Terms of service and end user license agreement (“EULA”)
Applicable from: 25th October 2019
This Terms of Service and End User License Agreement (“EULA”) constitutes a valid and binding agreement between GoTrustID Inc. (hereinafter referred to as “GOTRUST”) and You, as a user, for the use of the GOTRUST Services defined as set forth below. By installing and continuing to use the Software YOU EXPRESSLY ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTAND AND AGREE TO BE BOUND BY THE TERMS OF THIS EULA AND ANY NEW VERSIONS HEREOF.
For purposes of this EULA "Software" means both GoTrust ID Windows application and GoTrust ID mobile application. GoTrust ID Windows application which has pre-installed in your PC or you download from Microsoft store or you download from GOTRUST website. GoTrust ID mobile application which users download from mobile app service providers, e.g. Google Play, Apple app store. The software also includes updates and upgrades as well as accompanying manual(s) and other written, files, electronic or on-line materials or documentation, and any and all copies of such software and its materials.
"Services” means all services made available by GOTRUST, including but not limited to services of Microsoft Windows 10 unlock authentication service.
Software and Services are collectively referred to as “GOTRUST Services”.
THE SOFTWARE IS LICENSED, NOT SOLD. YOUR USE OF THE SOFTWARE (AS SPECIFIED BELOW) IS SUBJECT TO THE TERMS AND CONDITIONS SET FORTH IN THIS EULA. BY INSTALLING, USING OR ACCESSING THE GOTRUST SERVICES OR ANY MATERIALS INCLUDED IN OR WITH THE GOTRUST SERVICES, YOU HEREBY ACCEPT THE TERMS OF THIS EULA.
If you do not accept the terms of this EULA, do not install, use or access the GOTRUST Services.
1-1.SOFTWARE LICENSE. Subject to this EULA and its terms and conditions, GOTRUST hereby grants you a non-exclusive, non-transferable, non-sublicensable, limited right and license to use one copy of the Software for your personal non-commercial use for authentication on your PC, unless otherwise specified in the Software documentation. The rights granted herein are subject to your compliance with this EULA. The Software is being licensed to you and you hereby acknowledge that no title or ownership in the Software is being transferred or assigned and this EULA is not to be construed as a sale of any rights in the Software.
1-2.SERVICE LICENSE. Subject to this EULA and its terms and conditions, GOTRUST hereby grants you a non-exclusive, non-transferable, non-sublicensable, limited right and license to use the Services as provided by GOTRUST, for your personal non-commercial use, in the manner permitted by this EULA. The rights granted herein are subject to your compliance with this EULA.
1-3.LICENSE TERM. The term of your licenses under this EULA shall commence on the date that you accept this EULA and install or otherwise use the Software and/or Services and ends on the earlier date of either your disposal of the Software and/or Services or GOTRUST’s termination of this EULA. Your license terminates immediately if you attempt to circumvent any technical protection measures used in connection with the Software and/or Services or you otherwise use the Software and/or Services in breach of the terms of this EULA.
1-4.OWNERSHIP; NO OTHER LICENSES. GOTRUST retains all right, title and interest in and to the GOTRUST Services, including, but not limited to all copyrights, trademarks, trade secrets, trade names, proprietary rights, patents, titles, computer codes, design, process, procedure, formulae, specifications, techniques, sketches, drawings, models, inventions, know-how, processes, algorithms, software, software programs, software source documents, user interface, dialog, settings, artwork and moral rights whether registered or not and all applications thereof. The GOTRUST Services are protected by applicable laws and treaties throughout the world. Unless expressly authorized by mandatory legislation, the GOTRUST Services may not be copied, reproduced or distributed in any manner or medium, in whole or in part, without prior written consent from GOTRUST. All rights not expressly granted to you herein are reserved by GOTRUST.
2.General license conditions
You agree not to: (i) commercially exploit the GOTRUST Services; (ii) distribute, lease, license, sell, rent, lend, convey or otherwise transfer or assign the GOTRUST Services, any copies thereof, without the express prior written consent of GOTRUST or as set forth in this EULA; (iii) make a copy of the GOTRUST Services or any part thereof, including but not limited to Software (other than as set forth herein); (iv) make the GOTRUST Services publicly available or available on a network for use or download by multiple users; (v) reverse engineer, decompile, disassemble, translate, prepare derivative works based on or otherwise modify the GOTRUST Services, in whole or in part; (vi) remove, obscure or modify any copyright, trademark or other proprietary rights notices, marks or labels contained on or within the GOTRUST Services, falsify or delete any author attributions, legal notices or other labels of the origin or source of the material; (vii) misrepresent the source of ownership of the GOTRUST Services.
4.Disclaimer of warranty
THE GOTRUST SERVICES ARE PROVIDED TO YOU “AS IS,” WITHOUT WARRANTY OF ANY KIND, WITHOUT PERFORMANCE ASSURANCES OR GUARANTEES OF ANY KIND, AND YOUR USE IS AT YOUR SOLE RISK. THE ENTIRE RISK OF SATISFACTORY QUALITY AND PERFORMANCE RESIDES WITH YOU. GOTRUST AND CHANNEL PARTNERS DO NOT MAKE, AND HEREBY DISCLAIM, ANY AND ALL EXPRESS, IMPLIED OR STATUTORY WARRANTIES, INCLUDING IMPLIED WARRANTIES OF CONDITION, UNINTERRUPTED USE, ACCURACY OF DATA, MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, NONINFRINGEMENT OF THIRD PARTY RIGHTS, AND WARRANTIES (IF ANY) ARISING FROM A COURSE OF DEALING, USAGE, OR TRADE PRACTICE. NO ORAL OR WRITTEN ADVICE PROVIDED BY GOTRUST AND CHANNEL PARTNERS OR ANY AUTHORIZED REPRESENTATIVE SHALL CREATE A WARRANTY.
5.Limitations of liability
IN NO EVENT WILL GOTRUST, GOTRUST’S AFFILIATES OR CHANNEL PARTNERS BE LIABLE FOR SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES RESULTING FROM POSSESSION, ACCESS, USE OR MALFUNCTION OF THE GOTRUST SERVICES, INCLUDING BUT NOT LIMITED TO, DAMAGES TO PROPERTY, LOSS OF GOODWILL, COMPUTER FAILURE OR MALFUNCTION AND, TO THE EXTENT PERMITTED BY LAW, DAMAGES FOR PERSONAL INJURIES, PROPERTY DAMAGE, LOST PROFITS OR PUNITIVE DAMAGES FROM ANY CAUSES OF ACTION ARISING OUT OF OR RELATED TO THIS EULA OR THE SOFTWARE, WHETHER ARISING IN TORT (INCLUDING NEGLIGENCE), CONTRACT, STRICT LIABILITY OR OTHERWISE AND WHETHER OR NOT GOTRUST OR CHANNEL PARTNERS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
IN NO EVENT SHALL GOTRUST’S, GOTRUST’S AFFILIATES’ OR CHANNEL PARTNERS’ LIABILITY FOR ALL DAMAGES EXCEED THE ACTUAL PRICE PAID BY YOU FOR USE OF THE GOTRUST SERVICES OR ONE US Dollars (USD 1), WHICHEVER LESS.
6.Other terms and conditions
6-1.TERMINATION: This EULA will terminate automatically if you fail to comply with its terms and conditions. In such event, you must cease and desist from accessing any GOTRUST Services.
6-2.EQUITABLE REMEDIES: You hereby agree that if the terms of this EULA are not specifically observed, GOTRUST will be irreparably damaged, and therefore you agree that GOTRUST shall be entitled, without bond, other security or proof of damages, to appropriate equitable remedies with respect to your breach of any of the terms of this EULA, in addition to any other available remedies.
6-3.AFFILIATE: For purposes of this EULA, an “affiliate” or GOTRUST means any legal entity that is directly or indirectly controlled by GOTRUST for so long as such control lasts. Control shall exist through direct or indirect ownership of more than 50% of the nominal value of the issued equity share capital or more than 50% of the shares entitling the holders to vote for the election of the members of the board of directors or persons performing similar functions.
6-4.INDEMNITY: You agree to indemnify, defend and hold GOTRUST, its partners, affiliates, contractors, officers, directors, employees and agents harmless from and against any and all damages, losses, liabilities, and expenses arising out of any claim or demand (including reasonable attorneys' fees and court costs), due to or in connection with your violation of this EULA or any applicable law or regulation, or third-party right.
6-5.MISCELLANEOUS: This EULA represents the complete agreement concerning this license between the parties and supersedes all prior agreements and representations between them. GOTRUST reserves the right, at its discretion, to change, modify, add or remove portions of this EULA by posting the updated EULA. You will be deemed to have accepted such changes by continuing to use the GOTRUST Services. If any provision of this EULA is held to be unenforceable for any reason, such provision shall be reformed only to the extent necessary to make it enforceable and the remaining provisions of this EULA shall not be affected.
6-6.APPLICABLE LAW: The laws of the State of California govern the interpretation of this agreement and applies to claims for breach it, regardless of conflict of laws principles.
6-7.GOVERNING LANGUAGE: In the event of a conflict, the English language version shall govern.