END-USER LICENSE AGREEMENT FOR SPACEWARE SOFTWARE

IMPORTANT-READ CAREFULLY BEFORE INSTALLING OR USING THIS SOFTWARE: THIS END-USER LICENSE AGREEMENT ("EULA") IS A LEGAL AGREEMENT BETWEEN YOU (AN INDIVIDUAL, HEREAFTER REFERRED TO AS "YOU" OR "LICENSEE" OR “SUBSCRIBER”) AND SPACEWARE INC. ("SPACEWARE" OR "LICENSOR") FOR THE SOFTWARE IDENTIFIED ABOVE, WHICH INCLUDES COMPUTER PROGRAMMING CODE AND MAY INCLUDE ASSOCIATED MEDIA, PRINTED MATERIALS, AND "ONLINE" OR ELECTRONIC DOCUMENTATION ("SOFTWARE"). BY CLICKING ON THE "PURCHASE", “SUBSCRIBE”,  "CONTINUE" OR "YES" BUTTON, OR BY INSTALLING, COPYING, OR OTHERWISE USING THE SOFTWARE, YOU AGREE TO BE BOUND BY THE TERMS OF THIS EULA. IF YOU DO NOT AGREE TO THE TERMS OF THIS AGREEMENT, DO NOT CLICK ON THE "ACCEPT" BUTTON AND DO NOT PURCHASE OR USE THE SERVICES. YOU AGREE THAT YOUR USE OF THE SERVICES ACKNOWLEDGES THAT YOU HAVE READ THIS AGREEMENT, UNDERSTAND IT, AND AGREE TO BE LEGALLY BOUND BY ITS TERMS AND CONDITIONS.

All SpaceWare software is protected by copyright laws and international copyright treaties, as well as other intellectual property laws and treaties. The software is licensed.

MODIFICATION OF THESE TERMS OF USE: SpaceWare reserves the right to change the terms, conditions, and notices under which SpaceWare services are offered. You are responsible for regularly reviewing these terms and conditions and additional terms posted on particular websites. Your continued use of SpaceWare software constitutes your agreement to all such terms, conditions, and notices.

1. LICENSE: Any fraudulent use of the software licensed under this EULA is a violation of this license and would constitute a breach of contract as well as copyright infringement. SpaceWare grants you a non-exclusive, non-transferable license to do the following: (i) reproduce and use the software on multiple computers; (ii) copy the software for back-up or archival purposes in accordance with your standard back-up or archival procedures. If not running a trial version of the software, a license and/or subscription must be purchased for each account used.

2. LIMITATION OF LIABILITY: Under no circumstances and under no legal theory, whether tort, contract, or otherwise, shall licensor or its suppliers or resellers be liable to you or any other person for any indirect, special, incidental, or consequential damages of any character including, without limitation, damages for loss of goodwill, work stoppage, computer failure or malfunction, or any and all other commercial damages or losses. In no event will licensor be liable for any damages in excess of the amount licensor received from you for a license to the software, even if licensor shall have been informed of the possibility of such damages, or for any claim by any third party. This limitation of liability shall not apply to liability for death or personal injury resulting from licensor's negligence to the extent applicable law prohibits such limitation. Some jurisdictions do not allow the exclusion or limitation of incidental or consequential damages, so this exclusion and limitation may not apply to you.

3. DESCRIPTION OF OTHER RIGHTS AND LIMITATIONS: You may not do the following: (i) reverse engineer, decompile, translate, disassemble, or otherwise attempt to derive source code from the software, or authorize any third party to do any of the foregoing (ii) modify, or create derivative works based upon the software, in whole or in part; (iii) distribute copies of the software; (iv) remove any proprietary notices or labels on the software; or (v) resell, lease, rent, transfer, sublicense, or otherwise transfer rights to the software. The software is licensed as a single product. Its component parts may not be separated for use on more than one computer. SpaceWare reserves any rights in the software not expressly granted to you in this EULA.
Use of beta products requires that you not disclose to any person or persons any information about the product including (but not limited to) the fact that it exists.

4. TERMINATION: Without prejudice to any other rights, SpaceWare may terminate this EULA if you fail to comply with any of its terms and conditions. Upon notification of such termination, you must destroy all copies of the software and all of its component parts.

5. INTELLECTUAL PROPERTY RIGHTS: All interest in any copyrights, patents, trade secrets, trademarks, and any other intellectual property rights in and to the software (including but not limited to any images, photographs, animations, video, audio, music, text, and "applets" incorporated into the software), the accompanying materials (if any), and any copies of the software, are owned by SpaceWare or its suppliers. Therefore, you must treat the software like any other material protected by intellectual property laws.

6. U.S. GOVERNMENT END USERS: The software is a "commercial item," as that term is defined in 48 C.F.R. 2.101 (Oct. 1995), consisting of "commercial computer software" and "commercial computer software documentation," as such terms are used in 48 C.F.R. 12.212 (Sept. 1995). Consistent with 48 C.F.R. 12.212 and 48 C.F.R. 227.7202-1 through 227.7202-4 (June 1995), all U.S. Government end users acquire the software with only those rights set forth herein. Manufacturer is SpaceWare Inc.

7. PAID SOFTWARE

i. The term "paid software" refers to any software that incurs a one-time charge from SpaceWare and does not renew at any time.

ii. All charges and fees will be billed to your PayPal or Amazon account and no refunds will be issued for any licenses or subscription periods purchased.
 

8. SUBSCRIPTION SERVICE WITHOUT TRIAL

i. The term "paid subscription service without trial" refers to any software / subscription that was paid up front and will automatically renew / renew at the end of the agreed subscription period unless cancelled by you or SpaceWare Inc.

ii. All charges and fees will be billed to your PayPal account and no refunds will be issued for any subscription periods purchased.

iii. Subscription term of service: Your service begins when order is submitted, not from time of download. Service is a "per day" basis. Day ends at 11:59:59 pm U.S. Pacific time and begins next billing day at 12:00:00 am U.S. Pacific time.

v. Automatic renewal: Subscription fees for regular subscriptions are automatically renewed at the end of the original term selected, for a like period of time, unless the cancellation procedure is successfully completed as described in section 8, paragraph viii. by the subscriber to SpaceWare Inc. Subscription fees for trial or special introductory offers automatically renew to the subscription rate at the end of the original term selected, unless the cancellation procedure is successfully completed as described in section 8, paragraph viii. by the subscriber to SpaceWare Inc. Unless and until this agreement is cancelled in accordance with the terms hereof, subscriber hereby authorizes SpaceWare Inc. to charge subscriber's PayPal account (or other approved facility) to pay for the ongoing cost of subscription.

vi. Non-assignability/theft of login: Your membership, user name and password (login) may not be assigned or transferred to any other person or entity. Subscriber must promptly inform SpaceWare Inc. or the site of any apparent breach of security, such as loss, theft, or unauthorized disclosure or use of a user name or password. Until SpaceWare Inc. is notified, by e-mail, or by telephone of any breach in security, the subscriber will remain liable for any unauthorized use of the service.

vii. Refunds:  No refunds (partial or full) will be issued for any charges already billed to the subscriber account.

viii. Termination/cancellation of subscription software: Subscription to the service may be terminated at any time, and without cause, by SpaceWare Inc., the site or the subscriber upon notification of the other by electronic or conventional mail, or by telephone or fax. When a member requests termination, subscription fees already incurred are not refunded. Subscribers are liable for charges incurred by them until termination of service regardless if software is downloaded, installed, logged into or used. Subscriber may cancel their subscription(s) at any time by visiting their PayPal account. Should subscriber not follow cancellation instructions the account will remain active and subscriber is responsible for all charges incurred up to the time the account is deactivated.

 x. Account information: Subscriber must provide current, complete and accurate information for your billing account in order to receive the products ordered. You must promptly update all information to keep your billing account current, complete and you must promptly notify SpaceWare Inc. if your payment method is canceled (for example, for loss or theft) or if you become aware of a potential breach of security, such as the unauthorized disclosure or use of your user name or password. If you fail to provide SpaceWare Inc. any of the foregoing information, you agree that SpaceWare Inc. may continue charging you for any product provided under your billing account, unless you have terminated your subscription for such.

xi. Due Date / Collection Costs: The amount due to SpaceWare Inc. for your subscription must be paid in full by your Payment Method Provider on the date such payment is required; you are not entitled to carry forward a balance. SpaceWare Inc. reserves the right to refer your Billing Account to a third party for collection in the event of default. You agree to pay all costs incurred in the enforcement of this Subscription Agreement and in collection of any delinquent amounts due, including reasonable attorneys' fees and costs. Should there be an outstanding balance, service will be suspended until account is paid in full with no refund for lost time. Once balance is paid in full, you will regain access to your service (subject to reactivation fees).

xii. Cancellation Due To Non-Payment/ Reactivation Fees: In the event that the subscription is cancelled due to failure by the subscriber to provide the required payment on the due date, regardless of the reasons this may have occurred, access to the service will be immediately terminated and the account will be deactivated. If the subscriber later wishes to reactivate the account, the subscriber will be required to pay a reactivation fee of up to 50% of the subscription fee of the then current period subscription rate in addition to the normal subscription fees.

9. TRIAL SUBSCRIPTION SERVICE

i. Trial subscription service refers to any software / subscription that was not paid for up front.

ii. No charges or fees will be billed to your PayPal account at the end of your trial period unless you opt to subscribe.

iii. Trial period and subscription term of service: Your service begins when order is submitted. Service is a "per day" basis. Day ends at 11:59:59 pm U.S. Pacific time and begins next billing day at 12:00:00 am U.S. Pacific time.

 

10. FRAUD & CHARGEBACK RIGHTS: You hereby agree that all fraud and misuse of your PayPal account will be promptly reported to SpaceWare Inc. You also agree that any disputes with billing, delivery, or service quality will be addressed and investigated through SpaceWare Inc. Any charges disputed with your issuing bank or financial institution without first contacting SpaceWare Inc. for resolution may be construed as an attempt to defraud SpaceWare Inc. Liquidated damages up to $500 may be assessed by SpaceWare Inc., in its discretion, against any individual who fraudulently obtains a membership or whose transaction later results in a chargeback to the account. Member agrees that the liquidated damage amount above is reasonable, does not constitute a penalty, and is being established due to the difficulties and inconvenience associated with attempting to establish the exact amount of loss which may be sustained by SpaceWare Inc. due to excessive chargebacks to the account. Said individual shall indemnify and hold SpaceWare Inc. harmless from any and all claims, fines or other damages imposed by PayPal or other entity due to excessive chargebacks which are the cumulative result of said individuals fraudulent actions. The SpaceWare Fraud department will review all chargebacks.

Claiming a charge as fraudulent to avoid payment for your software or subscription is illegal and any and all violators will be prosecuted to the fullest extent of the law. PayPal and the authorities will be notified. Any chargebacks submitted as fraudulent, SpaceWare Inc. will require a copy of a filed police report and a signed affidavit from PayPal stating that the charge was fraudulent and that your PayPal account information was stolen or otherwise falsely obtained and used.

i. Non-Fraudulent Chargebacks: Chargebacks issued for reasons SpaceWare Inc. deems as non-fraudulent and that SpaceWare Inc. feels you were provided with proper services and/or support will be disputed through PayPal. It is your responsibility to notify SpaceWare Inc. of any problems you are having with your software or service immediately. In the event that PayPal declines chargeback reversal, SpaceWare Inc. reserves the right to refer your account to a third party for collection in the event of default. You agree to pay all costs incurred in the enforcement of this Subscription Agreement and in collection of any delinquent amounts due, including bank fees, reasonable attorneys' fees and any other costs.

ii. Fraudulent Chargebacks: Any chargebacks that result from fraudulent activity will be investigated. All information on fraudulent accounts will be turned over to the authorities to assist in locating and prosecuting any and all guilty parties.

11. BILLING DESCRIPTION: All charges will appear as "SpaceWare Inc." on your PayPal statement.

12. ELECTRONIC RECEIPT: Subscribers / customers will be given, via email, electronic receipts that support charges for use of the software. It is the subscriber / customer's responsibility to retain a copy of the receipt. SpaceWare Inc. accepts no responsibility for receipts not received due, and not limited to, incorrect email address provided, rejection from server or ISP for any reason.

13. USE OF YOUR DATA AND INFORMATION: SpaceWare products run on your PC and all data is stored on your PC.
Your Amazon credentials (including email address and password) are  transmitted to the Amazon servers for the purpose of signing onto and accessing Amazon services. This data is sent encrypted using SSL/TLS.
Certain data is sent to SpaceWare for the purposes of license verification. This will include your Amazon email address and (when subscribed) your PayPal email address. Your password is NEVER sent to SpaceWare or any other location (other than Amazon as per above).
Certain data is sent to SpaceWare for diagnostic purposes (including when you send logs). This will include your Amazon email address and (when subscribed) your PayPal email address. Your password is NEVER sent to SpaceWare or any other location (other than Amazon as per above).
Any data sent to SpaceWare will never be shared with or sold to other companies or entities (except in the case that the software or SpaceWare corporation is sold to another company or entity in the future). We respect your privacy. Any data sent to SpaceWare will NEVER be used to send SPAM.

14. THIRD PARTY DATA: CERTAIN CONTENT THAT APPEARS IN THIS APPLICATION COMES FROM AMAZON SERVICES LLC AND OTHER DATA PROVIDERS. THIS CONTENT IS PROVIDED ‘AS IS’ AND IS SUBJECT TO CHANGE OR REMOVAL AT ANY TIME. Under no circumstances and under no legal theory, whether tort, contract, or otherwise, shall licensor or its suppliers or resellers be liable to you or any other person for any indirect, special, incidental, or consequential damages of any character including, without limitation, damages for loss of goodwill, work stoppage, computer failure or malfunction, or any and all other commercial damages or losses caused by the accuracy or availability of this data. Licensor shall not be liable for any charges imposed by Amazon Services LLC or other data providers for access to this data. In all instances you agree to be liable for any charges imposed by any 3^rd party supplier of any data used by this application for access to that data.

BY CLICKING ON THE "PURCHASE", “SUBSCRIBE”,  "CONTINUE" OR "YES" BUTTON, OR BY INSTALLING, COPYING, OR OTHERWISE USING THE SOFTWARE, YOU ACKNOWLEDGE THAT YOU HAVE READ THIS LICENSE, UNDERSTAND IT, AND AGREE TO BE BOUND BY ITS TERMS AS THE COMPLETE AND EXCLUSIVE STATEMENT OF THE AGREEMENT BETWEEN US, SUPERSEDING ANY PROPOSAL OR PRIOR AGREEMENT, ORAL OR WRITTEN, AND ANY OTHER COMMUNICATIONS BETWEEN US RELATING TO THE SUBJECT MATTER OF THIS LICENSE. YOU ALSO STATE THAT YOU ARE THE OWNER OF PAYPAL ACCOUNT USED FOR PURCHASE. ANY ATTEMPTS TO USE PAYPAL ACCOUNTS FOR FRAUDULENT PURPOSES TO SPACEWARE WILL BE PUNISHABLE BY ALL LAWS AND PENALTIES. SPACEWARE WILL PROSECUTE ANY FRAUDULENT ACTIVITY TO THE FULLEST EXTENT OF THE LAW.