Protectorion Data Safe Free End user license agreement

END USER LICENSE AGRREMENT

PROTECTORION Data Safe Free / Protectorion Data Safe Pro

1. This is the license agreement that you are required to accept before installing and using PROTECTORION. Carefully read all the terms and conditions of this END USER SOFTWARE LICENSE AGREEMENT before proceeding with the installation of PROTECTORION Data Safe. You are not permitted to install PROTECTORION Data Safe until you have agreed to be bound by all of the terms and conditions of this END USER LICENSE AGREEMENT. If you are installing this product as an employee of an organization then by accepting this license agreement you also represent and warrant that you are duly authorized to accept the terms and conditions of this license agreement on behalf of your employer.

This agreement is entered into by BRAINCELL CONSULT & RESEARCH GMBH ("BRAINCELL") and you as END USER ("END USER") of PROTECTORION Data Safe.

2. PROTECTORION

The subjects of this license are PROTECTORION Data Safe Free and PROTECTORION Data Safe Pro in which this license is embedded and any related updates and upgrades, provided to END USER, including computer software and, where applicable, associated media, online or electronic documentation and printed materials ("PROTECTORION Data Safe").

3. GRANT OF LICENSE

3.1. END USER is hereby granted, upon the following terms and conditions, a personal, non-exclusive, non-transferable license to install and use PROTECTORION Data Safe Free for unlimited time and for private purposes only on up to one single computer (Desktop or Laptop and not on a network or a server) and on up to one flash drive / external hard disk. The number of files in PROTECTORION Data Safe Free is limited to 100, the number of passwords is limited to 5.

3.2. PROTECTORION Data Safe Free is Freeware. END USER may - at any time - purchase a license for PROTECTORION Data Safe Pro and use the full version of PROTECTORION Data Safe as defined in chapter 6.

3.2. END USER agrees that BRAINCELL and its designees will be free to copy, modify, create derivative works, publicly display, disclose, distribute, license and sublicense through multiple tiers of distribution and licensees, incorporate and otherwise use any feedback provided by END USER to BRAINCELL in relation to PROTECTORION Data Safe , including derivative works thereto, for any and all commercial and non-commercial purposes, and that BRAINCELL will have no confidentiality obligations with respect to such feedback. Feedback is considered to be any correspondence between END USER and BRAINCELL, including bug reports, conferences with BRAINCELL representatives, and/or written evaluations.

4. PROTECTORION Data Safe RESTRICTIONS

4.1. PROTECTORION Data Safe Free and PROTECTORION Data Safe Pro which are the subjects of this agreement are licensed to end user, not sold. End user may not use or copy PROTECTORION Data Safe, in whole or in part, except as expressly provided for in this license.
4.2. END USER shall not emulate, clone, rent, lend, lease, sell, modify, decompile, or reverse engineer the Software or disassemble or create derivative works based on the Software or any portion thereof with the sole exception of a non-waivable right granted to END USER by applicable legislation, and END USER shall not otherwise reduce any part of the Software to human readable form or transfer the licensed Software, or any subset of the licensed Software, nor permit any third party to do so, except to the extent the foregoing restriction is expressly prohibited by applicable law. Neither Software's binary code nor source may be used or reverse engineered to re-create the program algorithm, which is proprietary. All rights not expressly granted herein are reserved by BRAINCELL and/or its suppliers, as applicable. Any such unauthorized use of the Software shall result in immediate and automatic termination of this Agreement and the License granted hereunder and may result in criminal and/or civil prosecution against END USER.
4.3. END USER MAY NOT MODIFY, TRANSLATE, REVERSE ENGINEER, DECOMPILE, DISASSEMBLE OR CREATE DERIVATIVE WORKS OF PROTECTORION OR OTHERWISE ATTEMPT TO (A) DEFEAT, AVOID, BY-PASS, REMOVE, DEACTIVATE OR OTHERWISE CIRCUMVENT ANY SOFTWARE PROTECTION MECHANISMS IN PROTECTORION INCLUDING, WITHOUT LIMITATION, ANY SUCH MECHANISM USED TO RESTRICT OR CONTROL THE FUNCTIONALITY OF PROTECTORION OR (B) DERIVE THE SOURCE CODE OR THE UNDERLYING IDEAS, ALGORITHMS, STRUCTURE OR ORGANIZATION FORM OF PROTECTORION Data Safe.

5. UPDATES AND UPGRADES

5.1. UPDATES are minor patches and hotfixes without adding new significant features to PROTECTORION Data Safe. (e.g. marked as Version 1.01, 1.1). BRAINCELL has no obligation but will attempt to offer required updates for PROTECTORION Data Safe as soon as possible on the website protectorion.com.

5.2. UPGRADES are major patches adding new features to PROTECTORION Data Safe (e.g. Version 2.0, 3.0). It is in BRAINCELLs sole discretion to offer upgrades for PROTECTORION Data Safe on the website protectorion.com.

6. SCOPE OF LICENSE
6.1. END USER may use PROTECTORION Data Safe Free for free and for unlimited time and for private purposes only. END USER is allowed to use PROTECTORION Free on one computer (e.g. desktop or laptop) and one flash drive. END USER is not entitled to use Protectorion in a network or on a server. END USER is not permitted to install and/or use PROTECTORION Data Safe Free on two or more Computers or more then 5 flash drives simultaneously without having obtained the proper licenses (e.g. for PROTECTORION Data Safe Pro). The maximum file number in PROTECTORION Data Safe Free is limited to 100, the maximum password number is limited to 5.
6.2. END USER may obtain updates for PROTECTORION Data Safe Free free of cost. BRAINCELL has at any time without prior notice and without stating reasons the right to revoke the granting of the license for PROTECTORION Data Safe Free, to modify the scope of the license or to issue new versions of PROTECTORION Data Safe Free. This can also be done using technical assistance. END USER accepts to obtain online advertisments, online user surveys and online polls through PROTECTORION Data Safe Free. END USER also accepts
a short waiting time at program start and after resume from standby, if more then 100 files are
managed within PROTECTORION Data Safe Free.

6.3. END USER may purchase a personal license for PROTECTORION Data Safe Pro at any time. END USER is allowed to use PROTECTORION Data Safe Pro without times restrictions for private and commercial purposes and on up to two computers (e.g. Desktop or Laptop) and up to five external devices (flash drives or external hard disks). END USER is not entitled to use Protectorion Data Safe Pro in a network or on a server or to pass over any license information for Protectorion Data Safe to third persons. PROTECTORION Data Safe Pro does not contain any online advertisments, online user surveys, online polls, limitations of storeable passwords and waiting time if more then 100 files are managed within PROTECTORION Data Safe Pro.
6.4.The License fee is specified on the website protectorion.com. The license to use PROTECTORION Data Safe Pro has no time restrictions and includes the right to obtain updates for PROTECTORION Data Safe Pro completely free of cost. BRAINCELL has only the right to revoke the license if END USER breaks the provisions of this License Agreement.

6.5. END USER may purchase Upgrades for PROTECTORION Pro.

7. OWNERSHIP

PROTECTORION is protected by copyright and trademarks and is proprietary and confidential to BRAINCELL. All right, title and interest in and to PROTECTORION (including associated intellectual property rights) are and will remain vested in BRAINCELL or BRAINCELL's affiliated companies or licensors. These rights are protected by national laws and international treaties.

8. LIMITED WARRANTY AND DISCLAIMER

8.1. BRAINCELL guarantees that the Software will substantially perform according to the specifications and descriptions provided however that such limited warranty shall not apply to the following:

(a) END USER Computer's deficiencies and related infringement for which BRAINCELL's expressly disclaims any warranty responsibility;
(b) malfunctions, defects, or failures resulting from misuse; abuse; accident; neglect; improper installation or uninstallation, operation or maintenance; theft; vandalism; acts of God; acts of terrorism; power failures or surges; loss of the master password, casualty; alteration, non-permitted modification, or repairs by any party other than BRAINCELL; or any other third parties' or END USER actions or causes beyond BRAINCELL's reasonable control;
(c) any defect not made known by END USER to BRAINCELL as soon as practical after the defect first appears; and
(d) incompatibility caused by hardware and/or software components installed on END USER Computer.

8.2. END USER acknowledges, accepts and agrees that no software is error free and END USER is advised to back-up the Computer, with frequency and reliability suitable for END USER.

8.3. BRAINCELL does not provide any guarantee that the Software will work correctly in case of violations of the terms described in the User Manual or in this Agreement.

8.4. The Software isn't intended to be used as a constant protection of the Computer from any threats.

8.5. In order to receive updated versions of the Software END USER should refer to the website protectorion.com.

8.6. BRAINCELL has no obligation but will attempt at its sole discretion to give proper e-mail support to END USER as far as possible within reasonable time.

8.7. THE SOFTWARE IS PROVIDED "AS IS" AND BRAINCELL MAKES NO REPRESENTATION AND GIVES NO WARRANTY AS TO ITS USE OR PERFORMANCE. EXCEPT FOR ANY WARRANTY, CONDITION, REPRESENTATION OR TERM THE EXTENT TO WHICH CANNOT BE EXCLUDED OR LIMITED BY APPLICABLE LAW. BRAINCELL AND ITS PARTNERS MAKE NO WARRANTY, CONDITION, REPRESENTATION, OR TERM (EXPRESSED OR IMPLIED, WHETHER BY STATUTE, COMMON LAW, CUSTOM, USAGE OR OTHERWISE) AS TO ANY MATTER INCLUDING, WITHOUT LIMITATION, NONINFRINGEMENT OF THIRD PARTY RIGHTS, MERCHANTABILITY, SATISFACTORY QUALITY, INTEGRATION, OR APPLICABILITY FOR A PARTICULAR PURPOSE. END USER ASSUME ALL FAULTS, AND THE ENTIRE RISK AS TO PERFORMANCE AND RESPONSIBILITY FOR SELECTING THE SOFTWARE TO ACHIEVE END USER INTENDED RESULTS, AND FOR THE INSTALLATION OF, USE OF, AND RESULTS OBTAINED FROM THE SOFTWARE. WITHOUT LIMITING THE FOREGOING PROVISIONS, BRAINCELL MAKES NO REPRESENTATION AND GIVES NO WARRANTY THAT THE SOFTWARE WILL BE ERROR-FREE OR FREE FROM INTERRUPTIONS OR OTHER FAILURES OR THAT THE SOFTWARE WILL MEET ANY OR ALL END USER REQUIREMENTS WHETHER OR NOT DISCLOSED TO BRAINCELL.

9. EXCLUSION AND LIMITATION OF LIABILITY

9.1. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL BRAINCELL OR ITS PARTNERS BE LIABLE FOR ANY SPECIAL, INCIDENTAL, PUNITIVE, INDIRECT, OR CONSEQUENTIAL DAMAGES WHATSOEVER (INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS OR CONFIDENTIAL OR OTHER INFORMATION, FOR BUSINESS INTERRUPTION, FOR LOSS OF PRIVACY, FOR CORRUPTION, DAMAGE AND LOSS OF DATA OR PROGRAMS, FOR FAILURE TO MEET ANY DUTY INCLUDING ANY STATUTORY DUTY, DUTY OF GOOD FAITH OR DUTY OF REASONABLE CARE, FOR NEGLIGENCE, FOR ECONOMIC LOSS, AND FOR ANY OTHER PECUNIARY OR OTHER LOSS WHATSOEVER) ARISING OUT OF OR IN ANY WAY RELATED TO THE USE OF OR INABILITY TO USE THE SOFTWARE, THE PROVISION OF OR FAILURE TO PROVIDE SUPPORT OR OTHER SERVICES, INFORMATON, SOFTWARE, AND RELATED CONTENT THROUGH THE SOFTWARE OR OTHERWISE ARISING OUT OF THE USE OF THE SOFTWARE, OR OTHERWISE UNDER OR IN CONNECTION WITH ANY PROVISION OF THIS AGREEMENT, OR ARISING OUT OF ANY BREACH OF CONTRACT OR ANY TORT (INCLUDING NEGLIGENCE, MISREPRESENTATION, ANY STRICT LIABILITY OBLIGATION OR DUTY), OR ANY BREACH OF STATUTORY DUTY, OR ANY BREACH OF WARRANTY OF BRAINCELL OR ANY OF ITS PARTNERS, EVEN IF BRAINCELL OR ANY PARTNER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

9.2. END USER AGREE THAT IN THE EVENT BRAINCELL AND/OR ITS PARTNERS ARE FOUND LIABILE, THE LIABILITY OF BRAINCELL AND/OR ITS PARTNERS SHALL BE LIMITED BY THE COSTS OF THE SOFTWARE. IN NO CASE SHALL THE LIABILITY OF BRAINCELL AND/OR ITS PARTNERS EXCEED THE FEES PAID FOR THE SOFTWARE TO BRAINCELL OR THE PARTNER (AS MAY BE APPLICABLE).

9.3. NOTHING IN THIS AGREEMENT EXCLUDES OR LIMITS ANY CLAIM FOR DEATH AND PERSONAL INJURY. FURTHER IN THE EVENT ANY DISCLAIMER, EXCLUSION OR LIMITATION IN THIS AGREEMENT CANNOT BE EXLUDED OR LIMITED ACCORDING TO APPLICABLE LAW THEN ONLY SUCH DISCLAIMER, EXCLUSION OR LIMITATION SHALL NOT APPLY TO END USER AND END USER CONTINUE TO BE BOUND BY ALL THE REMAINING DISCLAIMERS, EXCLUSIONS AND LIMITATIONS.

10. PERIOD FOR BRINGING ACTIONS

No action, regardless of form, arising out of the transactions under this Agreement, may be brought by either party hereto more than one 6 months after the cause of action has occurred, or was discovered to have occurred, except that an action for infringement of intellectual property rights may be brought within the maximum applicable statutory period.

11. GENERAL PROVISIONS

11.1. The limitations of liability and ownership rights of BRAINCELL contained herein and END USER's obligations following termination of this Agreement shall survive the termination of this Agreement for any reason.

11.2. END USER may not sublicense, assign, share, pledge, rent or transfer any of its rights under this Agreement in relation to PROTECTORION Data Safe or any portion thereof including documentation.

11.3. No amendments or modifications may be made to this Agreement except in writing signed by both parties. If one or more provisions of this Agreement are found to be invalid or unenforceable, this Agreement shall not be rendered inoperative but the remaining provisions shall continue in full force and effect.

11.4. This Agreement constitutes the entire agreement between the parties with respect to the subject matter of this Agreement.

11.5. This Agreement shall be governed by the laws of the Austria.