kvkit End User License Agreement
This software license agreement (“Agreement”) governs the licensing, installation, and use of kvkit (“Software”). By downloading and/or installing the Software you agree to be legally bound by this agreement on behalf of the company or other entity for which you are acting, or on behalf of yourself as an individual, and you represent and warrant that you have the authority to act on behalf of and bind such company or entity, if any, to the terms of this Agreement. If you do not agree to the terms of this Agreement, you have no right to use the Software.
As used in this Agreement, “RedFactor” refers to RedFactor, LLC., a Virginia limited liability company, and “Licensee” refers to the company or other entity on whose behalf you have entered into this Agreement or, if there is no such entity, you as an individual.
- Grant of License. The Software is licensed, not sold, to Licensee. Under this Agreement RedFactor grants Licensee a limited, non-exclusive, and non-transferable license to use the Software (“License”). The rights and obligations of this Agreement are granted to Licensee only. Licensee may not transfer or assign any of the rights or obligations granted under this Agreement to any other company, entity or person, without the prior written approval of RedFactor. Licensee may not make available the Software for use by one or more third parties. Title, copyright, intellectual property rights, and distribution rights of the Software remain exclusively with RedFactor. This Agreement constitutes a License for Licensee’s use only and is not in any way a transfer of ownership rights to the Software.
- Software. The Software consists of the source code, data, configurations, information, documentation, or other materials provided to Licensee by RedFactor, or obtained via download from Splunkbase, the RedFactor website, or any other source.
- Limitations on Use, Distribution, and Export. Licensee may not reverse engineer, disassemble, update, modify, reproduce, duplicate, or copy the Software. Licensee may not distribute, share, or otherwise provide the Software, in whole or in part, to any other company, entity or person. Licensee shall comply with all export laws and regulations of the United States and any other applicable jurisdictions related to Licensee’s use of the Software. Licensee shall not export the Software in violation of applicable laws.
- License Term and Use. The Software is licensed per installation for the License Fee, as defined by RedFactor, for a specific term (“License Term”). The term and other License details governing Licensee’s use of the Software are established by the Licensee’s fully executed purchase order, the invoice, quote, or proposal provided to Licensee by RedFactor, and/or the mutually agreed terms of the completed transaction on the RedFactor website (https://redfactorapps.com), kvkit website (https://kvkit.com), or any other transaction that resulted in the issuance of a valid Software License Key to Licensee. Licensee’s installation or use of the Software independent of any such transaction shall be governed by the Trial License (see 5. Software Trial). At the conclusion of the License Term, Licensee understands that Software functionality or features may be restricted or disabled at the discretion of RedFactor. Licensee must renew the Software License with RedFactor, purchase a new Software License from RedFactor, or destroy all copies of the software upon expiration of the License.
- Software Trial. RedFactor grants Licensee a temporary right to use the Software for evaluation and testing purposes for thirty (30) days (“Trial License”) without cost. At the conclusion of the Trial License, Licensee understands that Software functionality or features may be restricted or disabled at the discretion of RedFactor. Licensee must purchase a Software License, request an additional Trial License from RedFactor for continued testing or evaluation, or destroy all copies of the software upon expiration of the Trial License.
- Software Maintenance and Support. If Licensee has purchased, or if Licensee’s Software License includes, Software Maintenance and Support, RedFactor will fulfill such obligations in accordance with the terms of Licensee’s fully executed purchase order, the invoice, quote, or proposal provided to Licensee by RedFactor, and/or the mutually agreed terms of the completed transaction on the RedFactor website (https://redfactorapps.com), kvkit website (https://kvkit.com), or any other transaction that resulted in the issuance of a valid Software License Key to Licensee. RedFactor has no obligation to provide Licensee Maintenance or Support during a Software Trial (see 5. Software Trial).
- Limitation of Liability. To the maximum extent permitted by law, the Software is provided “as is”, with any and all faults and without warranty of any kind. RedFactor makes no warranty express or implied regarding merchantability or the fitness of the Software for a particular purpose or that the Software will be suitable or appropriate for Licensee’s specific requirements. RedFactor’s liability will be limited to the original License Fee of the Software. If Licensee’s use of the Software does not necessitate a License Fee, such as a Trial License or other authorized free use (see 5. Software Trial), RedFactor will have no liability. RedFactor will not be liable for any general, special, incidental or consequential damages including, but not limited to, loss of production, loss of profits, loss of revenue, loss of data, loss of use, technical error or malfunction, or any other business or economic disadvantage Licensee may suffer arising out of the installation, configuration, use, or failure to use the Software. Apart from the aforementioned limitation of RedFactor’s liability, Licensee assumes the entire cost of all necessary servicing, repair, or correction should the software prove defective in any way.
- Termination. Failure to comply with any of the terms outlined herein will be considered a material breach of this Agreement. RedFactor has sole discretion to terminate this Agreement immediately where the Licensee has failed to comply with any of the terms of this Agreement or is in breach of this Agreement. On termination of this Agreement for any reason, Licensee will promptly destroy the Software.
- Force Majeure. RedFactor will be free of liability where prevented from executing its obligations under this Agreement, in whole or in part, due to Force Majeure, such as earthquake, typhoon, flood, fire, war, act of terrorism, telecommunications, network or power failures, labor disputes, changes in laws or regulations, or any other event beyond RedFactor’s control, and RedFactor has taken reasonable action to mitigate any damage or loss due to such an event.
- Governing Law. The Parties to this Agreement submit to the jurisdiction of the courts of the Commonwealth of Virginia for the enforcement of this Agreement or any arbitration award or decision arising from this Agreement. This Agreement will be enforced or construed according to the laws of the Commonwealth of Virginia.
- Miscellaneous. This Agreement does not create or imply any relationship in agency or partnership between RedFactor and the Licensee. Headings are inserted for the convenience of the parties only and are not to be considered when interpreting this Agreement. Words in the singular mean and include the plural and vice versa. Words in the masculine gender include the feminine gender and vice versa. Words in the neuter gender include the masculine gender and the feminine gender and vice versa.
- Entire Agreement. This Agreement contains the entire agreement between the parties and supersedes any prior understandings or agreement. Only the written terms of this Agreement will bind the parties. The Licensee can only modify this Agreement in a writing signed by both RedFactor and the Licensee. If any term, covenant, condition or provision of this Agreement is held by a court of competent jurisdiction to be invalid, void or unenforceable, it is the parties’ intent that such provision be reduced in scope by the court only to the extent deemed necessary by that court to render the provision reasonable and enforceable and the remainder of the provisions of this Agreement will in no way be affected, impaired or invalidated as a result.
- Successors and Assigns. RedFactor may assign this agreement without notice to or agreement by Licensee. This Agreement and the terms and conditions contained in this Agreement apply to and are binding upon RedFactor’s successors and assigns.
- Notices. All notices to Licensee will be sent via email and/or postal mail at the addresses provided by Licensee. Licensee shall provide notices in connection to this Agreement in writing to the following postal mail and/or email address:
2324 Plank Road
Fredericksburg, VA 22401