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1. Introduction and Acceptance. This Software License Agreement (the "Agreement") is a legal agreement between you (either an individual or an entity) and White Sky, Inc. (the "Licensor") regarding the use of Licensor's software entitled ID Vault, which includes user documentation provided in electronic form (the "Software"). BEFORE YOU CLICK ON THE "I Agree" BUTTON AT THE BOTTOM OF THIS SCREEN, CAREFULLY READ THE TERMS AND CONDITIONS OF THIS AGREEMENT. BY CLICKING ON THE "I Agree" BUTTON, YOU ARE AGREEING TO BE BOUND BY AND ARE BECOMING A PARTY TO THIS AGREEMENT. IF YOU DO NOT AGREE TO ALL OF THE TERMS OF THIS AGREEMENT, CLICK THE "Exit" BUTTON AND THE SOFTWARE WILL NOT BE INSTALLED ON YOUR COMPUTER. IF YOU DO NOT INSTALL THIS SOFTWARE PLEASE DESTROY OR DELETE ALL COPIES IN YOUR POSSESSION.
2. Grant of License. Subject to the restrictions set forth below, this Agreement grants you a nonexclusive, perpetual license to install and use the specified version of the Software in object code format, for personal use only during the Service Period. The "Service Period" shall begin on the date of your initial installation of the Software, and shall last for the period of time set forth in the documentation or the applicable transaction documentation from the authorized distributor or reseller from which you obtained the Software. The Software is "in use" on a computer when it is loaded into the temporary memory (i.e., RAM) or installed into the permanent memory (e.g., hard disk, CD-ROM, or other storage device) of that computer. The license granted hereunder shall not be effective until you have paid in full all license fees for your software due and payable to the Licensor. Notwithstanding the foregoing provision of these Terms, your subscription to ID Vault Free Edition does not require the payment of a license fee. The Software may automatically deactivate and become non-operational at the end of the Service Period, and you will not be entitled to receive any feature or content updates to the Software unless the Service Period is renewed. Notwithstanding the foregoing provision of these Terms, your subscription to ID Vault Free Edition has a perpetual Service Period. Subscriptions for renewals of the Service Period will be available in accordance with White Sky, Inc.'s support policy posted at www.idvault.com/support. If you have agreed to permit White Sky, Inc. to automatically renew your subscription to the Service by charging a valid credit card number which you have provided to White Sky, Inc., your subscription will be automatically renewed each month or thirty (30) days prior to the expiration of the term and each anniversary thereafter for a fee no greater than White Sky Inc.'s then-current price. You agree that White Sky Inc. may continue charging you for any subscription automatically renewed unless you inform White Sky Inc.'s customer support department by filing a Support Request at www.idvault.com/support and informing us of your desire not to have such subscription automatically renewed.
3. Ownership. The license granted hereunder does not constitute a transfer or sale of Licensor's ownership rights in or to the Software. Except for the license rights granted above, Licensor and its suppliers and licensors retain all right, title and interest in and to the Software, including all intellectual property rights therein. The Software is protected by applicable intellectual property laws, including United States copyright laws and international treaties.
4. License Restrictions. You may not reverse engineer, decompile, or disassemble the Software, except to the extent the foregoing restriction is expressly prohibited by applicable law. You may not remove or destroy any copyright notices or other proprietary markings. You may not modify or adapt the Software, merge the Software into another program or create derivative works based on the Software. You may not use, copy, or distribute the Software without Licensor's authorization, except that you may make one (1) copy of the Software for archival or back-up purposes only.
5. Termination. This Agreement shall be effective upon installation of the Software and Licensor's rights and SHALL TERMINATE UPON THE EARLIER OF: (i) YOUR FAILURE TO COMPLY WITH ANY TERM OF THIS AGREEMENT; OR (ii) RETURN, DESTRUCTION OR DELETION OF ALL COPIES OF THE SOFTWARE IN YOUR POSSESSION; OR (iii) WHITE SKY, INC. DECIDES, INITS SOLE DISCRETION, TO DISCONTINUE OFFERING THE PRODUCT. Licensor's rights and your obligations shall survive the termination of this Agreement. Upon termination of this Agreement by Licensor, you shall destroy or return to Licensor all copies of the Software, or any portion thereof and you will no longer have authorization to use the Software. When these Terms are terminated and/or the subscription is canceled, you may no longer have access to data and other material you have stored in connection with the Service.
6. Updates. You are entitled to download updates to the Software when and as White Sky, Inc. publishes them via its electronic bulletin board system, website or through other online services during the Service Period. White Sky, Inc. may, at its discretion, add, modify or remove features from the Software at any time with or without notice to you. After the Service Period, you have no further rights to receive any updates without purchase of a new license to the Software.
The ID Vault software uses content that is updated from time to time, including but not limited to IP white lists and Web site log in protocols. You shall have the right to receive Content Updates for the Software during your Service Period.
7. Privacy. By entering into this Agreement, you agree that White Sky may collect, retain and use your personal information, including your name, address, e-mail address, and payment details. Your personal information will be used primarily to provide services and product functionality to you. White Sky may also use your personal information for additional communication with you, subject to your decision not to accept such communication from White Sky and subject to applicable laws.
8. Data Protection. From time to time, the Software may collect certain information from the computer on which it is installed which may include:
Information regarding installation of the Software. This information indicates to White Sky, Inc. whether installation of the Software was successfully completed and is collected by White Sky, Inc. for the purpose of evaluating and improving White Sky, Inc.'s product installation success rate. This information will not be correlated with any personally identifiable information.
The identification number given during initial setup to the computer on which the Software is being installed. The name will be used by White Sky, Inc. as an identifier for your computer in order to perform security procedures related to providing access to the Secure Password File where your personal information is stored.
General statistical and usage information. This information is used for product administration and analysis, to monitor utilization and to ensure good customer experience.
9. Limited Security. The Software is intended to provide increased security for the usernames and passwords you use on the Internet. Accordingly, your use of the Software is only one part of a conscientious and comprehensive system to decrease the risk of misappropriation of your information by third parties. Licensor and its suppliers, licensors, distributors, agents, and representatives make no guarantee that the information you store in the software will not be stolen.
10. Limited Warranty. Licensor warrants that the Software will perform substantially in accordance with the documentation accompanying the Software for a period of thirty (30) days after receipt by you. Licensor's entire liability and your exclusive remedy for breach of this warranty shall be, at Licensor's option, either (i) refund of the license fee paid by you; or (b) repair or replacement of the Software that does not meet the warranty set forth herein and that is returned to Licensor with a copy of your receipt. This limited warranty shall be void if failure of the Software has resulted from any accident, abuse, misuse or misapplication by you. Any replacement Software will be warranted for the remainder of the original warranty period or thirty (30) days, whichever is longer. These terms supersede any prior agreements or representations-including representations made in White Sky Inc. sales literature or advice given to you by Licensor, a Licensor reseller, sales representative, or distributor, or an agent or employee thereof-that may have been made in connection with your purchase of the Software. This warranty runs from Licensor to you, and you do not have the right to make any warranty claims against Licensor's suppliers, licensors, distributors, agents, and representatives.
11. NO OTHER WARRANTIES. EXCEPT AS SET FORTH IN SECTION 6, THE SOFTWARE IS PROVIDED ON AN "AS IS" BASIS. LICENSOR AND ITS SUPPLIERS, LICENSORS, DISTRIBUTORS, AGENTS, AND REPRESENTATIVES DO NOT WARRANT OR GUARANTEE THAT THE INFORMATION YOU STORE IN THE SOFTWARE WILL NOT BE STOLEN. YOU ASSUME ALL RESPONSIBILITIES FOR SELECTION OF THE SOFTWARE TO ACHIEVE YOUR INTENDED RESULTS, AND FOR THE INSTALLATION OF, USE OF, AND RESULTS OBTAINED FROM THE SOFTWARE. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, LICENSOR AND ITS SUPPLIERS, LICENSORS, DISTRIBUTORS, AGENTS, AND REPRESENTATIVES DISCLAIM ALL WARRANTIES, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, QUALITY, ACCURACY, AND FITNESS FOR A PARTICULAR PURPOSE WITH RESPECT TO THE SOFTWARE AND THE ACCOMPANYING WRITTEN MATERIALS. THERE IS NO WARRANTY AGAINST INTERFERENCE WITH THE ENJOYMENT OF THE SOFTWARE OR AGAINST INFRINGEMENT. THERE IS NO WARRANTY THAT THE SOFTWARE WILL FULFILL ANY OF YOUR PARTICULAR PURPOSES OR NEEDS.
12. LIMITATION OF LIABILITY. UNDER NO CIRCUMSTANCES WILL LICENSOR OR ITS SUPPLIERS, LICENSORS, DISTRIBUTORS, AGENTS, AND REPRESENTATIVES BE LIABLE FOR ANY CONSEQUENTIAL, SPECIAL, INDIRECT, INCIDENTAL, OR PUNITIVE DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, ANY DAMAGES RESULTING FROM THE THEFT, MISAPPROPRIATION, OR USE OF YOUR DATA STORED USING THE SOFTWARE) ARISING OUT OF THE USE OR INABILITY TO USE THE SOFTWARE, EVEN IF LICENSOR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE FOREGOING LIMITATIONS ARE INDEPENDENT OF THE EXCLUSIVE REMEDY PROVIDED IN SECTION 8 ABOVE AND SHALL APPLY NOTWITHSTANDING ANY FAILURE OF SUCH EXCLUSIVE REMEDY. IN NO EVENT SHALL LICENSOR'S OR ITS SUPPLIERS', LICENSORS', DISTRIBUTORS', AGENTS', OR REPRESENTATIVES' AGGREGATE LIABILITY FOR DAMAGES ARISING OUT OF THIS AGREEMENT EXCEED THE FEES PAID BY YOU FOR THE SOFTWARE THE FOREGOING EXCLUSIONS AND LIMITATIONS OF LIABILITY AND DAMAGES SHALL NOT APPLY TO CONSEQUENTIAL DAMAGES FOR PERSONAL INJURY.
13. Trademarks. Certain of the product and Licensor names used in this Agreement, the Software and the documentation may constitute trademarks of the Licensor or third parties. You are not authorized to use any such trademarks.
14. Export Restrictions. You may not export or re-export the Software without (i) the prior written consent of Licensor; and (ii) complying with applicable export control laws and obtaining any necessary permits and licenses.
15. General. This Agreement is governed by the laws of the State of California, without reference to its conflict of laws principles. Any dispute between you and Licensor or its suppliers, licensors, distributors, agents, and representatives regarding this Agreement shall be subject to the exclusive jurisdiction of the courts of the State of California in connection with any action arising under this Agreement. This Agreement is the entire agreement between you and Licensor and supersedes any other communications with respect to the Software. If any provision of this Agreement is held invalid or unenforceable, the remainder of this Agreement will continue in full force and effect.
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