Last updated: June 12th, 2024
This End User License Agreement (“EULA”) governs your download and use of the executable code for the Softzero software application, including any updates or upgrades thereto (collectively referred to as “Softzero,” “Application,” or “Software”). This EULA forms a binding contract between you and us (“Company”).
Your use of Softzero is subject to the terms and conditions set forth in this EULA, as well as the Company’s Terms of Service and Privacy Policy.
PLEASE READ THE EULA CAREFULLY.
BY ACCESSING OR USING ANY PART OF THE SOFTWARE, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTAND, AND AGREE TO BE BOUND BY ALL THE TERMS OF THIS EULA. IF YOU DO NOT AGREE TO THESE TERMS, EXIT THIS PAGE OR APPLICATION AND DO NOT ACCESS OR USE THE SOFTWARE. USE OF THE SOFTWARE IS EXPRESSLY CONDITIONED UPON YOUR ACCEPTANCE OF THIS EULA.
1. Updates to EULA; Integration
We may, at our sole discretion, modify the terms of this EULA via email or by posting a notice in the application. The “Last Updated” date at the top of this EULA indicates when the latest modifications were made. By continuing to access and use the application, you agree to any such modifications.
2. Grant of License
Subject to the terms and conditions of this EULA, the Company grants you a limited, personal, non-exclusive, non-transferable, non-sublicensable, and revocable license to install and use the Software during the term and solely for your own private use.
3. Intellectual Property
3.1 You acknowledge and agree that the Software, including its sequence, structure, organization, source code, and applicable documentation, contains valuable trade secrets and other intellectual property of the Company. The Software is licensed, not sold, to you, and no title or ownership of the Software or the intellectual property rights therein is granted to you. The Software is the exclusive property of the Company, and all rights not expressly granted to you in this Agreement are reserved. Nothing in this EULA grants a license under any existing or future patents of the Company, except as necessary for you to use the Software as expressly permitted under this EULA. Any breach of this EULA will result in immediate, irreparable harm to the Company, for which monetary damages would be inadequate, and injunctive relief is an appropriate remedy.
3.2 This EULA commences upon your download of the Software and continues in perpetuity unless terminated earlier as provided herein. This EULA will immediately terminate upon your breach of any terms or conditions set forth herein. Upon termination, you must discontinue all use of the Software, destroy all copies of the Software, and, if requested by the Company, certify in writing that such destruction has occurred.
3.3 You may not:
- Copy, reproduce, change, modify, or create derivative works of Softzero.
- Remove or obscure any ownership or trademark notices on Softzero.
- Sublicense, sell, rent, lease, transfer, assign, display, host, outsource, disclose, distribute, or otherwise make commercial use of Softzero.
- Circumvent any activation or license key or other similar method used to protect Softzero against unlicensed use, copying, or distribution.
- Post or make available Softzero or any portion thereof, including the activation key, on the Internet or any other publicly available forum.
- Export or re-export Softzero or any underlying technology in violation of applicable export laws and regulations.
3.4 You may not decompile, reverse engineer, disassemble, attempt to derive the source code of, modify, or create derivative works of the Software. You may not remove, obscure, or alter any copyright or other proprietary rights notices affixed to or contained within the Software. You may not separate the component programs of the Software for use on different computers, sublicense, lease, rent, loan, or distribute the Software to any third party. You may not permit, direct, or authorize any third party to take any action inconsistent with the terms set forth in this EULA.
4. Prohibited Uses
4.1 You may not do any of the following while accessing or using Softzero:
- Access, tamper with, or use non-public areas of the application, our computer systems, or the technical delivery systems of our providers.
- Probe, scan, or test the vulnerability of any system or network or breach or circumvent any security or authentication measures.
- Access or search the application by any means other than through our currently available, published interfaces provided by us.
- Forge any TCP/IP packet header or any part of the header information in any email or posting, or use the application to send altered, deceptive, or false source-identifying information.
- Disrupt or interfere with the access of any user, host, or network, including sending a virus, overloading, flooding, spamming, mail-bombing, or otherwise creating an undue burden on our services.
4.2 You may not use manual or automated software, devices, or other processes to “crawl,” “scrape,” or “spider” the application. You may not decompile, reverse engineer, or otherwise attempt to obtain the source code of any part of the application.
4.3 You agree not to access the application by any means except through the interface provided by the Company. Creating or maintaining any link from another application to any page on the Site without prior authorization from the Company is prohibited.
5. Updates
The Company may provide you with updates from time to time at no charge during the term of this Agreement. “Update” refers to additional versions of Softzero containing technical modifications, updated information, altered functionality, or other changes intended to improve or modify any aspect of Softzero. The Company may push updates to you over the Internet via Softzero, and you agree to allow Softzero to receive such updates as part of your use of the Software.
6. Fees
Softzero is free to download and use.
7. Additional Services
7.1 To support our business and provide the Software for free, we may offer certain additional in-house and third-party software components. You are not required to download any additional software to use Softzero. These components may include, but are not limited to:
- “NoGo Search,” which directs your searches away from Google to other search engines. NoGo Search will uninstall if you uninstall Softzero.
8. Termination
You may terminate your use of the Software at any time by uninstalling the Software. The Company may terminate or suspend your access to the Software at any time, with or without notice, in its sole discretion. Upon termination or cancellation of your access to the Software and/or your account, we reserve the right to delete all your data in the normal course of operations.
9. Representations
You expressly represent, warrant, and acknowledge that:
- The information contained herein is for informational purposes only and is not intended as or should be construed as advice or recommendations, and is not guaranteed to produce results.
- The Company does not warrant or guarantee the suitability or availability of any material or content, including data, products, or services found through the Software.
- The Company does not screen the authenticity or quality of any material or content or any provider of material or content, including data, products, or services found through the Software.
- The Company makes no representations or promises regarding any material or content, and some material or content provided via the Software may be owned or licensed by third parties
10. Warranties, Disclaimers, and Limitations of Liability
OU EXPRESSLY UNDERSTAND AND AGREE THAT:
10.1 YOUR USE OF THE SOFTWARE IS AT YOUR SOLE RISK. THE SOFTWARE AND ASSOCIATED MATERIALS AND CONTENT ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. EXCEPT AS OTHERWISE EXPRESSLY PROVIDED IN THIS EULA, THE COMPANY, ITS PARENT, SUBSIDIARY, AND OTHER AFFILIATED COMPANIES, AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND OTHER REPRESENTATIVES (COLLECTIVELY, THE “COMPANY PARTIES”) EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, THE COMPANY PARTIES MAKE NO WARRANTY THAT: (I) THE SOFTWARE WILL MEET YOUR REQUIREMENTS; (II) THE SOFTWARE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE; (III) INFORMATION THAT MAY BE OBTAINED VIA THE SOFTWARE WILL BE ACCURATE OR RELIABLE; (IV) THE QUALITY OF ANY AND ALL PRODUCTS, SOFTWARES, INFORMATION, OR OTHER MATERIAL, INCLUDING ALL MERCHANDISE, GOODS, AND SOFTWARES, OBTAINED OR PURCHASED BY YOU DIRECTLY OR INDIRECTLY THROUGH THE SOFTWARE WILL MEET YOUR EXPECTATIONS OR NEEDS; AND (V) ANY ERRORS IN THE SOFTWARE WILL BE CORRECTED.
10.2 THE COMPANY PARTIES SHALL NOT UNDER ANY CIRCUMSTANCES BE LIABLE FOR ANY DAMAGES OF ANY KIND ARISING OUT OF, IN CONNECTION WITH, OR RELATING TO THE USE OF OR INABILITY TO USE THE SOFTWARE, INCLUDING ANY LIABILITY: (I) AS A PUBLISHER OF INFORMATION; (II) FOR ANY INCORRECT OR INACCURATE INFORMATION OR ANY ‘BUG’ OF THE SOFTWARE; (III) FOR ANY UNAUTHORIZED ACCESS TO OR DISCLOSURE OF YOUR TRANSMISSIONS OR DATA; (IV) FOR STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON OR VIA THE SOFTWARE;
(V) FOR ANY DISPUTES BETWEEN USERS OF THE SOFTWARE OR BETWEEN A USER OF THE SOFTWARE AND A THIRD PARTY; OR (VI) FOR ANY OTHER MATTER RELATING TO THE SOFTWARE OR ANY THIRD PARTY. THIS IS A COMPREHENSIVE LIMITATION OF LIABILITY THAT APPLIES TO ALL DAMAGES OF ANY KIND, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES (INCLUDING DAMAGES FOR LOSS OF BUSINESS, LOSS OF PROFITS, LOSS OF GOODWILL, LOSS OF USE, LOSS OF DATA, COST OF PROCUREMENT OF SUBSTITUTE GOODS, SOFTWARE, OR SOFTWARE, LITIGATION, OR THE LIKE), WHETHER BASED ON BREACH OF CONTRACT, BREACH OF WARRANTY, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY, OR OTHERWISE, EVEN IF AN INDIVIDUAL ADVISES THE COMPANY PARTIES OF THE POSSIBILITY OF SUCH DAMAGES. THE LIMITATIONS OF LIABILITY SET FORTH HEREIN ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN THE COMPANY AND YOU. THE INFORMATION AND SOFTWARE OFFERED ON AND THROUGH THE SOFTWARE WOULD NOT BE PROVIDED TO YOU WITHOUT SUCH LIMITATIONS. NOTWITHSTANDING THE FOREGOING, THE SOLE AND ENTIRE MAXIMUM LIABILITY OF THE COMPANY PARTIES FOR ANY REASON, AND YOUR SOLE AND EXCLUSIVE REMEDY FOR ANY CAUSE OR CLAIM WHATSOEVER, SHALL BE LIMITED TO THE AMOUNT PAID BY YOU TO THE COMPANY FOR ANY SOFTWARE IN CONNECTION WITH THE SOFTWARE DURING THE THREE (3) MONTH PERIOD IMMEDIATELY PRECEDING THE CLAIM.
10.3 YOU AGREE THAT REGARDLESS OF ANY STATUTE OR LAW TO THE CONTRARY, ANY CLAIM OR CAUSE OF ACTION THAT YOU MAY HAVE ARISING OUT OF OR RELATED TO USE OF THE SOFTWARE OR THIS EULA MUST BE FILED WITHIN ONE (1) YEAR AFTER SUCH CLAIM OR CAUSE OF ACTION AROSE OR BE FOREVER BARRED.
10.4 THE COMPANY MAKES NO REPRESENTATION THAT THE SOFTWARE IS APPROPRIATE OR AVAILABLE FOR USE OUTSIDE OF THE UNITED STATES OF AMERICA. IF YOU ACCESS THE SOFTWARE FROM A LOCATION OUTSIDE THE U.S.A., YOU DO SO AT YOUR OWN RISK AND INITIATIVE AND ARE RESPONSIBLE FOR COMPLIANCE WITH APPLICABLE LAWS, AND THE COMPANY SHALL NOT BE RESPONSIBLE FOR ANY VIOLATION OF SUCH LAWS.
11. General Terms
11.1 You agree to indemnify, defend, and hold harmless the Company and its officers, directors, employees, agents, licensors, representatives, and third-party providers to the Software from and against all losses, expenses, damages, and costs, including reasonable attorneys’ fees, resulting from any violation of this EULA. We reserve the right to take over the exclusive defense of any claim for which we are entitled to indemnification under this section. In such event, you shall provide us with such cooperation as is reasonably requested by us.
11.2 If any provision of this EULA is found to be invalid by any court having competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of this EULA, which shall remain in full force and effect. No waiver of any term of this EULA shall be deemed a further or continuing waiver of such term or any other term.
11.3 This EULA is governed by and construed in accordance with the laws of the State of California, without regard to its conflict of laws principles. Any legal suit, action, or proceeding arising out of or related to this EULA or the Software shall be instituted exclusively in the federal or state courts located in San Francisco County, California. You waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts.
11.4 This EULA, together with our Terms of Service and Privacy Policy, constitutes the sole and entire agreement between you and us regarding the Software and supersedes all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, regarding the Software.
11.5 All matters relating to the Software and this EULA, and any dispute or claim arising therefrom or related thereto, shall be governed by and construed in accordance with the internal laws of the State of California, without giving effect to any choice or conflict of law provision or rule. Any legal suit, action, or proceeding arising out of, or related to, this EULA or the Software shall be instituted exclusively in the federal courts of the United States or the courts of the State of California, in each case located in San Francisco County, although we retain the right to bring any suit, action, or proceeding against you for breach of this EULA in your country of residence or any other relevant country. You waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts.
By downloading or using the Software, you acknowledge that you have read this EULA, understand it, and agree to be bound by its terms and conditions. If you do not agree to the terms of this EULA, do not install or use the Software.
Contact Information:
For any questions about this EULA, please contact us at:
Softzero 1234 Market Street San Francisco, CA 94103 support@Softzero.com