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This Terms of Service is a legal contract between you and Venom Software (“Venom Software“, “we“, “our“), governing your use of software or web services or mobile or web software (“ Venom Software ”) owned, controlled or offered by Venom Software (collectively, the ”Venom Software Software“). PLEASE READ CAREFULLY THE FOLLOWING TERMS AND CONDITIONS OF SERVICE. BY USING Venom Software, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD AND AGREE TO BE BOUND BY THE TERMS OF THIS TERMS OF SERVICE. IF YOU DO NOT AGREE TO THIS TERMS OF SERVICE, Y OU MUST CEASE USING Venom Software IMMEDIATELY.
You acknowledge and agree that this contract is only between you and Venom Software and not any of Venom Software’s partners, distributors, promoters or service providers (collectively, “Distributors”). Should you have any issue or claim with respect to the Venom Software, Venom Software, and not its Distributors, will be solely responsible for addressing the issue or claim. If you have obtained the Venom Software from one of Venom Software’s Distributors, you agree that any such Distributor will have no obligation or responsibility to provide you any warranty, maintenance and support services with respect to the Venom Software Software.1. LICENSE GRANT.
All Venom Software are licensed to you and not sold. Subject to the terms of this agreement, Venom Software grants you a personal, non- exclusive, non-transferable and non-sub licensable license to use the Venom Software solely for your personal or internal business purposes. You may use the Venom Software on one personal computer legally under your control, for your personal or internal business use. When you submit User Data to Venom Software, you hereby grant to Venom Software, a non- exclusive, royalty-free, worldwide license to distribute your User Data through the Venom Software Service on your behalf solely for the purpose of providing the secure messaging service. With respect to any open source or third-party code that may be incorporated in the Venom Software, such open source code is covered by the applicable open source or third-party end user license agreement, if any, authorizing use of such code.2. RESERVATION OF RIGHTS.
The Venom Software and all content, visual interfaces, information, graphics, design, compilation, computer code, products, software, trademarks, service marks, trade names and services are the property of Venom Software or its subsidiaries or affiliated companies and/or third-party licensors. Except for the express license granted to you, no right, title, interest or license to the Venom Software is granted to you, whether by implication, or otherwise.3. RESTRICTIONS.
You acknowledge and agree that you will not:
(a) reproduce or attempt to reproduce the Venom Software;
(b) modify, adapt, translate or create any derivative works of the Venom Software or attempt to do the foregoing;
(c) attempt to circumvent or disable the Venom Software Software or any technology, features or measures in the Venom Software by any means or in any manner;
(d) attempt to decompile, disassemble, reverse engineer, or otherwise attempt to derive the source code for the Venom Software;
(e) distribute, encumber, sell, rent, lease, sublicense, or otherwise transfer, publish or disclose the Venom Software to any third party;
(f) use for a service bureau or otherwise commercialize or attempt to commercialize use of the Venom Software; or
(g) remove or alter any trademark, logo, copyright or other proprietary notices, legends, symbols or labels in or on the Venom Software or used in connection with the Venom Software.
Venom Software may modify this Terms of Service from time to time. Any and all changes to this Agreement will be posted on the Venom Software site, and you agree to be bound by any changes to the Terms of Service when you continue to use the Venom Software after those changes are posted.7. ACCOUNT INFORMATION.
Venom Software will not be liable for any damages or liability resulting from your account information. You agree not to sell or transfer or allow another person to access your software license or Venom Software account.8 . USAGE RULES; PROHIBITED CONDUCT & USES.
YOU UNDERSTAND AND HEREBY ACKNOWLEDGE AND AGREE THAT YOU MAY NOT AND WARRANT THAT YOU WILL NOT:
1. use the Venom Software for any illegal purpose, or in violation of any laws, including, without limitation, laws governing intellectual property, data protection and privacy, and import or export control;
2. remove, circumvent, disable, damage or otherwise interfere with security-related features of the Venom Software, features that prevent or restrict use or copying of any content accessible through the Venom Software, or features that enforce limitations on use of the Venom Software;
3. intentionally interfere with or damage operation of the Venom Software or any user’s enjoyment of them, by any means, including uploading or otherwise disseminating viruses, worms, or other malicious code;
4. post, store, send, transmit, or disseminate any information or material which infringes any patents, trademarks, trade secrets, copyrights, or any other proprietary or intellectual property rights; or
5. Install and/or use Venom Software on any computer which you do not have explicit permission to do so on;
The Venom Software may include links to other web sites or services solely as a convenience to Users. Venom Software does not endorse or make any representations regarding any such linked sites or the any information or materials accessible through other linked sites. Venom Software disclaims all liability relating to your use of such linked sites.10. GOVERNMENT END USERS.
If this Venom Software is being acquired on behalf of the United States Government, then the following provision applies. Use, duplication, or disclosure of the Venom Software by the U.S. Government is subject to restrictions set forth in this Agreement and as provided in DFARS 227.7202-1(a) and 227.7202-3(a) (1995), DFARS 252.227-7013(c)(1)(ii) (OCT 1988), FAR 12.212(a) (1995), FAR 52.227-19, or FAR 52.227-14 (ALT III), as applicable.11. EXPORT CONTROL.
The Venom Software originates in Canada, and is subject to Canadian export laws and regulations. The Venom Software may not be exported or re-exported to certain countries or those persons or entities prohibited from receiving exports from Canada. In addition, the Venom Software may be subject to the import and export laws of other countries. You agree to comply with all Canadian and foreign laws related to use of the Venom Software and the Venom Software.12. VIOLATIONS; TERMINATION.
You agree that Venom Software may terminate or suspend your access to the Venom Software without prior notice and without liability if such termination or suspension is based on (a) Venom Software’s good faith belief you have violated any of the terms and conditions of this Agreement, (b) Venom Software’s determination that you repeatedly infringe or have infringed the copyrights of others, (c) any type of illegal use with respect to any of the Venom Software. These remedies are in addition to any other remedies Venom Software may have at law or in equity.13. CONSUMER RIGHTS.
You may have the benefit of consumer guarantees and warranties given under statute (“Mandatory Terms”). Where any statute applies to this Agreement to give you the benefit of Mandatory Terms, and that statute does not permit Venom Software to exclude or limit the application of those Mandatory Terms (or would render void any attempt to do so), then those Mandatory Terms apply to this Agreement for your benefit, and nothing in this Agreement excludes or limits those Mandatory Terms or liability for breach of them. This applies to all of the terms of this Agreement, including any terms in relation to DISCLAIMERS: NO WARRANTIES, INDEMNIFICATION: HOLD HARMLESS, AND LIMITATION OF LIABILITY AND DAMAGES.14. DISCLAIMERS; NO WARRANTIES.
THE Venom Software AND ANY THIRD-PARTY SOFTWARE, SERVICES, OR APPLICATIONS MADE AVAILABLE IN CONNECTION WITH THE Venom Software ARE PROVIDED “AS IS,” WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, Venom Software, AND ITS SUPPLIERS AND PARTNERS, DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON- INFRINGEMENT OF PROPRIETARY RIGHTS. Venom Software AND ITS SUPPLIERS AND PARTNERS DO NOT WARRANT THAT THE FUNCTIONS CONTAINED IN THE Venom Software WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, THAT THE Venom Software OR THE SERVER THAT MAKES THEM AVAILABLE ARE FREE OF HARMFUL COMPONENTS OR THAT THE Venom Software WILL MEET YOUR REQUIREMENTS. YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR EQUIPMENT OR DEVICE, LOSS OF USE, OR LOSS OF DATA.15. INDEMNIFICATION; HOLD HARMLESS.
You agree to indemnify, defend, and hold harmless Venom Software, its affiliated companies, and its
suppliers and partners from any and all claims,
suits, actions, losses, costs, damages, and any other liabilities, including attorneys’ fees,
arising out of or related to
(a) your use or misuse of the Venom Software,
(b) any violation of the rights of any other person or entity by you, or
(c) any breach or violation by you of this Agreement. Venom Software reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify s, and you agree to cooperate with our defense of these claims.
TO THE EXTENT PERMITTED BY APPLICABLE LAW, Venom Software OR ITS AFFILIATES, CONTRACTORS, EMPLOYEES, AGENTS, OR THIRD-PARTY PARTNERS OR SUPPLIERS WILL NOT BE LIABLE TO YOU FOR ANY SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE, RELIANCE, CONSEQUENTIAL, OR EXEMPLARY DAMAGES RELATING TO YOUR USE OF THE Venom Software, EVEN IF Venom Software HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.