CYBERVAULT SOFTWARE LICENSE AGREEMENT
Last Updated: May 15, 2024
PLEASE READ THIS AGREEMENT CAREFULLY BEFORE DOWNLOADING, INSTALLING, OR USING THE SOFTWARE. BY DOWNLOADING, INSTALLING, OR USING THE SOFTWARE, YOU AGREE TO BE BOUND BY THE TERMS OF THIS AGREEMENT. IF YOU DO NOT AGREE TO THESE TERMS, DO NOT DOWNLOAD, INSTALL, OR USE THE SOFTWARE.
1. DEFINITIONS
"Agreement" means these Terms of Service.
"CyberVault", "we", "us", or "our" refers to the developers of the CyberVault software, namely CyberHansen and CyberNilsen.
"Software" means the CyberVault password management application and all related components, including but not limited to the executable files, documentation, and any updates or upgrades provided to you.
"User", "you", or "your" refers to the individual or entity that downloads, installs, accesses, or uses the Software.
"Content" means any information, data, text, passwords, account details, or other materials stored by you using the Software.
2. LICENSE GRANT
2.1 License. Subject to your compliance with this Agreement, CyberVault grants you a limited, non-exclusive, non-transferable, non-sublicensable license to download, install, and use the Software on devices that you own or control for your personal or internal business purposes.
2.2 Restrictions. You shall not:
(a) Copy, modify, adapt, translate, create derivative works from, distribute, license, sell, transfer, publicly display, publicly perform, transmit, stream, broadcast, or otherwise exploit the Software or any portion thereof, except as expressly permitted in this Agreement;
(b) Reverse engineer, disassemble, decompile or otherwise attempt to discover the source code or structure, sequence, or organization of the Software, except to the extent that these restrictions are expressly prohibited by applicable law;
(c) Remove, alter, or obscure any proprietary notices (including copyright and trademark notices) from the Software;
(d) Use the Software for any purpose that is illegal, beyond the scope of its intended use, or otherwise prohibited in this Agreement;
(e) Use the Software in any manner that could damage, disable, overburden, or impair the Software, or interfere with any other party's use and enjoyment of the Software;
(f) Use automated scripts to collect information or otherwise interact with the Software;
(g) Use the Software to store or transmit any viruses, worms, or other malicious code;
(h) Rent, lease, loan, resell, sublicense, distribute or otherwise transfer the Software to any third party.
3. OWNERSHIP
3.1 Software Ownership. The Software, including all intellectual property rights therein, is and shall remain the property of CyberVault. The Software is licensed, not sold, to you under this Agreement.
3.2 Feedback. If you provide CyberVault with any feedback, suggestions, or ideas regarding the Software ("Feedback"), you hereby grant CyberVault a perpetual, irrevocable, worldwide, royalty-free license to use, reproduce, disclose, distribute, display, perform, create derivative works from, and otherwise exploit such Feedback without restriction.
3.3 Your Content. You retain all ownership rights to your Content. By using the Software, you grant CyberVault a non-exclusive, royalty-free, fully paid, and worldwide license to use, store, and process your Content solely for the purpose of providing and improving the Software.
4. PRIVACY AND SECURITY
4.1 Data Storage. The Software is designed to store your Content locally on your device. CyberVault does not have access to your Content and does not transmit your Content to CyberVault's servers or third parties.
4.2 Security Measures. The Software uses industry-standard encryption to protect your Content. However, no method of transmission or storage is 100% secure. Therefore, while we strive to use commercially acceptable means to protect your information, we cannot guarantee its absolute security.
4.3 Your Responsibility. You are responsible for:
(a) Maintaining the confidentiality of your master password and any device you use to access the Software;
(b) Creating regular backups of your Content and the Software's encrypted database;
(c) Ensuring that you do not share your master password with any third party;
(d) All activities that occur under your account or through your use of the Software.
4.4 No Warranty of Security. Despite our efforts to secure the Software, you understand and agree that you use the Software at your own risk. You acknowledge that there are risks inherent in internet-connected software and that we do not guarantee the security of your Content against unauthorized access or disclosure.
5. DISCLAIMER OF WARRANTIES
5.1 AS IS. THE SOFTWARE IS PROVIDED "AS IS" AND "AS AVAILABLE", WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED. WITHOUT LIMITING THE FOREGOING, CYBERVAULT EXPLICITLY DISCLAIMS ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT, AND NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE.
5.2 No Guarantee of Performance. CYBERVAULT MAKES NO WARRANTY THAT THE SOFTWARE WILL MEET YOUR REQUIREMENTS, BE AVAILABLE ON AN UNINTERRUPTED, SECURE, OR ERROR-FREE BASIS, OR THAT DEFECTS WILL BE CORRECTED. CYBERVAULT MAKES NO WARRANTY REGARDING THE QUALITY, ACCURACY, TIMELINESS, TRUTHFULNESS, COMPLETENESS, OR RELIABILITY OF THE SOFTWARE.
5.3 Third-Party Services. The Software may integrate with or allow access to third-party services. These services are not under CyberVault's control, and CyberVault is not responsible for their availability, reliability, or any loss or damage arising from your use of or reliance on such services.
6. LIMITATION OF LIABILITY
6.1 Exclusion of Damages. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL CYBERVAULT, ITS AFFILIATES, OR THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE FOR ANY INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA, OR OTHER INTANGIBLE LOSSES, THAT RESULT FROM THE USE OF, OR INABILITY TO USE, THE SOFTWARE.
6.2 Limitation of Liability. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, CYBERVAULT'S TOTAL LIABILITY TO YOU FOR ANY CLAIMS RELATED TO THIS AGREEMENT OR THE SOFTWARE, WHETHER IN CONTRACT, TORT, OR OTHERWISE, IS LIMITED TO THE AMOUNT PAID BY YOU FOR THE SOFTWARE, IF ANY, DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE DATE THE CLAIM AROSE.
6.3 Basis of Bargain. YOU ACKNOWLEDGE THAT CYBERVAULT HAS OFFERED THE SOFTWARE AND ENTERED INTO THIS AGREEMENT IN RELIANCE UPON THE WARRANTY DISCLAIMERS AND LIMITATIONS OF LIABILITY SET FORTH HEREIN, THAT THE WARRANTY DISCLAIMERS AND LIMITATIONS OF LIABILITY SET FORTH HEREIN REFLECT A REASONABLE AND FAIR ALLOCATION OF RISK BETWEEN YOU AND CYBERVAULT, AND THAT THE WARRANTY DISCLAIMERS AND LIMITATIONS OF LIABILITY SET FORTH HEREIN FORM AN ESSENTIAL BASIS OF THE BARGAIN BETWEEN YOU AND CYBERVAULT. CYBERVAULT WOULD NOT BE ABLE TO PROVIDE THE SOFTWARE TO YOU ON AN ECONOMICALLY REASONABLE BASIS WITHOUT THESE LIMITATIONS.
7. TERMINATION
7.1 Term. This Agreement will remain in effect until terminated by you or CyberVault as set forth below.
7.2 Termination by You. You may terminate this Agreement at any time by uninstalling and ceasing all use of the Software.
7.3 Termination by CyberVault. CyberVault may terminate this Agreement at any time if you breach any provision of this Agreement, if CyberVault is required to do so by law, or if CyberVault decides to stop offering the Software.
7.4 Effect of Termination. Upon termination of this Agreement for any reason, your license to use the Software will terminate, and you must cease all use of the Software and destroy all copies, full or partial, of the Software in your possession or control.
7.5 Survival. The following sections will survive termination of this Agreement: Ownership, Disclaimer of Warranties, Limitation of Liability, Indemnification, Dispute Resolution, and General Legal Terms.
8. INDEMNIFICATION
You agree to indemnify, defend, and hold harmless CyberVault, its affiliates, and their respective officers, directors, employees, and agents from and against any and all claims, liabilities, damages, losses, costs, expenses, or fees (including reasonable attorneys' fees) that arise from or relate to: (a) your use of the Software; (b) your violation of this Agreement; (c) your violation of any rights of any third party; or (d) your Content. CyberVault reserves the right, at its own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, and in that case, you agree to cooperate with CyberVault's defense of such claim.
9. DISPUTE RESOLUTION
9.1 Governing Law. This Agreement shall be governed by and construed in accordance with the laws of Norway, without regard to its conflict of law principles.
9.2 Informal Resolution. Before filing a claim against CyberVault, you agree to attempt to resolve the dispute informally by contacting CyberVault at cyberbrothershq@gmail.com. CyberVault will attempt to resolve the dispute informally by contacting you via email. If a dispute is not resolved within 30 days of submission, either party may proceed with filing a claim.
9.3 Forum. You and CyberVault agree that any dispute, claim, or controversy arising out of or relating to this Agreement or the Software shall be settled by binding arbitration in accordance with the Norwegian Arbitration Act. The arbitration shall be conducted in Kongsberg, Norway, in the English language.
9.4 Class Action Waiver. YOU AND CYBERVAULT AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING.
10. GENERAL LEGAL TERMS
10.1 Entire Agreement. This Agreement constitutes the entire agreement between you and CyberVault regarding the Software and supersedes all prior agreements and understandings, whether written or oral, regarding the Software.
10.2 Amendments. CyberVault reserves the right to modify this Agreement at any time. If we make material changes to this Agreement, we will notify you by email or by posting a notice in the Software. Your continued use of the Software after such notification constitutes your acceptance of the modified Agreement.
10.3 Severability. If any provision of this Agreement is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall be enforced to the fullest extent under law.
10.4 No Waiver. CyberVault's failure to enforce any right or provision of this Agreement will not be considered a waiver of such right or provision.
10.5 Assignment. You may not assign or transfer this Agreement, by operation of law or otherwise, without CyberVault's prior written consent. Any attempt by you to assign or transfer this Agreement without such consent will be null and void. CyberVault may freely assign or transfer this Agreement without restriction.
10.6 Notices. Any notices or other communications provided by CyberVault under this Agreement will be given by posting to the Software or via email.
10.7 Force Majeure. CyberVault shall not be liable for any delay or failure to perform resulting from causes outside its reasonable control, including, but not limited to, acts of God, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, accidents, strikes, or shortages of transportation facilities, fuel, energy, labor, or materials.
10.8 Export Control. You may not use or otherwise export or re-export the Software except as authorized by United States law and the laws of the jurisdiction in which the Software was obtained. In particular, but without limitation, the Software may not be exported or re-exported (a) into any U.S. embargoed countries or (b) to anyone on the U.S. Treasury Department's list of Specially Designated Nationals or the U.S. Department of Commerce Denied Person's List or Entity List.
BY CLICKING "I ACCEPT" OR BY DOWNLOADING, INSTALLING, OR USING THE SOFTWARE, YOU ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT, UNDERSTAND IT, AND AGREE TO BE BOUND BY ITS TERMS AND CONDITIONS.
