End User License Agreement

IMPORTANT NOTICE: PLEASE READ CAREFULLY BEFORE DOWNLOADING OR USING THE SOFTWARE:
This end user licence agreement (the “Licence”) is a legal agreement between you (the “Licensee” or “you”) and YOUGETITBACK Limited of 5 Cleve Business Park, Monahan Road, Blackrock, Cork, Ireland (“Licensor” or “we” or “us”) for this software product (“Software”), which includes computer software, the data supplied with it, the associated media, printed materials, purchase information and online OR electronic documentation (the “Documentation”).

THIS SOFTWARE MUST BE OPERATED ON A MOBILE DEVICE (THE “MOBILE DEVICE”) WITH SPECIFICATIONS AT LEAST EQUIVALENT TO THOSE INCLUDED IN THE DOCUMENTATION. BY PROCEEDING TO INSTALL, DOWNLOAD OR USE THE SOFTWARE OR CLICKING ON THE "ACCEPT" BUTTON YOU AGREE TO THE TERMS OF THIS LICENCE WHICH WILL BIND YOU AND YOUR EMPLOYEES (WHERE APPLICABLE). YOU ARE NOT REQUIRED TO ACCEPT THESE TERMS, BUT UNLESS AND UNTIL YOU DO, YOU WILL NOT BE AUTHORISED TO USE THE SOFTWARE. IN THIS CASE WHERE YOU DO NOT ACCEPT THE TERMS YOU MAY NOT INSTALL OR USE THE SOFTWARE AND YOU MUST DELETE OR DESTROY ALL COPIES OF THE SOFTWARE FROM YOUR MOBILE DEVICE OR IN YOUR POSSESSION. IF YOU PURCHASED THIS SOFTWARE FROM AN AUTHORISED THIRD-PARTY RETAILER, PLEASE NOTE THAT THE RETAILER HAS THE RIGHT TO ENTER INTO THIS LICENCE ON OUR BEHALF.

THIS IS NOT A PURCHASE CONTRACT BUT AN AGREEMENT ON THE RIGHTS OF THE END USER. The Licensor remains the owner of the copy of the Software and of the physical medium, if any, on which the Software is supplied in commercial packaging as well as of all copies of the Software to which the End User is entitled under this Agreement.
  1. GRANT AND SCOPE OF LICENSE

    1. The Software is licensed, not sold. In consideration of you agreeing to abide by the terms of this Licence, the Licensor hereby grants to you a non-exclusive, non-transferable licence to use the Software and the Documentation during the Licence Term.
    2. You may:
      1. download, install and use the Software for your private or internal business purposes either on a Mobile Device which is your own or on a Mobile Device for which you have obtained the authorisation of the owner;
      2. use the Software either (as agreed between the parties):
        1. on one Mobile Device if the Licence is a single-user licence or the Software is for single use; or
        2. if the Licence is a multi-user or network licence, for the number of concurrent users agreed between you and us;

      3. transfer the Software from one Mobile Device to another provided it is used on only one Mobile Device at any one time; and
      4. receive and use any free supplementary software code or update of the Software incorporating "patches" and corrections of errors as may be provided by the Licensor from time to time.

  2. LICENCE TERM

    1. The “Licence Term” shall begin on the date of your initial installation of the Software, and shall last for the period of time set forth in the Documentation or the applicable transaction documentation from, the Licensor or the authorized distributor or reseller from which you obtained the Software. Subject to clause 12.3, in the event that no such Licence Term is specified the Licence Term shall be a default term of one (1) year from the date of purchase, except in the case of:
      1. free versions of the Software where the Licence Term shall be for as long as the Licensor makes the Software available to you; and
      2. monthly licences, where the Licence Term shall automatically roll over for each month that the relevant monthly licence fee is paid by you.

    2. The Software may automatically deactivate and become non-operational at the end of the Licence Term.

  3. LICENSEE'S UNDERTAKINGS

    1. Except as expressly set out in this Licence or as permitted by any local law, you undertake:
      1. not to copy the Software or Documentation except where such copying is incidental to normal use of the Software;
      2. not to rent, lease, sub-license, loan, translate, merge, adapt, vary or modify the Software or Documentation;
      3. not to make alterations to, or modifications of, the whole or any part of the Software nor permit the Software or any part of it to be combined with, or become incorporated in, any other programs;
      4. not to disassemble, decompile, reverse engineer or create derivative works based on the whole or any part of the Software nor attempt to do any such things;
      5. not to use the Software for any unlawful or illegal purpose or for any purpose other than its intended purpose as provided in the Documentation;
      6. to keep all copies of the Software secure and to maintain accurate and up-to-date records of the number and locations of all copies of the Software;
      7. to supervise and control use of the Software (where relevant) and ensure that the Software is used by your employees and representatives in accordance with the terms of this Licence;
      8. obtain the consent of the owner of the Mobile Device before downloading and using the Software on that Mobile Device;
      9. to replace the current version of the Software with any updated or upgraded version or new release provided by the Licensor under the terms of this Licence; and
      10. not to provide, or otherwise make available, the Software in any form, in whole or in part (including, but not limited to, program listings, object and source program listings, object code and source code) to any person without prior written consent from the Licensor.

    2. You must permit the Licensor and its representatives, at all reasonable times and on reasonable advance notice, to inspect and have remote access to the Mobile Device on which the Software or the Documentation is being kept or used, and any records kept pursuant to this Licence, for the purpose of ensuring that you are complying with the terms of this Licence.
    3. You must be over 18 years of age to use the Software, but if you are under the age of 18, you may purchase and utilise the Software in conjunction with and under the supervision of your parents or guardian. You understand that you are financially responsible for purchases made by you and those using your account information. You agree to notify us immediately of any unauthorised use of your account information or any other breach of security. You affirm that you are over the age of 13. If you are under 13 years of age, your use of the Software is prohibited and we ask that you discontinue all use of the Software.
    4. In the event that you are an employer and you install the Software on a Mobile Device provided to or owned by your employees you acknowledge and agree that you have obtained all the necessary consents and approvals from such employees that are required to effect such installation and to receive support on behalf of the employees.
    5. You hereby agree to indemnify and hold the Licensor and its licensors harmless from and against any liabilities, damages, judgments, losses, costs and expenses (including reasonable legal fees) arising out of your downloading, installation and use of the Software in a manner inconsistent with this Licence.

  4. REGISTRATION & SUPPORT

    1. The Licensor’s online registration scheme provides a number of benefits including access to your personal support database (the “Support Website”) where you will be able to update your details and benefit from the support services. To access the Support Website, you must log into the website provided to you and create a username and password and follow the relevant instructions.
    2. In order to complete the registration and or activation process you must choose a user name and password (the “Account ID”). The Licensor may restrict the Account ID you can choose. You will be asked to provide information including (but not limited to) your name, email address, phone number and postal address and other information required to provide you with the Software. You are fully responsible for all actions taken using your Account ID and you agree only to use your own Account ID to access the Support Website.
    3. You are responsible for keeping your information (including your credit or debit card and user name and password) secure against unauthorised access. You agree to immediately notify us of any unauthorised use of your Account ID, your credit or debit card, or any other breach of security. We will not be liable to you for any losses you may incur as a result of any unauthorised third party access to your account and/or any fraudulent use of your credit or debit card on the Support Website.
    4. We reserve the right to reject or refuse to accept your application to become a registered user. You are responsible for maintaining and promptly updating your account information as necessary to ensure accuracy and completeness.
    5. You must complete all details requested on the Support Website and or provide correct information upon activation or registration as we cannot guarantee that we will have sufficient information to mediate the return of your Mobile Device if this information has not been completed in full.
    6. In availing of the Software certain incidental usage charges may apply (“Incidental Charges”) during the installation and use of the Software. These charges may, among others, be levied by your mobile network operator or your internet service provider. You are advised to consult your mobile data or internet data plan to identify the charges which may be incurred prior to the installation and operation of the Software.
    7. We will endeavour to answer by telephone or by email any queries which you, as the original registered purchaser, may have regarding the use or application of the Software during the period of the Licence.
    8. If you contact us to receive support services and you are not the owner of the Mobile Device then you warrant that you have the necessary authorisation and consent from the owner of the Mobile Device to receive such support.
    9. You acknowledge that it may not be possible to provide the support services and you may not be able to receive the full benefit of the Software if:
      1. you do not have the appropriate cellular or internet connection;
      2. the Mobile Device is not receiving the GPS signal due to atmospheric factors or other sources of error;
      3. your Mobile Device is not charged or powered “on”; or
      4. you cancel your subscription with your network provider (in the case that you are using the Software on a mobile phone as the Software is linked to your mobile phone number).

  5. INTELLECTUAL PROPERTY RIGHTS

    1. You acknowledge that all intellectual property rights in the Software and the Documentation throughout the world belong to the Licensor, that rights in the Software are licensed (not sold) to you, and that you have no rights in, or to, the Software or the Documentation other than the right to use them in accordance with the terms of this Licence.
    2. You acknowledge that you have no right to have access to the Software in source code form or in unlocked coding.

  6. USE OF THE SOFTWARE

    1. You acknowledge that:
      1. the Software has not been developed to meet your individual requirements and that it is therefore your responsibility to ensure that the facilities and functions of the Software as described in the Documentation meet your requirements;
      2. the Software may not be free of bugs or errors and you agree that the existence of any minor errors shall not constitute a breach of this Licence;
      3. in order for the Software to operate fully, the Mobile Device on which it is used may need to be connected to certain wireless and/or communication based technologies. There may be delays, limitations and other problems inherent in the use of the internet and electronic communication. Licensor is not responsible for any delays, failures or other damage resulting from such problems.

    2. You agree that you are the best judge of the value and importance of the data held on your Mobile Device and that you will be solely responsible for:
      1. instituting and operating all necessary back-up procedures, for your own benefit, to ensure that data integrity can be maintained in the event of loss of data for any reason; and
      2. taking out any insurance policy or other financial cover for loss or damage which may arise from loss of data for any reason.

  7. LICENSOR'S LIABILITY

    1. Nothing in this Licence shall limit or exclude the liability of either party for death or personal injury resulting from negligence, fraud, or fraudulent misrepresentation.
    2. Some states and countries do not allow the limitation or exclusion of liability for incidental or consequential damages, so the below limitation or exclusion may not apply to you.
    3. Subject to condition 7.1, the Licensor's liability for losses suffered by you arising out of or in connection with this Licence (including any liability for the acts or omissions of its employees, agents and subcontractors), whether arising in contract, tort (including negligence), misrepresentation or otherwise exclude:
      1. loss of income;
      2. loss of business profits or contracts;
      3. business interruption;
      4. loss of the use of money or anticipated savings;
      5. loss of information;
      6. loss of opportunity, goodwill or reputation;
      7. loss of, damage to or corruption of data; or
      8. any indirect or consequential loss or damage of any kind howsoever arising and whether caused by tort (including negligence), breach of contract or otherwise;

      provided that this condition 7.2 shall not prevent other claims for direct financial loss that are not excluded above.

    4. Subject to condition 7.1 and condition 7.2, the Licensor's maximum aggregate liability under or in connection with this Licence, or any collateral contract, whether in contract, tort (including negligence) or otherwise, shall be limited to the lessor of one hundred and twenty five per cent (125%) of the fee paid for the Software or Licensor’s suggested retail price for the Software on the date you received it.
    5. The Licensor's liability for infringement of third party intellectual property rights shall be limited to breaches of rights subsisting in Ireland.
    6. The Licensor shall have no liability to you in event of:
      1. any use of the Software by you other than in accordance with the terms of this Licence or use of the Software for a purpose for which it was not designed;
      2. any temporary or permanent reproduction by any means and in any form, in whole or in part, of the Software;
      3. any reverse assembly, reverse compilation, reverse engineering or adaptation of the whole or part of the Software;
      4. alteration, modification, adjustment, translation, adaptation or enhancement made by you to the Software or any combination, connection, operation or use of the Software with any other equipment or software;
      5. any dissemination, sale, hire, lease offer or exposure for sale or distribution of the Software;
      6. any item of third party hardware or software, even if forming part of the Software or if the Licensor has recommended such third party hardware or software;
      7. any act, omission, negligence, fraud or default of or by you or your officers, employees, agents or contractors; or
      8. you downloading and or accessing the Software (whether innocently or otherwise) using unauthorised access codes. The Licensor shall be entitled to deactivate the Software downloaded by you in such circumstances without any further liability to you.

    7. This Licence sets out the full extent of the Licensor's obligations and liabilities in respect of the supply of the Software and Documentation regardless of whether you accept and/or ultimately make use of the Software. In particular, there are no conditions, warranties, representations or other terms, express or implied, that are binding on the Licensor except as specifically stated in this Licence. Any condition, warranty, representation or other term concerning the supply of the Software and Documentation which might otherwise be implied into, or incorporated in, this Licence (including the implied warranties of merchantability, fitness for a particular purpose, and non-infringement of intellectual property rights) or any collateral contract, whether by statute, common law or otherwise, are hereby excluded to the fullest extent permitted by law.
    8. Licensor does not warrant that the Software will be uninterrupted or error free or that the Software will provide complete protection against all possible outcomes and threats.

  8. UNSAFE SOFTWARE AND NETWORKS

    1. Where you are using the Software to remove malicious software from your Mobile Device and identify unsecured networks, the Software will search your Mobile Device for possible threats including but not limited to, spyware, unsecured wireless networks and other potentially damaging software (“Possible Threats”). The Software will only remove or disable the Possible Threats if you agree. Licensor shall not be responsible for the removal of software from your Mobile Device that is not a Possible Threat or for failing to remove any software that would be considered as a Possible Threat and may be potentially damaging to your Mobile Device.
    2. As part of using the Software to identify Possible Threats on your Mobile Device the Licensor may collect information about you, information about your Mobile Device and information stored on your Mobile Device, suspicious files from the Mobile Device on which the Software is installed and files affected by the Possible Threats and any information about such files. The Licensor shall use this information only to review the Possible Threats and make you aware of the Possible Threats and shall take reasonable measures to keep any personal information collected confidential. If you accept this Licence and activate the above function of the Software, you agree that this information may be forwarded to the Licensor and at the same time you grant to the Licensor the consent necessary pursuant to the relevant legal regulations to process the obtained information.
    3. The Software may make changes to your Mobile Device that may adversely affect its functionality, such as deleting application files identified (correctly or incorrectly) by the Software as infected. You acknowledge and agree to any such changes to your Mobile Device that may occur as a result of your use of the Software.

  9. LOCATION BASED SERVICES

    1. In accordance with The International Association for the Wireless Telecommunications Industry we are required to explain the location based aspect of the Software to you and seek your express consent and agreement to the terms applicable to the use of that aspect of the Software.
    2. The location based services form an integral part of the operational aspect of the Software. In order to locate your Mobile Device, we must be permitted to communicate with your Mobile Device. This requires the collection, use and sharing of among other things, the precise coordinate data and including real time geographic location of your Mobile Device with our partners, licensors and licensees. This data is transmitted via secure socket layer technology into password protected databases. This information is retained for the Licence Term and for a reasonable period following termination and is accessible in accordance with the terms of the Privacy Policy referred to in clause 21.
    3. You expressly agree, by ticking the box on registration or in advance of using the Software and by your subsequent continued use of the Software that you authorise the Licensor, to collect and use your location data in order to receive the full benefits of the Software. Where applicable, you may at any time through the Support Website, disconnect your Mobile Device from the location based aspect of the Software. Instructions of such opt out will be detailed on the Support Website, however, if you opt out we may not be able to assist you in locating your Mobile Device and you will not be able to receive the full benefit of the Software.
    4. The use of location based software is not suitable for emergency situations and should not be relied upon as such. We shall not be liable for any reliance placed by you on the Software being available for emergency situations especially in the event of death or serious injury.
    5. In the event that the Mobile Device is located within the property or control of a third party, or you believe it to be within the property or control of a third party, or you believe the Mobile Device has been stolen, you are required to inform a member of the local law enforcement for the matter to be investigated in the proper manner in accordance with local laws and procedures.

  10. DATA DELETION SERVICE

    1. If the Software includes a data deletion option, permitting the deletion, wiping or shredding of the information contained on the Mobile Device (“Data Deletion”), you acknowledge that, once launched, Data Deletion may commence at any time. You furthermore acknowledge and agree that your use of Data Deletion:
      1. is intended to result in the permanent destruction of data residing on your Mobile Device; and
      2. may result in your Mobile Device becoming non-functional.

    2. In order to activate Data Deletion you must complete the authorisation process on the Support Website and you:
      1. confirm that you are aware of the consequences of initialising Data Deletion; and
      2. confirm that we are permitted to perform Data Deletion.

    3. By utilising Data Deletion, you acknowledge that the process is self-initiated and that you are solely and singularly responsible for authorising us to perform Data Deletion.
    4. In order to initialise Data Deletion you will be asked to provide us with certain account specific information which should be known only to you. It is your responsibility to ensure the safe keeping of this information and the prevention of dissemination of this information to any third party. We shall have no liability in respect of any Data Deletion initiated by an unauthorised third party, in the event of their obtaining the information due to your negligence or otherwise.
    5. You acknowledge that once completed Data Deletion is irreversible and the data which has been deleted will not be capable of retrieval. The success of any Data Deletion may however be dependent on the Mobile Device being in contact with the Support Website through a valid internet connection.
    6. We do not guarantee that any Data Deletion will be successful. We will however, attempt to compile and upload a log file, which you may be able to view through the Support Website.

  11. RETURN OF YOUR MOBILE DEVICE

    1. Nothing in this Licence shall be construed as guaranteeing or warranting that your Mobile Device will be returned to you or that your Mobile Device will be returned to you in the same condition as you last saw it.
    2. We will endeavour to mediate the return of your Mobile Device to you in the condition that it is discovered by the finder or located by us or by you. We will not be liable for any damage caused to the Mobile Device. We exclude all liability in respect of lost or stolen Mobile Devices and our only obligation in respect of such Mobile Devices will be to try to mediate the return of them to the party who has been registered as the owner of that Mobile Device on the Support Website.
    3. All delivery fees for the return of the Mobile Device are payable by you. You are also obliged to pay any optional reward that you may have agreed to make available to the finder. If you offer such an optional reward, you will provide us with the necessary details and you will authorise us to debit the amount of such optional reward from your credit or debit card account in the event that an optional reward becomes payable to a finder.
    4. You acknowledge and agree that we are under no obligation and we may be unable to return your Mobile Device to you where the Software has not been activated on the Mobile Device. We will, however, use reasonable endeavours to mediate the return of your Mobile Device to you, but your failure to activate the Software or keep the details on the Support Website up to date may mean that we do not have the necessary details to return the Mobile Device to you.

  12. TERMINATION

    1. The Licensor may terminate this Licence immediately by written notice to you if you commit a material or persistent breach of this Licence which you fail to remedy (if remediable) within fourteen (14) days after the service on you of written notice requiring you to do so.
    2. This Licence shall terminate at the end of the relevant Licence Term.
    3. The Licensor reserves the right to refuse to licence the Software to you or to discontinue your rights to access the Software at any time and at its sole discretion.
    4. Upon termination for any reason:
      1. all rights granted to you under this Licence shall cease;
      2. you must cease all activities authorised by this Licence;
      3. you must immediately pay any sums due under this Licence; and
      4. you must immediately delete or remove the Software from all Mobile Devices where it is installed and all copies of the Software then in your possession, custody or control and, in the case of destruction, certify to the Licensor that you have done so.

  13. TERMS AND CONDITIONS APPLICABLE TO THIRD PARTY SOFTWARE

  14. Certain portions of software code provided as a part of the Software may be subject to “open source” or “free software” licences (“Third Party Software”). The Third Party Software is not subject to the terms and conditions of this Licence. Instead, each item of Third Party Software is licensed under the terms and conditions of the license that accompanies such Third Party Software. Nothing in this Licence limits your rights, or grants you rights that supersede the terms and conditions of, any applicable license for the Third Party Software, including any rights to copy, modify or distribute Third Party Software under the applicable licence.

  15. TRANSFER OF RIGHTS AND OBLIGATIONS

    1. This Licence is binding on you and us and on our respective successors and assigns.
    2. You may not transfer, assign, charge or otherwise dispose of this Licence, or any of your rights or obligations arising under it, without our prior written consent.
    3. The Licensor may transfer, assign, charge, sub-contract or otherwise dispose of this Licence, or any of its rights or obligations arising under it, at any time.

  16. NOTICES

  17. All notices given by you to the Licensor must be given to the email address specified on the Support Website. The Licensor may give notice to you at either the e-mail or postal address you provided to it OR its representative when purchasing the Software. Notice will be deemed received and properly served 24 hours after an e-mail is sent, or three days after the date of posting of any letter. In proving the service of any notice, it will be sufficient to prove, in the case of a letter, that such letter was properly addressed, stamped and placed in the post and, in the case of an e-mail that such e-mail was sent to the specified e-mail address of the addressee.

  18. EVENTS OUTSIDE THE LICENSOR'S CONTROL

    1. The Licensor will not be liable or responsible for any failure to perform, or delay in performance of, any of its obligations under this Licence that is caused by events outside our reasonable control (Force Majeure Event).
    2. The Licensor's performance under this Licence is deemed to be suspended for the period that the Force Majeure Event continues, and we will have an extension of time for performance for the duration of that period.

  19. AMENDMENTS TO THE LICENCE

    1. The Licensor and its licensors reserve the right, at their sole discretion, to amend, add or delete any of the terms and conditions of this Licence. The Licensor will post notification of any such changes to this Licence on the Support Website and will provide a link to the revised version of this License.
    2. If any changes to this Licence are unacceptable to you or cause you to no longer be in compliance with this Licence, you may terminate this Licence in accordance with the terms herein. Your installation, download and/or use of any updated or modified Software and/or your continued use of the Software following notice of changes to this Licence as described above means you accept any and all such changes. The Licensor and its licensors may change, modify, suspend, or discontinue any aspect of the Software at any time. The Licensor may also impose limits on certain features of the Software without notice or liability. You disclaim any right, title or interest, monetary or otherwise, in any feature or content contained in the Software.

  20. WAIVER

    1. If we fail, at any time during the Licence Term, to insist upon strict performance of any of your obligations under this Licence, or if we fail to exercise any of the rights or remedies to which we are entitled under this Licence, this shall not constitute a waiver of such rights or remedies and shall not relieve you from compliance with such obligations.
    2. A waiver by us of any default shall not constitute a waiver of any subsequent default.
    3. No waiver by us of any of these terms and conditions shall be effective unless it is expressly stated to be a waiver and is communicated to you in writing.

  21. SEVERABILITY

  22. If any of the terms of this Licence are determined by any competent authority to be invalid, unlawful or unenforceable to any extent, such term, condition or provision will to that extent be severed from the remaining terms, conditions and provisions which will continue to be valid to the fullest extent permitted by law.

  23. CONFIDENTIAL INFORMATION

  24. The Software and Documentation contain confidential information of the Licensor and all copyright, trademarks and all other intellectual property rights in and to the Software and Documentation are and shall remain the sole and exclusive property of the Licensor. Nothing in this Licence shall confer any rights in any trade name, business name or trade mark of the Licensor on you. The provisions of this clause 20 shall continue to operate after the termination of this Licence.

  25. TERMS OF USE AND PRIVACY POLICY

    1. Your use of the Support Website is subject to the terms of use included as a link at the bottom of the Support Website and you agree to abide by those terms (the “Terms of Use”).
    2. By providing personal information to us through your use of the Software and the Support Website you agree to the collection and use of it by the Licensor in accordance with the privacy policy posted on the Support Website (the “Privacy Policy”).

  26. ENTIRE AGREEMENT

    1. This Licence and any document expressly referred to in it constitute the whole agreement between us and supersede any previous arrangement, understanding or agreement between us, relating to the licensing of the Software and Documentation.
    2. We each acknowledge that, in entering into this Licence (and the documents referred to in it), neither of us relies on any statement, representation, assurance or warranty (“Representation”) of any person (whether a party to this Licence or not) other than as expressly set out in this Licence or those documents.
    3. Each of us agrees that the only rights and remedies available to us arising out of or in connection with a Representation shall be for breach of contract as provided in this Licence.
    4. Nothing in this clause shall limit or exclude any liability for fraud.

  27. LAW AND JURISDICTION

    1. This Licence, its subject matter or its formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the laws of the Republic of Ireland and submitted to the exclusive jurisdiction of the courts in the Republic of Ireland.
    2. In the event of a conflict between different translations of this Licence the original English version will prevail.