The person, company or entity who has registered for an account with SacTech LLC (“You” or “Licensee”) acknowledges and agrees that your use of the software from RapidFire Tools, Inc. (“Company”), a Georgia corporation with its principal place of business in Atlanta, Georgia, is subject to the terms and conditions of this End-User Licensed Agreement (“EULA”). THIS EULA IS A LEGAL AGREEMENT BETWEEN YOU AND COMPANY FOR THE SOFTWARE PRODUCTS IDENTIFIED HEREIN WHICH INCLUDE COMPUTER SOFTWARE FOR THE COMPANY PRODUCTS, AND/OR COMPANY SERVERS WHETHER HOSTED OR LOCAL AND ASSOCIATED MEDIA AND DOCUMENTATION (COLLECTIVELY “LICENSED SOFTWARE”). BY COMPLETING DOWNLOADING, INSTALLING, ACCESSING OR UTILIZING THE LICENSED SOFTWARE YOU AGREE TO BE BOUND BY THE TERMS OF THIS EULA. IF YOU DO NOT AGREE WITH TERMS OF THIS EULA, DO NOT INSTALL THE LICENSED SOFTWARE AND REQUEST A REFUND FROM COMPANY OR PLACE WHERE YOU HAVE PURCHASED A LICENSE. 1. Protection/Ownership. The Network Detective software, data collectors, scanners, software modules and other products (“Licensed Software”) are protected by copyright and other intellectual property laws. Company retains ownership of the Licensed Software at all times. The Licensed Software is licensed to Licensee for use subject to the terms set forth in this EULA. 2. Grant of License. Company hereby grants to Licensee and Licensee fully accepts upon delivery, a nonexclusive, nontransferable (unless earlier terminated as provided below) right to use the executable version (no source code) of the Licensed Software for your own business purposes during the subscription period. Any payment terms or payment plans extended to Licensee for the Licensed Software are subject to credit approval by Company, in its sole discretion. By accepting this License, You are permitting the Company to contact You on occasion with important announcement, notices, updates and other information the Company deems important. We value your privacy and will not provide your contact information to any third party. Please see Company privacy policy published on the Company website Legal Page for more information. 3. Scope of License. You are allowed to install and use Licensed Software pursuant to the terms and conditions of Company’s use policies regarding installation and configuration of the Licensed Software. 4. Transfer. Unless You are an authorized reseller of the Licensed Software by Company, to the maximum extent permitted by applicable law, Licensee may not resell or otherwise transfer for value the Licensed Software. 5. Restrictions. You agree that this is a license only and that no title passes to You. You agree not to challenge Company rights in or otherwise attempt to assert any rights in the Licensed Software, except those provided under this EULA. You agree not to disclose, modify, decompile, translate, disassemble or reverse engineer the Licensed Software. You agree not to distribute, rent or lease the Licensed Software unless You are an authorized Reseller. You agree not to use the Licensed Software as a commercial hoster or application service provider. You agree not to use the Licensed Software except as expressly permitted under this EULA. You acknowledge that the Licensed Software contains information deemed confidential or otherwise proprietary to Company or a Third Party Owner, and You agree to handle the Licensed Software with at least the same degree of care employed with respect to Your own confidential or proprietary information. Certain unlimited versions of the Software may include restrictions designed to prevent abuse or misuse of the product. These restrictions are set by Company in its sole discretion. 6. Warranty/Remedy/Limitation of Liability. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE WARRANTY AND REMEDY SET FORTH BELOW ARE EXCLUSIVE AND IN LIEU OF ALL OTHER WARRANTIES AND REMEDIES, ORAL OR WRITTEN, EXPRESSED OR IMPLIED. Except as provided for in this EULA, no company, reseller, dealer, agent or employee is authorized to modify or add to the following warranties and remedies. 7. Company warrants that for a period of ninety (90) days following delivery of the Licensed Software the Licensed Software will perform substantially in accordance with Company’s user documentation accompanying the Licensed Software. Company does not warrant that the Licensed Software will meet Your requirements or that the operation of the Licensed Software will be uninterrupted or error free or that all defects will be corrected. This Limited Warranty is void if failure of the Licensed Software has resulted from accident, abuse, modification, or misapplication of the Licensed Software. 8. If You believe there is a defect in the Licensed Software such that it does not meet the Limited Warranty provided above, You must notify Company in writing within the 90-day warranty period. Company’s entire liability and Your exclusive remedy with regard to the Limited Warranty, shall be, at Company sole discretion, either repair or replacement of the Licensed Software or a refund of the amount paid by You for the Licensed Software. Any repaired or replacement Licensed Software shall be warranted for the remainder of the original warranty period. 9. To the maximum extent permitted by applicable law, except as provided above, COMPANY MAKES NO WARRANTY OR REPRESENTATION, EITHER EXPRESSED OR IMPLIED WITH RESPECT TO THE LICENSED SOFTWARE, ITS QUALITY, PERFORMANCE, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE. 10. To the maximum extent permitted by applicable law, Company’s entire liability under this EULA shall be limited to the amount paid by You for the Licensed Software. 11. IN NO EVENT WILL COMPANY BE LIABLE FOR INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF THE USE OR INABILITY TO USE THE LICENSED SOFTWARE, even if advised of the possibility of such damages. 12. Legal & Insurance Disclaimer. Network Detective is not an insurance policy and the Network Detective IT Assessment and Compliance modules are not a substitution or replacement for Errors and Omissions (E&O) insurance or other professional liability insurance. Company makes no claims of efficacy or ability of You to use the software products sold or promoted on its website, nor does it warrant any claims of others that may be presented in video, audio, blogs, forums, or any other portal available within or through this website. The products available at this web site are software tools for assisting in performing IT assessments and compliance reporting only. They are not intended for the purpose of providing legal advice nor do they constitute legal advice. The issues discovered through use of the tools and the recommendations expressed in the reports are the opinions of Company and may not reflect Your own opinions. You should review the reports and forms in consultation with your legal counsel and make any necessary changes to ensure that they suit your particular business needs. 13. Indemnification. Company represents that it has the right to grant to Licensee the license to use the Licensed Software as set forth in this EULA without violating any rights of any third party and that there is no actual or threatened suit by any third party based on an alleged violation of such right by Company. Company will defend, indemnify and hold Licensee harmless from any third party claim that the Licensed Software infringes any copyright, trademark or trade secret owned or controlled by the third party; provided, however, that (i) Company shall be notified promptly in writing by Licensee of any such claim; (ii) Company shall have sole control of the defense of any action on such claim and all negotiations for its settlement or compromise; (iii) Licensee shall cooperate with Company, at Company’s expense, in a reasonable way to facilitate the settlement or defense of such claim; (iv) such claim does not arise from Licensee’s modifications not authorized by Company; and (v) should the Licensed Software become, or in Company’s opinion likely to become, subject to such claim of infringement, then Licensee shall permit Company, at Company’s option and expense, either (a) to procure for Licensee the right to continue using the Licensed Software, or (b) to replace or modify the Licensed Software so that it becomes non-infringing and performs in a substantially similar manner to the original product, or (c) upon failure of (a) or (b), despite the reasonable efforts of Company, to terminate this EULA and return the license fee paid by Licensee for the Licensed Software. 14. Export Control. You may not export, ship, transmit, or re-export the Licensed Software in violation of any applicable law or regulation, including, without limitation, the Export Administration Regulations issued by the United States Department of Commerce, or any such similar law or regulation issued by such other governmental entity which may have jurisdiction over such export. 15. Termination. Your right to use the Licensed Software continues until this EULA is terminated. You may terminate this EULA at any time by destroying all of Your copies of the Licensed Software. This EULA will automatically terminate if You fail to comply with the material terms of this EULA. Upon any termination, You agree to remove all Licensed Software from Your and Your Client’s computers, destroy all copies of the Licensed Software, and, upon request from Company, certify in writing Your compliance herewith. 16. Severability. If any of the terms, or portions thereof, of this EULA are invalid or unenforceable under any applicable statute or rule of law, the court shall reform the contract to include an enforceable term as close to the intent of the original term as possible; all other terms shall remain unchanged. 17. Whole Agreement. This EULA constitutes the entire agreement between You and Company relating to the subject matter hereof, and any additions to, or modifications of, this EULA shall be binding upon the parties only if the same shall be in writing and duly executed by You and by a duly authorized representative of Company. THE TERMS AND CONDITIONS OF ANY CORRESPONDING PURCHASE ORDER OR OTHER ORDER CONFIRMATION FORM RELATING TO THE LICENSED SOFTWARE ARE ONLY BINDING ON COMPANY IF SUCH TERMS AND CONDITIONS ARE AGREED TO IN WRITING IN ACCORDANCE WITH THE PRIOR SENTENCE AND IN A DOCUMENT OTHER THAN THE PURCHASE ORDER OR OTHER ORDER CONFIRMATION FORM. 18. Waiver. The waiver or failure of either party to exercise in any respect any right provided for in this EULA shall not be deemed a waiver of any further or future right under this EULA. 19. Assignability. This EULA shall inure to the benefit of and is freely assignable to Company’s successors and assignees of rights in the Licensed Software.