pre-selected at the time of purchase. This feature does not require you to take any further action in order to renew your software license, and to allow your chosen services to continue uninterrupted. For License purchases of 12 months or more, you will receive renewal notices 60 and 30 days in advance of your renewal date. Upon your renewal, unless you designate otherwise, the credit/debit card used for purchase of the initial software license will be charged the applicable software license renewal fee plus any applicable taxes automatically on or about ten days prior to license expiration unless one of the parties has cancelled the license or provided the other party with notice of its intent not to renew the license at least 15 days prior to the end of the initial term or renewal term. Please note that you authorize us to charge the applicable software license renewal fee for your selected Service, to your credit/debit card in increments according to your selection (month-to-month, quarterly in 4 equal installments, semi-annual in 2 equal installments, annual, etc.).
OPT OUT: You can opt out of this auto renew feature at any time in your account preferences or by contacting Customer Service.
6.1 Notices. All communications under this Agreement shall be in writing or by confirmed fax.
6.2 Severability. In the event that any provision of this Agreement shall, in whole or in part, be determined to be invalid, unenforceable or void for any reason, such determination shall affect only the portion of such provision determined to be invalid, unenforceable or void, and shall not affect in any way the remainder of such provision or any other provision of this Agreement. The parties agree that they will negotiate in good faith or will permit a court or arbitrator to replace any provision of this Agreement so held invalid, unenforceable or illegal with a valid provision that is as similar as possible in substance to the invalid, unenforceable or illegal provision.
6.3 Waiver. The waiver by either party of a breach or a default of any provision of this Agreement by the other party shall not be construed as a waiver of any succeeding breach of the same or any other provision, nor shall any delay or omission on the part of either party to exercise or avail itself of any right, power or privilege that it has, or may have hereunder, operate as a waiver of any right, power or privilege by such party.
6.4 Governing Law; Jurisdiction & Venue. This Agreement shall be governed by and construed in accordance with the laws of the State of Florida without taking into account its principles on conflicts of law. The parties agree that the United Nations Convention on Contracts for the International Sale of Goods will not apply to this Agreement. In any action, suit or proceeding relating to this Agreement or any of the transactions contemplated hereunder, the successful or prevailing party shall be entitled to recover its reasonable attorneys’ fees and other costs incurred in connection with that action, suit or proceeding, in addition to any other relief to which such party may be entitled. Exclusive jurisdiction and venue for any litigation arising under this Agreement is in the federal and state courts located in Pinellas County, Florida, USA and both parties hereby consent to such jurisdiction and venue for this purpose.
6.5 Relationship of the Parties. Nothing contained in this Agreement shall be deemed to constitute either party as the agent or representative of the other party, or both parties as joint venturers or partners for any purpose.
6.6 Entire Agreement; Amendment; Assignments. This Agreement (a) constitutes the entire agreement of the parties hereto with respect to the subject matter hereof and supersedes all prior understandings and agreements, whether written or oral, as to such subject matter; (b) may be amended or modified only by a writing executed by an authorized officer of the party against whom enforcement is sought; (c) may not be assigned by you without the written consent of Licensor; and (d) shall be binding upon and shall inure to the benefit of the respective successors and permitted assigns of the parties hereto.
6.7 Remedies. The parties acknowledge and agree that a breach or a threatened breach of this Agreement by you would cause not only financial harm, but also irreparable harm to Licensor, and that money damages will not provide an adequate remedy. In the event of a breach or threatened breach of this Agreement by you, Licensor shall, in addition to any other rights and remedies it may have, at law or in equity, be entitled to an injunction restraining, temporarily or permanently, you from disclosing or using, in whole or in part, the Software and the Documentation, without the necessity of posting any bond or surety.
6.8 Export. You shall not export or re-export, directly or indirectly (including via remote access), the Software or other information or materials provided by Licensor hereunder, to any country for which the United States or any other relevant jurisdiction requires any export license or other governmental approval at the time of export without first obtaining such license or approval.
6.9 U.S. Government Restricted Rights. If the Software is being acquired by or on behalf of the U.S. Government or by a U.S. Government prime contractor or subcontractor (at any tier), then the Government’s rights in the Software and accompanying Documentation will be only as set forth in this Agreement; this is in accordance with 48 CFR 227.7201 through 227.7202-4 (for Department of Defense (DOD) acquisitions) and with 48 CFR 2.101 and 12.212 (for non-DOD acquisitions).
6.10 Acknowledgment. You acknowledge that (a) you have read and understand this Agreement; (b) this Agreement has the same force and effect as a signed agreement; (c) issuance of this license does not constitute general publication of the Software or the Documentation; and (d) the individual accepting this Agreement on behalf of a corporation or other legal entity personally represents that he or she is duly authorized to accept this Agreement on behalf of such entity and that this Agreement is binding upon such entity.