END USER LICENSE AGREEMENT
Effective date: 06.04.2020
IMPORTANT: PLEASE READ THE TERMS AND CONDITIONS OF THIS LICENSE AGREEMENT (“EULA” OR “AGREEMENT”) CAREFULLY BEFORE USING THE SOFTWARE (AS DEFINED BELOW). CLARIO TECH LIMITED, LOCATED AT 7 STRATFORD PLACE, MARYLEBONE, LONDON, UNITED KINGDOM, W1C 1AY (“COMPANY”) IS WILLING TO LICENSE THE SOFTWARE TO You AS THE INDIVIDUAL, THE COMPANY, OR THE LEGAL ENTITY THAT WILL BE UTILIZING THE SOFTWARE (REFERENCED BELOW AS “YOU” OR “YOUR”) ONLY ON THE CONDITION THAT You ACCEPT ALL OF THE TERMS OF THIS AGREEMENT. THIS IS A LEGAL AND ENFORCEABLE CONTRACT BETWEEN You AND THE COMPANY. BY OPENING THIS PACKAGE, BREAKING THE SEAL, CLICKING THE “I AGREE” OR “YES” BUTTON OR OTHERWISE INDICATING ASSENT ELECTRONICALLY, OR LOADING THE SOFTWARE, You AGREE TO THE TERMS AND CONDITIONS OF THIS LICENSE AGREEMENT. IF You DO NOT AGREE TO THESE TERMS AND CONDITIONS, CLICK THE “CANCEL” OR “NO” OR “CLOSE WINDOW” BUTTON OR OTHERWISE INDICATE REFUSAL, MAKE NO FURTHER USE OF THE SOFTWARE.
This Software is provided exclusively to individuals who are at least 16 years of age.
grant of license
The Clario software (including any accompanying features and services) and documentation (including any product packaging) (the “Documentation”), that accompanies this EULA (collectively the “Software” or “Clario”) is the property of the Company or its licensors and is protected by copyright law.
The Company (or its licensors) grants You a limited, non-exclusive, non-transferable, non-sublicensed, non-commercial, and revocable license to download, install and/or use the Software (in whole or in part) for such time until either You or the Company terminates this EULA. You must in no event use, nor allow others to use, the Software or this License for commercial purposes without obtaining a license to do so from the Company in a written form. You can have up to three devices registered at a time to run the Software.
Although the Company continues to own the Software, after Your acceptance of this Agreement You will have certain rights to use the Software on a computer, mobile or mobile computing device (a “Device”) during the Service Period. The “Service Period” shall be the period for which You have obtained the rights to use the Software. 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.
You shall not, and You shall not cause or allow any third party to:
- decompile, disassemble or reverse-engineer the Software; or create or recreate the source code for the Software;
- remove, erase, obscure, or tamper with any copyright or any other product identification or proprietary rights notices, seal, or instructional label printed or stamped on, affixed to, or encoded or recorded in or on the Software;
- lease, lend, loan, use for timesharing, sell, resell, charge for, market, license, sublicense, distribute, or otherwise grant to any person or entity any right to the Software without our prior written consent, except as expressly provided herein, and that any attempt to do so in any other way shall render the license null and void;
- use the Software: (a) to provide, alone or in combination with any other software, product or service, any software/product/service to any person or entity, whether on a fee basis or otherwise; (b) on websites where You have agreed "not to use any ad blocking solutions", for instance by agreeing to the Terms of Services on the respective websites; (c) to circumvent technological measures that control access to websites;
- repackage, modify, adapt, tamper with, alter, translate, or create derivative works of the Software;
- combine or merge any part of the Software with or into any other software or documentation, or refer to or otherwise use the Software as part of an effort to develop software (including, without limitation, any routine, script, code, or program) having any functional attributes, visual expressions, or other features similar to those of the Software or to compete with Clario Tech Limited;
- except with the Company’s prior written permission, publish any performance or benchmark tests or analysis relating to the Software.
description of the functionalities
Clario software is an app that secures online identity, browsing, connections, guards personal data and fixes device vulnerabilities. The Software may vary by device and functionalities and features may also differ between devices.
Clario helps to detect potentially harmful files infected with viruses, spyware, malware, and so on by running real-time monitoring and blocking from running malicious files. You can scan a specific file or folder for viruses, or check Your entire device.
Clario protects users’ browsing activity (searches, websites) in being tracked through blocking trackers on websites, connecting users to virtual private networks, as well as blocking intrusive ads following over the internet.
Clario monitors Your accounts for data breaches and tech experts assist You with consequences of personal data leakage.
Certain technical support features are offered from within the Software, phone, or chat (live chat) 24/7.
COPYRIGHT OWNERSHIP AND RESTRICTIONS
All title, ownership rights and intellectual property rights in and to the Software and services (including, without limitation, all text, graphics, sounds, all messages or items of information, fictional characters, names, themes, objects, scenery, effects, dialogues, slogans, places, characters, diagrams, concepts, videos, audio-visual effects, domain names and any other elements which are part of the Software, individually or in combination) and any and all copies thereof, are owned by the Company or its licensors. All rights that are not specifically granted by the Company are reserved by the Company. You agree not to modify, adapt, translate, reverse engineer, decompile, disassemble, or otherwise attempt to reveal the inner workings or modify the functionality of the Software. You agree not to remove any label indicating that the Company is the subject of copyright and other intellectual, industrial, or proprietary rights of the Company and/or third parties. The Software is protected by all applicable copyright laws and international treaties.
You agree that, if You submit or provide suggestions for improving our Software ("Feedback") to the Company, by the act of submission or suggestion You effectively irrevocably assign to the Company all right, title and interest throughout the world in the Feedback without the right to any compensation or royalties from us and, to the extent allowed by applicable law, You waive any moral rights You may have in the Feedback. Further, You effectively irrevocably waive and agree never to assert any claims against the Company or any of the Company's successors in interest with respect to Feedback You submit or provide to us. You also agree that this assignment and waiver will be effective without the need for any further action or execution of any further document by You.
The Software may include components (including, without limitation, programs, applications, tools, utilities, libraries, and other programming code) that are made available from third parties under a free or open-source software licensing model (hereinafter “Open-Source Code”). The Open-Source Code components that are included with the Software are redistributed by the Company under the terms of the applicable Open-Source Code license for such component. Your receipt of Open-Source Code components from the Company under this EULA neither enlarges nor curtails Your rights or obligations defined by the Open-Source Code license applicable to the Open-Source Code component. Copies of the Open-Source Code licenses for the Open-Source Code components that are included with the Software are included with or referenced in the Software’s Documentation.
The Software and Documentation may be subject to export control laws of one or more countries or jurisdictions. End User shall not, directly or indirectly, export, re-export or release the Software or Documentation to, or make the Software or Documentation accessible from, any jurisdiction or country to which export, re-export or release is prohibited by law, rule or regulation. End User shall comply with all applicable laws, regulations and rules, and complete all required undertakings (including obtaining any necessary export licence or other governmental approval), prior to exporting, re-exporting, releasing or otherwise making the Software or Documentation available outside an applicable country or jurisdiction.
The EULA is effective from the earlier of the date You purchase, download, install or use the Software, until terminated according to its terms. You and the Company (or its licensors) may terminate this Agreement, at any time, for any reason. Termination by the Company will be effective upon (a) notice to You or (b) termination of Your account or (c) at the time of the Company’s decision to discontinue offering and/or supporting the Software. This EULA will terminate automatically if You fail to comply with any of the terms and conditions set forth herein. Upon termination for any reason, You must immediately uninstall the Software and destroy all copies of it in Your possession. Here you can find information how to uninstall Clario - FAQ.
CHANGES TO THIS AGREEMENT OR SOFTWARE
Clario Tech Limited reserves the right, in its sole and absolute discretion, to revise, update, change, modify, add to, supplement, or delete certain terms of this Agreement for security, legal, best practice, regulatory and other reasons. Such changes will be effective with prior notice to You via the Software or email. You can review the most current version of this EULA by clicking on the “EULA” link located on the Software or on https://clario.co. You are responsible for checking this EULA periodically for changes.If any future changes to this EULA are unacceptable to You or cause You to no longer be in agreement or compliance with this EULA, You may terminate this EULA and must immediately uninstall the Software and destroy all copies of the Software. Your continued use of the Software following any revision to this EULA constitutes Your complete and irrevocable acceptance of any and all such changes.
This Agreement governs any releases, revisions, updates, upgrades or enhancements to the Software and services made available to You. Updates, upgrades, and modifications may be necessary in order to be able to continue to use the Software on certain hardware. You agree that the Software may install or download the modifications automatically. In case the Software update contains any paid offers You will be notified about this via software itself, and You will have the possibility to decline installation of such update. You may have the right to refuse the download and installation of the new updates and versions of the Software, however, in that case, the Company does not accept any responsibility for further proper work of the Software and services. You agree that the Company may stop to support previous versions of the Software upon availability of an updated version.
SURVIVAL OF PROVISIONS
These Terms by their nature shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, and limitations of liability. Termination of Your access to and use of the Software shall not relieve You of any obligations arising or accruing prior to termination or limit any liability that You otherwise may have to the Company or any third party.
COMPANY DOES NOT GUARANTEE THAT THE SOFTWARE WILL MEET Your REQUIREMENTS OR THAT THE OPERATION OF THE SOFTWARE WILL BE UNINTERRUPTED OR THAT THE SOFTWARE WILL BE ERROR-FREE. FUNCTIONS AND FEATURES ARE SUBJECT TO CHANGE WITHOUT NOTICE AFTER INSTALLATION BY THE USER. ALL USERS MUST ACCEPT ALL CHANGES THAT ARE MADE TO THE SOFTWARE, WHICH MAY INCLUDE THE INABILITY TO CONTINUE USING A FEATURE OR FUNCTION IF CLARIO TECH LIMITED ELECTS, IN ITS SOLE DISCRETION, TO DISCONTINUE IT.
COMPANY SHALL NOT BE LIABLE TO You, OR ANY OTHER PERSON OR ENTITY CLAIMING THROUGH You ANY LOSS OF PROFITS, INCOME, SAVINGS, OR ANY OTHER CONSEQUENTIAL, INCIDENTAL, SPECIAL, PUNITIVE, DIRECT OR INDIRECT DAMAGE, WHETHER ARISING IN CONTRACT, TORT, WARRANTY, OR OTHERWISE. EVEN IF COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THESE LIMITATIONS SHALL APPLY REGARDLESS OF THE ESSENTIAL PURPOSE OF ANY LIMITED REMEDY. UNDER NO CIRCUMSTANCES SHALL COMPANY’S AGGREGATE LIABILITY TO LICENSEE, OR ANY OTHER PERSON OR ENTITY CLAIMING THROUGH LICENSEE, EXCEED THE FINANCIAL AMOUNT ACTUALLY PAID BY LICENSEE TO COMPANY FOR THE SOFTWARE.
DISCLAIMER OF WARRANTIES
You EXPRESSLY AGREES THAT USE OF THE SOFTWARE IS AT Your SOLE RISK. THE SOFTWARE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. CLARIO TECH LIMITED EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. You UNDERSTAND AND AGREE THAT ANY MATERIAL AND/OR DATA DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SOFTWARE IS DONE AT Your OWN DISCRETION AND RISK AND THAT You WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO Your COMPUTER/SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF SUCH MATERIAL AND/OR DATA. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY You FROM CLARIO TECH LIMITED OR THROUGH THE SOFTWARE SHALL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES, SO SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO EACH CUSTOMER.
You shall defend the Company, its affiliates and its and/or their respective successors and assigns, as well as their respective officers, directors, employees, agents, licensors, representatives, operational service providers and suppliers against any and all claims, demands and/or actions and indemnify and hold the Company, its affiliates and its and/or their respective successors and assigns, as well as their respective officers, directors, employees, agents, representatives, suppliers, licensors and contractors harmless from and against any and all losses, damages, costs and expenses (including reasonable attorneys' fees), resulting from Your breach or violation of this Agreement, infringement, misappropriation or Your violation of the rights of any other party, Your violation or non-compliance with any law or regulation, or Your alteration or export of the Software. The Company reserves the right to assume, at its expense, the exclusive defense and control of any claims or actions and all negotiations for settlement or compromise, and You agree to fully cooperate with the Company upon its request.
The Company shall not be in default of any obligation under this Agreement if the failure to perform the obligation is due to any event beyond Company’s control, including, without limitation, significant failure of a portion of the power grid, significant failure of the Internet, dislocating servers, DDoS attacks, hacking attacks, viruses, natural disaster, war, riot, insurrection, epidemic, strikes or other organized labor action, terrorist activity, or other events of a magnitude or type for which precautions are not generally taken in the industry.
US GOVERNMENT RIGHTS
The Software is commercial computer software, as such term is defined in 48 C.F.R. §2.101. Accordingly, if End User is the US Government or any contractor therefore, End User shall receive only those rights with respect to the Software and Documentation as are granted to all other end users under licence, in accordance with (a) 48 C.F.R. §227.7201 through 48 C.F.R. §227.7204, with respect to the Department of Defense and their contractors, or (b) 48 C.F.R. §12.212, with respect to all other US Government licensees and their contractors.
Your delivery and payment conditions or any other general or special conditions shall not apply. This Agreement is the entire agreement between You and the Company relating to the Software and supersedes all prior oral or written communications and representation with respect to the Software or any other subject matter covered by this Agreement. If any of the provisions of this Agreement is held to be void, unenforceable or illegal, the other provisions shall continue in full force and effect. The affected provision will be construed as limited to the extent necessary to be consistent with and fully enforceable under the applicable law.
GOVERNING LAW AND JURISDICTION
THIS EULA REQUIRES THE USE OF MEDIATION AND ARBITRATION TO RESOLVE DISPUTES, RATHER THAN JURY TRIALS IN COURT.
This Agreement shall be interpreted, construed as if both Parties jointly wrote it, and shall be governed by the laws of England and Wales. Any controversy or claim arising out of or relating to this contract, or the breach thereof, shall be determined by arbitration administered by the International Centre for Dispute Resolution® in accordance with its International Dispute Resolution Procedures, as modified by the ICDR® Online Protocol for Manufacturer/Supplier Disputes then in effect (please find the International Dispute Resolution Procedures and the ICDR Online Protocol for Manufacturer/Supplier Disputes at www.icdr.org). The language of the arbitral proceedings shall be English.
We are open to any questions, comments and suggestions on this Agreement. Please address all Your inquiries to email@example.com.