Be sure to carefully read and understand all the terms and conditions set forth in this End User License Agreement (Agreement) prior to opening, installing, or using this Software (as defined below). This Software contains software and other proprietary material that is subject to this Agreement. By installing and using the Software with which this Agreement was provided, the user creates a binding legal agreement between CyCraft Technology Corporation or its affiliates (CyCraft, we, us or our) and the entity that is the end user of the Software (You or your).

By accessing or using the Software, you confirm that (1) you have read this Agreement, (2) you and any organization or entity on whose behalf you are entering into this Agreement and/or using the Software, accept the terms of this Agreement, and (3) if you are an individual, that you are an employee or agent of the organization or entity on whose behalf you are acting, and have the authority to enter into this Agreement on behalf of such organization or entity.

1. DEFINITIONS
   1. Affiliates means any entity controlling, controlled by, or under common control with the referenced entity, where the term “control” means the possession, direct or indirect, of the power to direct or cause the direction of the management and policies of any entity, whether through the ownership of voting securities, by contract, or otherwise.
   2. Agreement means this End User License Agreement, as may be renewed, modified and /or amended from time to time.
   3. Anonymous Data means the unique file hash to promote awareness, detection and prevention of internet security risks, in which case the unique file hash will be without attribution to you, your operations, or your systems or networks.
   4. Claim means any third-party claim, suit or proceeding.
   5. Confidential Information means contain proprietary and confidential information of CyCraft. It does not include (i) information already known to or independently developed by you; (ii) information in the public domain through no wrongful act of you; or (iii) information you received from a third party who is free to disclose it.
   6. CyCraft Indemnitees means CyCraft, its Affiliates, and its and their officers, directors, employees and agents.
   7. Documentation means the user guides and manuals for installation and use of the Software regardless of format.
   8. Files means, including but not limited to, the portable executable files or other executable code that exist on, or are being introduced into your computer systems or networks.
   9. Indemnified Party or Indemnified Parties means you and your officers, directors, employees and agents.
   10. License Fees means the agreed upon license fees to CyCraft for the Software in connection with the Agreement.
   11. Potentially Malicious Code means the potential or actual malicious code, malware, hack programs, cheating programs or other intrusive artifacts or processes.
   12. Software means the applications made available to you hereunder, including the all contents therein, and all applications, programs, license keys, patched, updates, or upgrades provided by CyCraft from time to time, and any improvement, modifications, enhancements, fixes and revised versions of any of the foregoing, and any derivative works of any of the foregoing, and any combination of the foregoing.
2. LICENSE GRANT
   1. License. Upon payment of the applicable fees for the Software, subject to the terms and conditions of this Agreement, CyCraft grants you a worldwide, non-exclusive, non-transferable and non-sublicense license: (1) to install and run the Software on computer owned or controlled solely by you during the term of this Agreement. You agree that the license under this Agreement gives you no further rights in the Software other than expressly granted hereunder.
   2. No Granting of Rights to Third Parties. You will not assign, rent, lease, distribute, export, import, act as an intermediary or provider, otherwise grant rights to third parties with respect to the Software.
   3. No Modifications. You will not undertake, cause, permit or authorize the modification, creation of derivative works, translation, reverse engineering, decompiling, disassembling or hacking of the Software.
   4. Third Parties. You acknowledge and agree that the Software may be incorporated into, and may incorporate itself, software and other technology owned and controlled by third parties. CyCraft emphasizes that it will only incorporate such third party software or technology for the purpose of: (a) adding new or additional functionality or (b) improving the technical performance of the Software. Any such third party software or technology that is incorporated in the Software falls under the scope of this Agreement. Any and all other third party software or technology that may be distributed together with the Software will be subject to you explicitly accepting a license agreement with that third party. You acknowledge and agree that you will not enter into a contractual relationship with CyCraft or its Affiliates regarding such third party software or technology and you will look solely to the applicable third party and not to CyCraft or its Affiliates to enforce any of your rights.
   5. New Versions of the Software. CyCraft, in its sole discretion, reserves the right to add additional features or functions, or to provide programming fixes, updates and upgrades, to the Software. You acknowledge and agree that CyCraft has no obligation to make available to You any subsequent versions of the Software. You also agree that you may have to enter into a renewed version of this Agreement, in the event you want to download, install or use a new version of the Software. Furthermore, you acknowledge and agree that CyCraft, in its sole discretion, may modify or discontinue or suspend Your ability to use any version of the Software, or terminate any license hereunder, at any time. CyCraft also may suspend or terminate any license hereunder and disable any Software You may already have accessed or installed without prior notice at any time.
3. LICENSE RESTRICTIONS
   1. You shall not: (i) copy all or part of the Software or use the Software (including the Documentation) except as specified in this Agreement; (ii) modify, alter, adapt, enhance, improve, revise, correct errors in, or create derivative works of the Software or any part thereof, (iii) cause or permit the reverse engineering, de-encryption, disassembly or de-compilation of the Software or otherwise attempt to create the source code from the Software or gain access to trade secrets or confidential information of CyCraft or its licensors; (iv) remove, delete, alter or obscure any trademarks or any copyright, trademark, patent or other intellectual property or proprietary rights notices from the Software or Documentation; (v) rent, lease, sell, assign, transfer, distribute or sublicense the Software or any part thereof or permit access to the Software by third parties or use the Software for service bureau or time-sharing purposes; (vi) use the Software for competitive analysis or permit publication or distribution of functionality or performance testing of the Software without express written consent of CyCraft; (vii) remove, disable, circumvent or otherwise create or implement any workaround to any technological copy protection or other security features designed to prevent unauthorized use of the Software; or (viii) other than as installed on the computer owned or controlled solely by you, use the Software on any third-party equipment, except on virtual hardware approved by CyCraft; (ix) permit any third party to do any of the foregoing.
   2. You are responsible for use of the Software by you and your respective users, and for all their compliance with this Agreement, and any breach of this Agreement by any of your users shall be deemed to have been a breach by you.
4. OWNERSHIP AND PROPRIETARY NOTICES
   1. As between You and CyCraft, all rights, title and interest in the Software, including any and all copyrights, patent rights, trade secrets, trademarks, service marks, trade names, trade secrets, know-how and any other statutory or common law intellectual property or other proprietary rights related to the Software, including the design, manufacture, operation or service of the Software, are owned by CyCraft or its licensors. You shall obtain no rights in the Software except those limited, non-exclusive rights expressly granted under this Agreement.
   2. All third-party licensors and suppliers retain all right, title and interest in third-party software and all copies thereof, including all copyright and other intellectual property rights.
   3. Except as set forth herein, or as may be permitted in writing by CyCraft, You shall not provide access to, transmit or otherwise make available, the Software and the Documentation or any part or any copy thereof to any third party; provided, however, you may permit its employees, agents and contractors that are not CyCraft competitors having a need-to-know for purposes of operating or maintaining the Software to access or use of the Software on behalf of You upon such employees’, agents' and contractors’ agreement to access or use the Software in accordance with the limitations set forth in this Agreement, and subject to a non-disclosure agreement which is at least as protective as the obligations set forth herein. You will take appropriate action, by instruction, agreement, or otherwise, with the persons permitted access to the Software and related Documentation to enable You to satisfy its obligations under this Agreement.
5. POTENTIALLY MALICIOUS CODE AND ANONYMOUS DATA
   1. Transmission of files metadata. You acknowledge that a feature of the Software is to facilitate analysis of Files and processes to identify potential or actual malicious code, malware or other intrusive artifacts or processes therein (“Potentially Malicious Code”). Therefore, you acknowledge and agree that, in certain configurations, to function optimally and for purposes in connection with our support of Software, the Software may transmit files metadata to servers owned or controlled by us, and we may otherwise analyze or classify Files.
   2. Anonymous Data. We may reduce Potentially Malicious Code to a cryptographic hash, and we may deconstruct, analyze and catalogue Potentially Malicious Code to determine functionality and potential to cause instability or damage to your systems or networks. We may also use the cryptographic hash to identify files on other systems as Potentially Malicious Code, and use and distribute Anonymous Data. We may also extract, compile, synthesize, and analyze non-personally identifiable data transmitted by the Software from your systems or networks, or information resulting from your use of the Software, in each case to the extent such data or information does not identify you, your operations, or your systems or networks or any person, which is also Anonymous Data. You agree that we may use, copy, modify, distribute and display Files, Anonymous Data and Potentially Malicious Code for our business purposes, including without limitation for developing, enhancing, and supporting products and services. Without limiting the foregoing, we will not identify you as the source of any Files or Potentially Malicious Code.
   3. Risks Regarding Potentially Malicious Code. If the Software identifies Potentially Malicious Code, certain configurations of the Software may block Potentially Malicious Code from execution, in which case you may either allow execution of the Potentially Malicious Code, or alternatively quarantine it. Or, you may determine that Potentially Malicious Code is acceptable for use on your systems, and need not be blocked or quarantined. You acknowledge that blocking the execution of or quarantining or running Potentially Malicious Code may result in a loss of functionality of Files, applications, or your systems and networks, and cause other potential harm or loss. Your decision to block, quarantine or enable execution of Potentially Malicious Code is at your own risk. You acknowledge that we have no control over the specific conditions under which you use the Software or allow or disallow Potentially Malicious Code to execute. The Software does not replace your obligation to exercise your independent judgment with respect to the existence or suitability of Potentially Malicious Code existing on your computer systems or the security of your computer systems or networks.
6. CONFIDENTIALITY
   1. You acknowledge that the Software and the Documentation contain Confidential Information. You hereby agree that you shall at no time use such Confidential Information except in connection with the exercise of your license rights or disclose it to any person or entity, and shall use at least the same degree of care in safeguarding the Confidential Information as you use in safeguarding your own confidential information, but in no event less than a reasonable standard of care. You shall immediately notify CyCraft of any inappropriate use or disclosure of Confidential Information.
   2. Confidential Information of the disclosing party that is required to be disclosed by the other party pursuant to a duly authorized subpoena, court order , or government authority may be disclosed by the receiving party to the extent required, and shall continue to be the Confidential Information of the disclosing party for all other purposes and the receiving party shall, prior to disclosing pursuant to a subpoena, court order, government authority, provide prompt notice and assistance to the disclosing party prior to such disclosure so that the disclosing party may seek a protective order or other appropriate remedy to protect against or limit disclosure.
   3. You acknowledge that the violations of the provisions of this Section shall cause irreparable harm to CyCraft not adequately compensable by monetary damages. In addition to other relief, You agree that CyCraft shall be entitled to injunctive relief to prevent any actual or threatened violation of such provisions.
   4. You acknowledge that the Software may collect information about your systems and applications in connection with the support of the Software including, without limitation, users names, file path, MAC Addresses, network information, hardware type, model number, hard disk size, CPU type, disk type, RAM size, systems architecture, operating system, versions, locale, BIOS version, BIOS model, system telemetry, device ID, IP address, location, information about third party products, and other configurations, settings and artifacts including metadata related to the execution of Potentially Malicious Code, and you hereby consent that such information may be transferred to and processed in other countries for purposes of performance of this Agreement by CyCraft. We will not transfer such information to any third party, except to our vendors who support the platforms that we use in the regular course of our business, and who have agreed in writing to keep such information confidential.
7. TERM AND TERMINATION
   1. A party may terminate this Agreement if the other party materially breaches any term or condition of this Agreement and does not cure such breach within thirty (30) days after receipt of notice of such breach. Either party may terminate this Agreement upon notice to the other if the other party is adjudged insolvent or bankrupt, or upon the institution of any proceedings by or against the party seeking relief that are not dismissed within ninety (90) days, or upon its reorganization or arrangement under any laws relating to insolvency, or upon making an assignment for the benefit of creditors, or upon the appointment of a receiver, liquidator or trustee of any of its property or assets, or upon its liquidation, dissolution or winding up.
   2. The termination or expiration of this Agreement shall immediately terminate the term and the license granted in Section 1. Immediately upon any termination or expiration of this Agreement, you shall: (a) un-install and cause all users to un-install all copies of the Software, and cease and cause all users to cease all use of the Software; (b) upon request, return to us (or destroy) all copies of the Software in your possession or control; and (c) upon request, certify in writing your compliance with (b). Upon termination or expiration of this Agreement, each party shall return or destroy the Confidential Information of the other party that is the possession or control of such party. Any terms of this Agreement which by their nature extend beyond termination as well as any rights or obligations that have accrued prior to termination or expiration, will survive such termination, and the following Sections shall survive the termination or expiration of this Agreement: 7, 9 and 10.
8. LIMITED WARRANTY AND WARRANTY DISCLAIMERS
   1. CyCraft warrants that for a period of ninety (90) days from the delivery of the Software to you, the Software will perform substantially in accordance with its applicable Documentation. This warranty does not apply if the Software has been altered, except by CyCraft, or has not been installed, operated, repaired, or maintained in accordance with instructions supplied by CyCraft. This limited warranty extends only to you as the original licensee of the Software and may be enforced solely by you.
   2. Your sole and exclusive remedy and the entire liability of CyCraft and its suppliers under this limited warranty will be, at CyCraft’s option, use reasonable efforts to correct the nonconformity that is not in compliance with the warranty, or a refund of that portion of the purchase price allocable thereto by CyCraft, provided that CyCraft shall have received from you during the applicable warranty period written notice of the alleged warranty breach.
   3. Except as expressly provided in this section, the Software is provided as is, and CyCraft’s disclaims all warranties regarding the Software, express or implied, including, without limitation, any warranties of timeliness, accuracy, completeness, results, and implied warranties of merchantability, fitness for a particular purpose, and non-infringement. CyCraft does not warrant that the Software will meet your requirements, that the operation of the Software will be uninterrupted or free from all defects or errors, or that the Software will work in combination with any hardware or software provided by third parties. There is no warranty against interference with the enjoyment of the Software. No oral or written information or advice given by CyCraft, its employees, distributors or resellers shall create a warranty or in any way increase the scope of fidelis’ liability hereunder. CyCraft does not warrant or guarantee the security of your computer systems or data, or that your computer systems are immune from harmful or unauthorized extrusions, intrusions, or any other security exposures.
   4. You acknowledge that the Software is designed to supplement other sources of information and is not intended to replace your professional discretion and judgment. You accept responsibility for, and acknowledge that you exercise your own independent and professional judgment in, the selection and use of Software and any results obtained therefrom. You warrant that you have the right to enter into this Agreement and to install the Software on any machine, equipment, device, network or system where the Software is installed.
   5. You warrant that you will not upload to the Software, or cause or allow to be uploaded to the Software, any data or information for which you do not have sufficient rights. You acknowledge and warrant that you are solely responsible and liable for verifying the accuracy and adequacy of any output from the Software, and for any reliance thereon and to the maximum extent permitted by law you waive any and all causes of action or Claims against us arising therefrom or relating thereto. we cannot and do not warrant the results that may be obtained by the use of the Software.
   6. You acknowledge and agree that our access, analysis and associated transmission of data, including personal data, shall be deemed authorized by you for purposes of all other applicable laws, rules and regulations that relate to, regulate, or impact the subject matter of the Software.
9. LIMITATION OF LIABILITY
   1. To the extent permitted by the applicable law, in no event that will CyCraft, its licensors, Distributors or distributors be liable to you or any third party for indirect, incidental, special, consequential, exemplary, multiple or punitive damages, whether foreseeable or unforeseeable, of any kind whatsoever (including, without limitation, lost profits, loss of goodwill, lost or damaged data, loss of software, downtime or costs of substitute products) arising from the license, delivery and/or use of the Software or any other act or omission of CyCraft in connection with this Agreement regardless of the form of action, whether in contract, tort (including negligence), strict liability, or otherwise, even if CyCraft has been advised of the possibility of such damages.
   2. In no event will CyCraft be liable for damages hereunder in excess of aggregate amounts received by CyCraft in connection with this Agreement. This limitation of liability is cumulative and not per incident.
   3. The limitations in this section shall apply notwithstanding the failure of essential purpose of any limited remedy.
10. INDEMNIFICATION
    1. We will defend, indemnify and hold harmless to Indemnified Party/ Indemnified Parties from and against any third party claims, actions, suits and proceedings brought against any Indemnified Party alleging that the Software, in the form as delivered to you hereunder, infringes the copyrights or patents of such third party; provided that you provide us with (i) prompt written notice of the Claim; (ii) all necessary assistance, information and authority necessary for us to defend the claim and perform our obligations under this Section 11 (at our expense); and (iii) sole control of the defense of such claim and all associated settlement negotiations. If a claim of infringement is made or appears likely to be made with respect to the Software, we may, at our expense and discretion, enable you to continue to use the affected Software, modify the Software to make it non-infringing, replace the Software with a substantially functional equivalent, or terminate this Agreement in whole or with respect to the affected Software and provide you with a credit equal to the price paid for the affected Software, less depreciation calculated on a straight-line basis for the applicable term. This section states our sole obligation and liability, and your sole and exclusive remedy, regarding claims of infringement.
    2. CyCraft will have no liability or responsibility to indemnify the Indemnified Parties under Section 11.a with respect to any claim based upon (i) any information, component or application provided or made available by you or any third party (including without limitation CyCraft); (ii) any modification of the Software by a party other than CyCraft or our authorized agents; (iii) the combination, operation or use of the Software with non-CyCraft software programs or data; (iv) the use of other than the latest release of the Software if such claim could have been avoided by use of the latest unmodified release; (v) your continuance of allegedly infringing activity after being notified thereof, or after being notified of modifications (to be made at no cost) that would have avoided the alleged infringement.
    3. You will defend, indemnify and hold harmless to CyCraft Indemnitees from and against any claims, actions, suits and proceedings brought against any CyCraft Indemnitee arising from or related to (a) CyCraft; and/or (b) use of the Software delivered hereunder, except to the extent such claim is covered by the indemnification obligation of CyCraft in Section 12.a We will provide you with (i) prompt written notice of the claim; (ii) all necessary assistance, information and authority necessary for you to defend the claim (at your expense); and (iii) sole control of the defense of such claim and all associated settlement negotiations; provided, however, that you may not settle any claim that does not fully and unconditionally release the CyCraft Indemnitees from any and all liability.
11. COMPLIANCE WITH LAWS
    You shall comply, at your sole expense, with all applicable laws, rules and regulations relating to your use of the Software, including without limitation privacy, security and employment laws. You agree to indemnify, defend and hold harmless CyCraft and its shareholders, directors, officers, employees, legal representatives, agents and affiliated companies from and against any losses, costs, or damages (including reasonable attorneys’ fees and litigation costs) resulting from or in connection with (i) your failure to comply with law, (ii) your breach of any individual’s right to privacy or publicity, (iii) any misuse by you of information collected through use of the Software, and (iv)your use or misuse of the Software.
12. GENERAL
    1. Independent Contractors. The relationship between you and CyCraft established by this Agreement is that of independent contractors, and nothing contained in this Agreement shall be construed as creating a partnership, joint venture or agency relationship, or as granting a franchise.
    2. Survival. Any provision of this Agreement which contemplates performance or observance subsequent to any termination or expiration of this Agreement (in whole or in part) shall survive any termination or expiration of this Agreement (in whole or in part, as applicable) and continue in full force and effect.
    3. Assignment. You may not assign any of your rights or obligations under this Agreement without the prior written consent of CyCraft. CyCraft may assign, delegate and/or otherwise transfer this Agreement or its rights and obligations to any person or entity. This Agreement shall be binding upon and inure to the benefit of the parties and their respective successors and permitted assigns.
    4. Governing Law and Jurisdiction. The validity, interpretation, and performance of these agreement shall be governed by and construed under the laws of Taiwan, as if performed wholly within Taiwan and without giving effect to the principles of conflicts of law. The Taipei District Court of Taiwan shall have exclusive jurisdiction over any claim arising thereunder, provided that either party may seek interim injunctive relief in any court of appropriate jurisdiction with respect to any alleged breach of such party’s intellectual property or proprietary rights.
    5. Waiver. A waiver of any breach or default under this Agreement shall not constitute a waiver of any other right for subsequent breach or default.
    6. Severability. The provisions of this Agreement are declared to be severable. If any provision of this Agreement is held to be excessively broad as to scope, activity, subject or otherwise so as to be unenforceable at law, such provision shall be constructed by limiting or reducing it so as to be enforceable to the maximum extent compatible with the applicable law as it shall then appear.
    7. Entire Agreement. This Agreement sets forth the entire agreement and understanding between you and CyCraft regarding the subject matter hereof and supersedes any prior or contemporaneous representations, advertisements, statements, proposals, negotiations, discussions, understandings, or agreements regarding the same subject matter. You agree that any purchase order submitted is for administrative purposes only and that in the event of a conflict between this Agreement and any purchase order, this Agreement shall prevail. This Agreement may not be modified or amended except by a single writing signed by both You and CyCraft.