ALERTBOOT™ LICENSE AGREEMENT
ORCHID SOFTWARE, LLC dba ALERTBOOT DATA SECURITY , (“ALERTBOOT”), provides Customer, (“you”), with access to its ALERTBOOT™ Software, (the “Software”), through its web site, alertboot.com (the “web site”), on a non-exclusive basis. By signing this Agreement, you indicate your assent to be bound by the Terms and Conditions set forth herein.You further represent and warrant that you, as the signatory or signatories to this Agreement, have sufficient legal powers and authority to enter into the terms and conditions hereof, and doing so will not violate or constitute a breach under your party's Articles of Incorporation, Bylaws or any instrument to which it is bound.
II.DESCRIPTION OF SOFTWARE
The Software assists you in protecting the security of a single computer per license. ALERTBOOT uses reasonable efforts to ensure the accuracy and dependability of the Software and web site.
The term of the license is one year, from the date you electronically agreed to this agreement.
The retail fees start at $79.00 USD per year per device. If you have a different rate, it will be properly presented to you through an AlertBoot invoice.
V. LICENSE RENEWAL
At the conclusion of the term, you shall be entitled to renew for an additional one-year period, at the then-prevailing rates.You must notify ALERTBOOT of your intent to renew your license term for an additional one-year period. If no notification of your intent to renew is received and no renewal is authorized and processed by you and ALERTBOOT, it is understood that you elect to continue your licensing for the Software indefinitely beyond the term set forth in paragraph III, and you will be responsible for the fees as set forth in paragraph IV on a monthly or yearly basis.
LICENSEE is authorized to use one copy of the software per license on a single computer or mobile device. If Licensee wishes to transfer the software to a different computer or mobile device it must comply with ALERTBOOT’s requirements for disabling the first license and activating the same for a different computer or mobile device.
Payment is due on the first day of each month. Failure to make timely payment will result in cessation of services.
You may also be subject to additional fees, charges, and assessments related to late payments or non-payments if for any reason (a) ALERTBOOT does not receive from you any required payment for the Software by the payment due date or (b) you pay less than the full amount due for the Software.Furthermore, in the event that ALERTBOOT suspends your use of the Software due to late or non-payment, should you wish to resume use of the Software after any cessation of services, ALERTBOOT may require you to pay a reconnection fee of one hundred dollars ($100.00). This fee is in addition to all past due charges and other fees. Reconnection of the Software is subject to our credit policies, this Agreement, and applicable law.
VII. PRIVACY AND OWNERSHIP OF DATA
You retain ownership of your data. Your data will not be released by ALERTBOOT to anyone, except under court order, subpoena, or as otherwise required by law.
You hereby agree that the ALERTBOOT(TM) trademark, and all copyrights and other property rights in the software, web site, and other materials provided by ALERTBOOT are the sole and exclusive property of ALERTBOOT, and further agree not to attempt to use, copy, disseminate, duplicate, reverse-engineer, distribute, dilute or otherwise impair the value of same.
You further agree that, in consideration for your having been afforded access to ALERTBOOT's business methods, processes, and secrets, you will not compete, or attempt to compete, with ALERTBOOT, in the business in which it is engaged, or any related activity, during the term of this contract, and for a period of ten (10) years thereafter, anywhere in the United States. You further agree that each and every act committed by you in violation of this clause shall result in your liability to ALERTBOOT for liquidated damages of $25,000.
You hereby agree to maintain the confidentiality of your name and password. Sharing your name and password, or utilizing ALERTBOOT(TM) for any computer as to which no license fee has been paid by you, constitutes a material breach of this Agreement. If you believe that there has been an illegal access to your account, you must notify ALERTBOOT immediately at firstname.lastname@example.org.
You agree that you shall defend, indemnify, and hold harmless ALERTBOOT as to any claims or liability arising out of your use of ALERTBOOT(TM).
XLIMITATION OF LIABILITY
From time to time the web site may be unavailable for maintenance purposes or due to technical problems. In no event shall ALERTBOOT’s employees, agents, successors, assigns, affiliates, content or service providers or its licensors be liable for any lost profits or costs of procurement of substitute goods or services, or for any indirect, special, incidental, or consequential damages arising from web site unavailability or any other cause.
You may not assign your rights or delegate your obligations under this Agreement without ALERTBOOT's prior written consent.
XIIGOVERNING LAW, FORUM SELECTION AND ATTORNEYS’ FEES
This Agreement will be governed by and construed in accordance with the substantive laws of the State of Nevada, without regard to conflict of law principles. Any claim or cause of action arising out of or related to use of the Services must be filed within one (1) year after such claim or cause of action arose or be forever barred. The sole and exclusive forum for the determination of any disputes hereunder shall be the federal and state courts located in the City of Las Vegas, Clark Count, State of Nevada, and both parties hereby consent to the jurisdiction of said courts. In the event ALERTBOOT has to resort to litigation to collect fees due to it hereunder, you shall be liable for all costs of collection, including, but not limited to, reasonable attorneys’ fees.
XIII. CREDIT CARD AUTHORIZATION
I hereby authorize ALERTBOOT to charge my credit card the fees set forth in paragraph IV.I also hereby authorize ALERTBOOT to continue to charge my credit card the continuing monthly or yearly fee according to the collective terms of this agreement.I am providing ALERTBOOT with a valid credit card number for an account that is in good standing and for which I have complete authorization to use.
I understand that “All sales are final”. There are no warranties expressed or implied. Acceptance of services or payment for such shall be deemed acceptance of these terms and conditions.I agree to resolve any and all disputes directly with ALERTBOOT, with no guarantees of mutual resolutions. In execution of this authorization, I agree not to file a chargeback or dispute with my issuing bank and understand that if, in fact, I do so, ALERTBOOT retains the right to and will take legal action in order to enforce these agreed-to conditions herein. In the event that ALERTBOOT must seek legal action to enforce these conditions or collect a debt, I understand that I shall be responsible for all resulting legal fees. I understand that it is my responsibility to have funds available for ALERTBOOT on a monthly or yearly basis as well as provide ALERTBOOT timely written notice of desired changes. ALERTBOOT shall bear no liability or responsibility for any losses of any kind that you may incur as a result of an erroneous statement or due to any delay in the actual date on which your account is debited.
I have read the above conditions, agree to all the terms as stated, and understand my obligations under this agreement.