End User License Agreement

TECHNOLOGY VAULT INTERNATIONAL, LC. DoubleVault(R) Program Suite 
End User License Agreement
TECHNOLOGY VAULT INTERNATIONAL, LC. END USER LICENSE AGREEMENT
Copyright© 2006 - 2007 all rights reserved

IMPORTANT: THIS AGREEMENT (or “EULA”) IS A LEGAL AGREEMENT BETWEEN THE PERSON, COMPANY, OR ORGANIZATION THAT HAS LICENSED THIS SOFTWARE (“YOU” OR “CUSTOMER”) AND TVI BY INSTALLING AND USING THE SOFTWARE, CUSTOMER ACCEPTS THE SOFTWARE AND AGREES TO THE TERMS OF THIS AGREEMENT.  READ IT CAREFULLY BEFORE COMPLETING THE INSTALLATION PROCESS AND USING THE SOFTWARE.  BY INSTALLING AND USING THE SOFTWARE, YOU ARE CONFIRMING YOUR ACCEPTANCE OF THE SOFTWARE AND AGREEING TO BECOME BOUND BY THE TERMS OF THIS AGREEMENT.  IF YOU DO NOT AGREE TO BE BOUND BY THESE TERMS, OR DO NOT HAVE AUTHORITY TO BIND THE CUSTOMER TO THESE TERMS, THEN DO NOT INSTALL THE SOFTWARE AND CONTACT TVI FOR A FULL REFUND IN ACCORDANCE WITH ITS REFUND POLICIES.
THIS “EULA SHALL” APPLY ONLY TO THE SOFTWARE SUPPLIED BY TVI HEREWITH REGARDLESS OF WHETHER OTHER SOFTWARE IS REFERRED TO OR DESCRIBED HEREIN.

1. Definitions
(a) “THE SOFTWARE” means the Software, together with such other DOUBLEVAULT(R) Suite software products, if any, distributed with the Software that may be operated on the same type of computer on which the Software is operated.
(b) “FREE OR TRIAL VERSIONS” means a version of the Software, so identified, for use by users seeking a free or no cost trial version, which all rights and information expires after the last day of the limited trial period.  The Trial Version may have limited features, may lack the ability for the end-user to save the end product, and will cease operating after a predetermined amount of time due to an internal mechanism within the Trial Version.  Unless a full commercial version of the Software is purchased for use, 10 days prior to the expiration of the trial version, the user acknowledges the fact that all data provided to TVI may be deleted as abandoned information.
(c) “COMMERCIAL VERSION” means a version of the Software, which has been purchased by a user, which is not a free version or a trial version.  Commercial versions are not for resale by the user.
(d) “EDUCATIONAL VERSION” means a version of the Software, which has been specifically purchased for an educational entity, by someone with authority to purchase and represent said educational entity and may operate on one computer and may not be disseminated throughout any other educational entity.
(e) “TVI” means Technology Vault Invernational, LC, DoubleVault Technologies, Inc. and its licensors, affiliates, or assignees, if any.
(f) “Software” means only the DOUBLEVAULT(R) Suite software program(s) and third party software programs, in each case, supplied by TVI herewith, and corresponding documentation, associated media, printed materials, and online or electronic documentation.  Any updates to such Software, which you are entitled to receive and that has been provided to you by TVI, shall also mean the Software for purposes of this Agreement.
(g) “BUNDLE” means any or all combinations of DOUBLEVAULT(R) Software items found within their suite of usable software.

2. License Grants
The licenses granted in this Section 2 are subject to the terms and conditions set forth in this EULA:
(a) If the Software is (i) a Free Version, or (ii) a Trial Version, or (iii) an Educational Version, this Section 2(a), and not Section 2(b) shall apply: Subject to the terms and conditions of this Agreement, TVI hereby grants, and you accept, the right and license to install and use the Software on a single computer.  A license for the Software may not be shared, installed nor used concurrently on any other or different computers.
(b) If the Software is a (i) a Commercial Version, this Section 2(b), and not Section 2(a) shall apply: Subject to the terms and conditions of this Agreement, TVI hereby grants, and you accept, the right and license to install and use the Software on one or more computers, provided, however, that the total number of CPUs from all of the computers in which the Software is installed does not exceed the total number of THREE (3).
(c) You agree that TVI may audit your use of the Software for compliance with these terms at any time, upon reasonable notice.  In the event that such audit reveals any use of the Software by you other than in full compliance with the terms of this Agreement, you shall reimburse TVI for all reasonable expenses related to such audit in addition to any other liabilities you may incur as a result of such non-compliance.
(d) Your license rights under this EULA are non-exclusive.

3. License Restrictions
Except to the extent contrary to applicable law:
(a) Other than as expressly set forth in Section 2, you may not make or distribute copies of the Software, or electronically transfer the Software from one computer to another or over a network.
(b) You may not alter, merge, adapt or translate the Software, or decompile, reverse engineer, disassemble, or otherwise reduce the Software to a human-perceivable form.
(c) Unless otherwise provided herein, you may not rent, lease, or sublicense the Software.
(d) Other than with respect to purchasing a replacement computer, by which you may permanently transfer all of your rights under this EULA only as part of the replacement and transfer, provided you retain no copies, you transfer all of the Software (including all component parts, the media and printed materials, any upgrades, this EULA, the serial numbers, and, if applicable, all other software products provided together with the Software), and the recipient agrees to the terms of this EULA.  If the Software is an upgrade, any transfer must include all prior versions of the Software from which you are upgrading.  If the copy of the Software is licensed as part of the Bundle, the Software shall be transferred only with and as part of the transfer of the whole Bundle and not separately.  You may retain no copies of the Software.  You may not sell or transfer any Software purchased under a volume discount. You may not sell or transfer any Free or Trial Versions of the Software.  If the Software is an Education Version, You may not sell or transfer any such Software to anyone except to another person who is otherwise qualified to purchase Education Versions of the Software and represents the educational entity.
(e) Other than as expressly set forth in Section 2 hereof, you may not modify the Software or create derivative works based upon the Software.
(f) Education Versions may not be used for, or distributed to any party for, any commercial purpose.
(g) Unless otherwise provided herein, you shall not (A) in the aggregate, install or use more than one copy of the Trial Version of the Software, (B) download the Trial Version of the Software under more than one username, (C) alter the contents of a hard drive or computer system to enable the use of the Trial Version of the Software for an aggregate period in excess of the trial period for one license to such Trial Version, (D) disclose the results of software performance benchmarks obtained using the Trial Version to any third party without TVI's prior written consent, (E) use the Trial Version for any application deployment or ultimate production purpose, or (F) use the Trial Version of the Software for a purpose other than the sole purpose of determining whether to purchase a license to a commercial or education version of the software; provided, however, notwithstanding the foregoing, you are strictly prohibited from installing or using the Trial Version of the Software for any commercial training purpose.
(h) You shall not use the Software to develop any application having the same primary function as the Software.
(i) As this software contains encryption and other algorithms. You may not export the Software into any country prohibited by the United States Export Administration Act and the regulations there under. You acknowledge that the Software, and any accompanying documentation and/or technical information, is subject to applicable export control laws and regulations of the USA. You agree not to export or re-export the Software, directly or indirectly, to any countries that are subject to USA export restrictions.
(j) You may receive the Software in more than one medium but you shall only install or use one medium. Regardless of the number of media you receive, you may use only the medium that is appropriate for the computer on which the Software is to be installed.
(k) You may receive the Software in more than one language but you shall only install or use one language version.
(l) The license of the Bundle is licensed as a single product and none of the products in the Bundle, including the Software, may be separated for installation or use on more than one computer.
(m) Subject to the terms and conditions of this Agreement, you may not host the Software in any way.
(n) In the event that you fail to comply with this EULA, TVI may terminate the license and you must destroy all copies of the Software (with all other rights of both parties and all other provisions of this EULA surviving any such termination).  You may also be found liable for failure to comply with this EULA and you may have to reimburse TVI for all reasonable expenses related to such failure in addition to any other liabilities you may incur as a result of such non-compliance.
(o) In the event that any computer containing the TVI software may be abandoned, stolen or in any other way obtained by a party, other than the original purchaser, TVI shall be held harmless, blameless and in no fault for any problems or damage arising from a third party obtaining said Software and included information.  This may be, INCLUDING, BUT NOT LIMITED TO, fraudulent use of the Software or the obtaining of information derived from the use thereof.  Users should use every caution to protect their Software passwords and access to said software to prevent unintentional loss of their data.  TVI is to be held harmless for the loss of the use of Software or Information, even due to the loss of passwords due to neglect or other loss.

4. Upgrades and Bundles
If this copy of the TVI Suite Software is an upgrade from an earlier version of the Software, it is provided to you on a license exchange basis.  You agree by your installation and use of such copy of the Software to voluntarily terminate your earlier EULA and that you will not continue to use the earlier version of the Software OR transfer it to another person or entity unless such transfer is pursuant to Section 3(d).  If this copy of the Software is licensed as part of the Bundle, and you have a prior license to the same version of the Software, and the Bundle was licensed to you with a discount based, in whole or in part, on your prior license to the same version of the Software, the Software is provided to you on a license exchange basis. You agree by your installation and use of this copy of the Software to voluntarily terminate your EULA with respect to such prior license to the Software and that you will not continue to install or use such prior license of the Software or transfer it to another person or entity.

5. Ownership
The foregoing grants of rights give you limited license to use the Software.  Except as expressly provided in this Agreement, TVI and its suppliers retain all right, title and interest, including all copyright and intellectual property rights, in and to, the Software (as an independent work and as an underlying work serving as a basis for any improvements, modifications, derivative works, and applications you may develop), and all copies thereof.  All rights not specifically granted in this EULA, including Federal and International Copyrights, are reserved by TVI and its suppliers.

6. Limited Warranty and Disclaimer
(a) The released version of the Software, TVI warrants that, for a period of ninety (90) days from the date of download (as evidenced by a copy of your credit card receipt): (i) when used with a recommended hardware configuration, the Software will perform in substantial conformance with the documentation supplied with the Software; and (ii) the physical media, if any, on which the Software is furnished will be free from defects in materials and workmanship under normal use.
(b) EXCEPT AS SET FORTH IN THE FOREGOING LIMITED WARRANTY WITH RESPECT TO THE SOFTWARE TVI AND ITS SUPPLIERS DISCLAIM ALL OTHER WARRANTIES AND REPRESENTATIONS, WHETHER EXPRESS, IMPLIED, OR OTHERWISE, INCLUDING THE WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.  ALSO, THERE IS NO WARRANTY OF NON-INFRINGEMENT AND TITLE OR QUIET ENJOYMENT.  TVI DOES NOT WARRANT THAT THE SOFTWARE IS ERROR-FREE OR WILL OPERATE WITHOUT INTERRUPTION.  NO RIGHTS OR REMEDIES REFERRED TO IN ARTICLE 2A OF THE UCC WILL BE CONFERRED ON YOU UNLESS EXPRESSLY GRANTED IN WRITING HEREIN.   
(http://www.le.state.ut.us/~code/TITLE70A/70A03.htm) 
http://www.leg.state.nv.us/NRS/NRS-104.html  UNKNOWN article # for Nevada
THE SOFTWARE IS NOT DESIGNED, INTENDED OR LICENSED FOR USE IN HAZARDOUS ENVIRONMENTS REQUIRING FAIL-SAFE CONTROLS, INCLUDING WITHOUT LIMITATION, THE DESIGN, CONSTRUCTION, MAINTENANCE OR OPERATION OF NUCLEAR FACILITIES, AIRCRAFT NAVIGATION OR COMMUNICATION SYSTEMS, AIR TRAFFIC CONTROL, AND LIFE SUPPORT OR WEAPONS SYSTEMS. TVI SPECIFICALLY DISCLAIMS ANY EXPRESS OR IMPLIED WARRANTY OF FITNESS FOR SUCH PURPOSES.
(c) IF APPLICABLE LAW REQUIRES ANY WARRANTIES WITH RESPECT TO THE SOFTWARE, ALL SUCH WARRANTIES ARE LIMITED IN DURATION TO NINETY (90) DAYS FROM THE DATE OF DELIVERY.
(d) NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY TVI, ITS DEALERS, DISTRIBUTORS, AGENTS OR EMPLOYEES SHALL CREATE A WARRANTY OR IN ANY WAY INCREASE THE SCOPE OF ANY WARRANTY PROVIDED HEREIN.
(e) SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU. THIS WARRANTY GIVES YOU SPECIFIC LEGAL RIGHTS AND YOU MAY ALSO HAVE OTHER LEGAL RIGHTS THAT VARY FROM STATE TO STATE.

7. Exclusive Remedy
Your exclusive remedy under the preceding is to inform TVI, in writing, with a copy of your receipt and a description of the problem.  Provided that any non-compliance with the above warranty is reported in writing to TVI no more than ninety (90) days following delivery to you, TVI will use reasonable commercial efforts to supply you with a replacement copy of the Software that substantially conforms to the documentation, provide a replacement for defective media, or refund to you your purchase price for the Software, at its option.  TVI shall have no responsibility if the Software has been altered in any way, if the media has been damaged by misuse, accident, abuse, modification or misapplication, or if the failure arises out of use of the Software with other than a recommended hardware configuration.  Any such misuse, accident, abuse, modification or misapplication of the Software will void the warranty above. THIS REMEDY IS THE SOLE AND EXCLUSIVE REMEDY AVAILABLE TO YOU FOR BREACH OF EXPRESS OR IMPLIED WARRANTIES WITH RESPECT TO THE SOFTWARE AND RELATED DOCUMENTATION.

8. LIMITATION OF LIABILITY

(a) NEITHER TVI NOR ITS SUPPLIERS SHALL BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, COVER OR CONSEQUENTIAL DAMAGES (INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR THE INABILITY TO USE EQUIPMENT OR ACCESS DATA, LOSS OF BUSINESS, LOSS OF PROFITS, BUSINESS INTERRUPTION OR THE LIKE), ARISING OUT OF THE USE OF, OR INABILITY TO USE, THE SOFTWARE AND BASED ON ANY THEORY OF LIABILITY INCLUDING BREACH OF CONTRACT, BREACH OF WARRANTY, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR OTHERWISE, EVEN IF TVI OR ITS REPRESENTATIVES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND EVEN IF A REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.
(b) TVI'S TOTAL LIABILITY TO YOU FOR ACTUAL DAMAGES FOR ANY CAUSE WHATSOEVER WILL BE LIMITED TO THE GREATER OF $500 OR THE AMOUNT PAID BY YOU FOR THE SOFTWARE THAT CAUSED SUCH DAMAGE. TVI’S TOTAL LIABILITY, IF ANY, WITH RESPECT TO THE SUBJECT MATTER OF THIS SERVICE AGREEMENT (INCLUDING, BUT NOT LIMITED TO, LIABILITY ARISING OUT OF CONTRACT, TORT, STRICT LIABILITY, BREACH OF WARRANTY OR OTHERWISE), WILL BE LIMITED TO THE FEES PAID BY YOU TO TVI FOR THE SERVICE UNDER THIS SERVICE AGREEMENT IN THE 12 MONTHS PRIOR TO THE ACT OF INJURY THAT GAVE RISE TO THE LIABILITY. TVI AND ITS LICENSORS WILL NOT BE LIABLE IN ANY EVENT FOR LOSS OR INACCURACY OF DATA, LOSS OF PROFITS OR REVENUE, OR INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES (INCLUDING, WITHOUT LIMITATION, THE COST OF ANY SUBSTITUTE PROCUREMENT), WHETHER OR NOT FORESEEABLE AND EVEN IF TVI HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
(c) SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU AND YOU MAY ALSO HAVE OTHER LEGAL RIGHTS THAT VARY FROM STATE TO STATE.
(d) THE FOREGOING LIMITATIONS ON LIABILITY ARE INTENDED TO APPLY TO THE WARRANTIES AND DISCLAIMERS ABOVE AND ALL OTHER ASPECTS OF THIS EULA.

9. Basis of Bargain
The Limited Warranty and Disclaimer, Exclusive Remedies and Limitation of Liability set forth above are fundamental elements of the basis of the agreement between TVI and you.  TVI would not be able to provide the Software on an economic basis without such limitations.  Such Limited Warranty and Disclaimer, Exclusive Remedies and Limitation of Liability inure to the benefit of TVI's licensors.

10. U.S. GOVERNMENT RESTRICTED RIGHTS LEGEND
This Software and the documentation are provided with “RESTRICTED RIGHTS” applicable to private and public licenses alike. Without limiting the foregoing, use, duplication, or disclosure by the U.S. Government is subject to restrictions as set forth in this EULA 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, as applicable.  Manufacturer: DOUBLEVAULT TECHNOLOGIES, INC. 406 W. South Jordan Parkway, Suite 240, South Jordan, Utah, 84095.

11. (Outside of the USA) - Consumer End Users Only
The limitations or exclusions of warranties and liability contained in this EULA do not affect or prejudice the statutory rights of a consumer, i.e., a person acquiring goods otherwise than in the course of a business.
The limitations or exclusions of warranties, remedies or liability contained in this EULA shall apply to you only to the extent such limitations or exclusions are permitted under the laws of the jurisdiction where you are located.

12. Third Party Software
This Software may contain third party software, which requires notices and/or additional terms and conditions.  By accepting this EULA, you are also accepting the additional terms and conditions, if any, set forth by third parties.

13. General
This EULA shall be governed by the internal laws of the State of Nevada, without giving effect to principles of conflict of laws.  You hereby consent to the exclusive jurisdiction and venue of the state courts sitting in Clark County, Nevada or the federal courts in the State of Nevada to resolve any disputes arising under this EULA.  In each case this EULA shall be construed and enforced without regard to the United Nations Convention on the International Sale of Goods.
This EULA contains the complete agreement between the parties with respect to the subject matter hereof, and supersedes all prior or contemporaneous agreements or understandings, whether oral or written.  You agree that any varying or additional terms contained in any purchase order or other written notification or document issued by you in relation to the Software licensed hereunder shall be of no effect.  The failure or delay of TVI to exercise any of its rights under this EULA or upon any breach of this EULA shall not be deemed a waiver of those rights or of the breach.
No TVI dealer, agent or employee is authorized to make any amendment to this EULA.
If any provision of this Agreement shall be held by a court of competent jurisdiction to be contrary to law, that provision will be enforced to the maximum extent permissible, and the remaining provisions of this Agreement will remain in full force and effect.
All questions concerning this EULA shall be directed to: Technology Vault International, LC, 406 W. South Jordan Parkway, Suite 240, South Jordan, Utah 84095, Attention: General Counsel.
TVI and other trademarks contained in the Software are trademarks or registered trademarks of TVI in the United States and/or other countries.  Third party trademarks, trade names, product names and logos may be the trademarks or registered trademarks of their respective owners.  You may not remove or alter any trademark, trade names, product names, logo, copyright or other proprietary notices, legends, symbols or labels in the Software. This EULA does not authorize you to use TVI’s or its licensors' names or any of their respective trademarks.

14.	MATERIAL
YOU agree not to store or transmit through the service provided by TVI or any of its affiliates or assignees (1) any illegal pictures, materials or information; (2) any harassing, libelous, abusive, threatening, harmful, vulgar, obscene or otherwise objectionable material of any kind or nature; (3) any material that encourages conduct that could constitute a criminal offense, give rise to civil liability or otherwise violate any applicable local, state, national, or international law or regulation; (4) any code or material that violates the intellectual property rights of others; or (5) any Viruses, “Trojan horses”, worms, or any other similar contaminating or destructive features. YOU will only use the Service for lawful purposes, in compliance with all applicable laws including without limitations, copyright, trademark, obscenity and defamation laws. Unlawful activities may include, without limitation, attempting to compromise the security of any networked account or site, making direct threats of physical harm, or transmitting, distributing or storing any unlawful material. If YOU violate the restrictions of these Terms and Conditions of Use, YOU agree to defend and indemnify Technology Vault International, LC, or any of its affiliates, assignees, customers or effected parties against any claim or action that arises from Your unlawful or improper use of the services provided by Technology Vault International, LC or any of its affiliates.  
YOU are solely responsible for (a) obtaining sufficient rights to the content of all data and files stored by YOU and (b) ensuring that such content does not include any of the items listed above or that may be illegal, may violate the terms of this paragraph above, may violate the rights of any third party or otherwise may be reasonably objectionable. 
If TVI become aware of any Material that is in violation of the above provisions, TVI will, at its sole discretion, disable public access to said Materials and forward to appropriate law enforcement authorities such materials.

15. CHILD PORNOGRAPHY REPORTING OBLIGATIONS
TVI will comply with its obligation to report evidence of child pornography offenses to the appropriate law enforcement authorities pursuant to the Protection of Children from Sexual Predators Act. Any such materials will be forwarded to the appropriate law enforcement authorities upon discovery and public access will be disabled.

Refund Policy

Refund Policy

The goal of Technology Vault International, LC, is to provide you with the greatest protection for your data and with the best experience possible while operating our software products.  If you are not completely satisfied with the products and services you receive, please inform us in writing at our corporate offices within 30 days of the account initialization.  Please provide us with your account user name, password, and date of initialization and why you would like to terminate your account.  You will receive a full refund during our next credit card billing cycle.

TECHNOLOGY VAULT INTERNATIONAL, LC.
406 W. South Jordan Parkway, Suite 240
South Jordan, Utah, 84095 - USA

On-going Protection is a product feature that keeps all of your digital data protected by automatically renewing your subscription at the regular subscription price (plus applicable tax, if any), so you don't have to take action.  When you purchase any of the downloadable versions of this product using a credit card, or when you activate a new product within the package by providing your credit card and billing address information, Technology Vault will automatically renew your subscription. 

You need do nothing, and the regular subscription renewal price (plus applicable tax) will automatically be charged to your credit card.  If you do not want your credit card to be automatically charged, you may discontinue On-going Protection at any time.  This Contract will automatically renew for successive terms unless terminated by either party's written notice at least thirty (30) days before the end of the then-current term.  If terminated, this Contract ends on the last day of the then-current term.  There is NO refund available for a users’ failure to cancel properly within the guidelines set forth herein.