End User License Agreement
Last updated: July 12, 2021
This End User License Agreement (“EULA”) is a binding contract between Hypersecu Information Systems Inc (“Hypersecu”) and you (“You”), as a user of Hypersecu products, including but not limited to:
Hypersecu hardware product(s) (“Hardware”)
Object code software either contained within the Hardware or provided separately for use with the Hardware (“Firmware”)
Hypersecu software and application(s) provided for use independent of any Hardware (“Software”)
The above is collectively referred to as the “Product” or “Products.”
Hypersecu Products are sold and/or licensed to You for use only under the terms of this EULA. This EULA is between You and Hypersecu.
Please read this EULA carefully before purchasing, downloading, and/or using our Products. By downloading or using our Products, you are agreeing to be bound by the terms and conditions of this EULA. If you do not agree to the terms of this EULA, do not purchase, download, or otherwise use our Products.
The terms of this EULA may be modified from time to time. Changes will not apply retroactively and will become effective no sooner than 14 days after they are updated. However, changes addressing new functions or changes made for legal reasons will be effective immediately.
I. Access and Restrictions
(a) License: Software
You are granted a revocable, non-exclusive, non-transferable, limited license to download, install, and use the Software solely for either (i) your personal, non-commercial purposes or (ii) for your internal business purposes, strictly in accordance with the terms of this EULA. If you are using the Software for internal business purposes, the Software may only be used by your employees and consultants (“Authorized Users”), who have agreed to abide by the terms of this EULA and who may only use the Software for the purpose of performing their job functions for you.
(b) License: Hardware
The Hardware may contain Firmware deployed onto its secure hardware prior to its delivery to the user and/or provided separately for use with the Hardware. You are granted a revocable, non-exclusive, non-transferable, limited license to use the Firmware solely as part of your use of the Hardware, in accordance with the published specifications for the Hardware and for your internal non-commercial use, or commercial use with permission. The Firmware may only be used by You as originally deployed on the Hardware.
You agree not to, and you will not permit others, including but not limited to any Authorized Users, to:
a. License, sell, rent, lease, assign, distribute, transmit, host, outsource, disclose, or otherwise commercially exploit the Product, make the Product available to any third party.
b. Reverse engineer, decompile, or disassemble the Product, except and only to the extent that such activity is expressly permitted by applicable law notwithstanding this limitation.
c. Modify, adapt, create a derivative work, merge, or translate the Product without the prior written consent of Hypersecu.
d. Separate Firmware deployed on the Hardware from the Hardware in any manner or for any reason.
e. Use the Product for any illegal purpose or conduct.
(c) Updates and Modifications
Hypersecu reserves the right to modify, suspend or discontinue, temporarily or permanently, the Product or any service to which it connects, with or without notice and without liability to you.
From time to time, Hypersecu may, but has no obligation to, provide updates to the Product. Because the Product is provided “as is”, you may not receive any support, maintenance, updates, content, or new versions of the Product, except where a prior written agreement between You and Hypersecu exists stating otherwise.
II. Payment and Delivery
(a) Reseller Purchases
If You purchased the Product from an authorized distributor or reseller of Hypersecu Products, the terms in Section II do not apply to You. All commercial terms, including but not limited to payment, taxes, and delivery will be determined and settled between You and the authorized distributor or reseller.
(b) Direct Sales
If You are purchasing directly from Hypersecu, either through an order form or a written agreement, including but not limited to signed purchasing contracts, all fees will be due 30 days from the invoice date. Hypersecu reserves the right to require prepayment from You if You do not have a well-established transaction history with Hypersecu or have failed to adhere to Hypersecu payment terms in the past. All sums that are past due will accrue interest at the highest rate permissible by applicable law. Where necessary, You will reimburse Hypersecu for all reasonable costs and expenses incurred in collecting overdue payments. All fees are non-refundable unless otherwise specified.
All Products that require shipping will be shipped using a carrier that will be chosen at Hypersecu’s discretion. You are responsible for all shipping expenses, for providing an eligible shipping address, and for ensuring the delivery can be reasonably made to your chosen destination. Hypersecu is not responsible for delays in delivery due to the fault of the carrier or for unforeseen circumstances outside of Hypersecu’s control, including but not limited to severe weather conditions, natural disasters, and impacts to infrastructure.
This EULA will apply for as long as you access or use Hypersecu Products. To terminate this EULA, you must give us notice in writing and cease access and use of our Product.
If You and/or an Authorized user materially breaches this EULA and does not cure that breach within 30 days after receipt of written notice of the breach, the non-breaching party may terminate this EULA for cause. Upon termination of the EULA, You must cease any further use of our Product, and destroy any copies of the Product within Your control.
Hypersecu reserve the right to contact your end users to notify them of the termination of your right to use the Product.
Upon termination, the terms that by their nature are intended to continue indefinitely will continue to apply.
IV. Applicable Law
\You must comply with all applicable government use, import/export laws, rules, regulations, and obtaining the necessary approvals or permits before exporting, re-exporting, and importing the Product and/or Software and/or related Firmware. Determination of the applicable laws and obtaining any necessary export or import approval for the Product is solely your responsibility.
If you acquired the Product in Canada, Canadian laws and the provincial laws of British Columbia govern the interpretation of this agreement and applies to claims for breach of it, regardless of conflict of laws principles. The laws of the province where you live govern all other claims, including claims under state consumer protection laws, unfair competition laws, and in tort.
(c) Outside Canada
If you acquired the Product in any other country, the laws of that country apply.
V. Limitations, Disclaimers, Warranty
WHEN PERMITTED BY LAW, HYPERESCU, AND HYPERSECU’S SUPPLIERS AND DISTRIBUTORS, WILL NOT BE RESPONSIBLE FOR LOST PROFITS, REVENUES, OR DATA; FINANCIAL LOSSES; OR INDIRECT, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES.
TO THE EXTENT PERMITTED BY LAW, THE TOTAL LIABILITY OF HYPERSECU, AND ITS SUPPLIERS AND DISTRIBUTORS, FOR ANY CLAIM UNDER THE TERMS, INCLUDING FOR ANY IMPLIED WARRANTIES, IS LIMITED TO THE AMOUNT YOU PAID US TO USE THE APPLICABLE SOFTWARE (OR, IF WE CHOOSE, TO SUPPLYING YOU THE SOFTWARE AGAIN) DURING THE SIX MONTHS PRIOR TO THE EVENT GIVING RISE TO THE LIABILITY.
IN ALL CASES, HYPERSECU, AND ITS SUPPLIERS AND DISTRIBUTORS, WILL NOT BE LIABLE FOR ANY EXPENSE, LOSS, OR DAMAGE THAT IS NOT REASONABLY FORESEEABLE.
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.
(b) Disclaimer and Limited Warranty
The terms of warranty for Hypersecu Hardware are described under the document Product Warranty, which can be found here: www.hypersecu.com/warranty. By agreeing to the terms of this EULA, You are also agreeing to the terms as described under Product Warranty and in the EULA. The Limited Warranty as described under Product Warranty extends only to the original purchaser of the Hardware and is non-transferable.
OTHER THAN AS EXPRESSLY STATED IN THIS AGREEMENT, HYPERSECU DOES NOT MAKE ANY SPECIFIC PROMISES ABOUT THE PRODUCT OR RELATED SERVICES AND DOCUMENTATION. HYPERSECU PROVIDES THE PRODUCT AND ANY RELATED SERVICES AND DOCUMENTATION “AS IS”.
IN ADDITION, HYPERSECU MAKES NO REPRESENTATION, WARRANTY, OR GUARANTEE REGARDING THE RELIABILITY, TIMELINESS, QUALITY, SUITABILITY, OR AVAILABILITY OF THE PRODUCT OR ANY INFORMATION REQUESTED OR OBTAINED THROUGH THE USE OF THE PRODUCT, OR THAT SUCH SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE.
YOU MAY HAVE ADDITIONAL CONSUMER RIGHTS OR STATUTORY GUARANTEES UNDER YOUR LOCAL LAWS WHICH THIS AGREEMENT CANNOT CHANGE, LIKE THE IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. TO THE EXTENT PERMITTED BY LAW, HYPERSECU EXCLUDES ALL WARRANTIES.