This DataViz End-User License Agreement is a legal agreement between you and DataViz, Inc. regarding the use of the Passwords Plus® edition and software (including free or trial versions), that you download (the “Product”).

Subject to your compliance with the terms and restrictions of this Agreement and payment of any applicable license or subscription fees, DataViz agrees to provide you access to the Product for the term of this license. You agree that you (1) understand and will comply with the limits and restrictions of the license and the Product, (2) agree to be bound by the terms of this Agreement, and (3) are at least 13 years old and have the legal capacity to enter into this Agreement. DataViz has right to terminate your license of the Product without prior notice in the event of a violation of the terms of this Agreement, and reserves all rights not expressly granted in this Agreement.

License, Ownership Rights, Restrictions and Product Changes

License: DataViz grants you a non-exclusive, non-transferable, personal, revocable license under its copyrights to download, install, and operate the Product software, associated documentation, and any related updates, upgrades and repairs, onto your desktop/laptop computer and personal mobile devices, solely for your own personal use.

Ownership Rights: The Product is protected by the laws of the United States, international treaty provisions and other applicable laws in the country in which it is being used. DataViz and its suppliers own and retain all right, title and interest in and to the Product, including all copyrights, patents, trade secret rights, trademarks and other intellectual property rights. Your possession, installation, or use of the Product does not transfer to you any title to the intellectual property in the Product, and you will not acquire any rights to the Product except the limited usage rights expressly set forth in this Agreement. To the extent you provide any comments or suggestions to DataViz, DataViz shall own and have the right to retain and use any such comments or suggestions regarding the Product in current or future products, without compensation or notice to you and without your approval.

Restrictions: You may only use the Product for your own individual personal use and not for any commercial, business or other purpose. You may not rent, lease, license, loan or assign your rights to the Product or associated software to another party. In addition, you may not:

1. Exceed the rights granted, or otherwise violate this Agreement or any guidelines or policy posted on the DataViz website;

2. Reverse engineer, disassemble, decompile or otherwise attempt to derive source code from the Product software, or modify in any respect or adapt the Product, or create derivative works based upon the Product software;

3. Provide false information to set up an account, attempt to gain unauthorized access to the Product, user accounts, computer systems or networks, through hacking, password mining or any other means, or otherwise attempt to obtain personal information about any person;

4. Reproduce, duplicate, copy, sell, or exploit for any commercial purposes, the Product or any portion thereof, including without limitation, any content other than your personal digital content displayed in connection with your use of the Product;

5. Use the Product to engage in or encourage conduct that would constitute a criminal offense, or gives rise to civil liability;

6. Propagate software that contains viruses or any other computer code, files or programs that interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment, or otherwise permit the unauthorized use of a computer or computer network; or

7. Engage in any activity that otherwise interferes with the use and enjoyment of the Product by others, including without limitation, using the Product in any way that may damage, disable, overburden, or impair the remote servers or networks used by the Product.

Product Changes: DataViz, in its sole discretion, may modify or discontinue Product features at any time, or establish policies and practices to alter the operation and availability of Product features (e.g. modifying limits on content storage or bandwidth consumption). DataViz may provide such maintenance updates, upgrades and/or error corrections as it elects, in its sole discretion, but it shall be under no obligation to do so. You agree not to interfere with or prevent the Product software from automatically performing any such DataViz updates, upgrades or error corrections.

Product Account Management, Encryption and Password

Account Creation and Management: The Product is for your individual consumer use only, to use only for your own personal computing devices on which it is originally activated. The Product may require you to create and manage your information and Product using an account on a secure server hosted by DataViz or other 3rd party website. When creating your account, you agree to completely and accurately provide the required information and to be responsible for ensuring any necessary billing information, if applicable, is current, complete, and accurate (such as a change in billing address, credit card number, or credit card expiration date). You must promptly notify DataViz if your credit card is canceled. You are solely responsible for the activity that occurs on your account. You must keep your Product account password secure, and notify DataViz immediately of any breach of security or unauthorized use of your account.

Encryption Feature, Password: The Product contains features and functionality that permit you to protect certain specified sensitive information on your personal devices using a password to encrypt and protect such information. If you lose or forget the password , you will not be able to recover the information you have encrypted. You understand that weak passwords (obvious, less than seven characters, no numbers or special characters, all one case) lessen the protection value of encryption by increasing the risk that someone can discover your password. You are responsible for selecting a strong password and appropriately safeguarding it. You acknowledge hardware failures may also prevent decryption of your information.

Synchronized, Stored Content

If the Product provides a feature to synchronize any information, text, files, links, images, or other materials (“Content”) on your personal devices with and/or store on a remote server, you represent and warrant that you are the rightful owner of the Content you synchronize and/or store, you have obtained all rights necessary to synchronize the Content with and/or store on a remote server, and neither the Content or nor the synchronizing or storage of such Content infringes or violates the rights of third parties or any applicable laws.

You are solely responsible for the Content you store, make available or retrieve from your account and from all public folders. DataViz is not liable for your losses caused by any unauthorized use of your account. You may be liable for the losses of DataViz or others due to such unauthorized use.

The remote synchronization and storage feature uses a 3rd party service (the “Cloud Provider”) that provides remote server cloud capacity for storage of your Content in encrypted files. You agree that DataViz shall have no liability for, and expressly release DataViz from any and all liability due to, a failure or security breach of such 3rd party Cloud Provider service.

You acknowledge and agree that DataViz has no obligation to enforce, defend or otherwise protect your rights in synchronized or stored Content, and you release DataViz and any of its affiliates (and its respective officers, directors, agents, subsidiaries and employees) from and against any and all claims, demands, losses, costs, expenses, liabilities and damages (actual and consequential) of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way related to the Content or disputes with third parties, including without limitation, the 3rd party Cloud Provider, regarding your rights in or to the Content. You further acknowledge and agree that you are legally liable for the Content, including if the Content infringes 3rd party intellectual property or civil rights or is illegal.

Data Fees and Other Product Provider Charges, Equipment Costs

Data Product Charges: You are responsible for any charges incurred with your mobile Product provider as a result of the Product, if applicable, including any overage and penalties assessed for exceeding the limits imposed by your mobile Product provider. Certain benefits and features of the Product (such as software downloads and updates, or Content synchronization) may require access to and communication with external servers through your mobile Product provider’s network, consuming data or minute allowance limits you purchased from your mobile Product provider.

Equipment: You are responsible for the cost of your equipment and to ensure that your equipment meets the system requirements of the Product, including obtaining updates or upgrades from time to time from your mobile device Product provider in order to continue using the Product. DataViz may modify system requirements or the Product software at any time. DATAVIZ DOES NOT WARRANT OR GUARANTEE THAT ANY PARTICULAR MOBILE DEVICE, COMPUTER OR ANY OTHER DEVICE WILL BE COMPATIBLE OR FUNCTION WITH THE PRODUCT, NOR DOES DATAVIZ WARRANT OR ACCEPT ANY LIABILITY FOR OPERATION OF YOUR PERSONAL EQUIPMENT USED TO ACCESS THE PRODUCT. Necessary equipment may include: a mobile device, a GSM mobile connection (supporting SMS and data connection), a personal computer, Internet access, or 3rd party software.

Termination

Termination by You. You may close your Product account and terminate your license for use of the Product at any time, for any reason or no reason by notifying DataViz through your account. Such termination will be effective 5 days after the date of receipt by DataViz of your notification. You will not receive a refund for any fees which you may have paid previously (including subscription fees for the unexpired portion of the then current term) and you shall remain liable for all fees previously incurred or accrued by you.

Automatic Termination for Your Breach. Your rights under this Agreement and license to use the Product shall automatically and irrevocably terminate if you fail to comply with any term or condition of this Agreement.

Effect of Termination. Upon termination of the license for use of the Product for any reason, you are no longer authorized to use or access the Product and your account will be cancelled and closed. You agree that, upon such termination, you will destroy and permanently erase all copies of the Product software and your access rights to the Product will immediately terminate.

Upon a termination, you understand that you will no longer have access to your Content stored via the Product and the Content will deleted by DataViz according to its policies. You are responsible for storing or backing up your Content elsewhere before termination of your license.

Data Collection, Privacy Policy Change

The Product may require the collection and transfer of data or other information to external servers to provide the features and benefits offered by the Product. The Product may employ applications and tools to retrieve information about you and your mobile device (e.g. your registration status, device model, etc.) to enable provisioning and support of Product features such as Content synchronization and storage, Product fixes or modifications and the like. Some of this information may be personally identifiable information and include sensitive data stored in files on your mobile device. There is no opt-out available for this information collection. DataViz may use this information to notify you of free maintenance updates or upgrades, product entitlements, new version releases, as well as offers and invitations (surveys, beta programs, etc.) tailored to you. Any other use of information is governed and limited by DataViz’s privacy policy posted at https://dailybalanceapp.com/privacy. By using the Product and accepting these terms, you agree to the retrieval, backup and storage of this data by DataViz and its providers. You agree that DataViz and its providers may copy and store such data (including personally identifiable and sensitive data you made part of your Content or provide in your Account) as part of the Product.

Limited Warranty, Disclaimer, Liability Limitations

Limited Warranty: DataViz warrants that for 30 days from the date of original purchase, the paid version of the Product software will operate substantially in accordance with the documentation, provided however, that DataViz makes no warranty that the Product will protect against all possible threats or security breaches, be error-free or free from interruptions or other failures, or that the Product will meet your requirements. DataViz´s and its suppliers` entire liability and your exclusive remedy for any breach of the foregoing warranty shall be, at DataViz´s option, return of the purchase price paid for the license, if any. This limited warranty is void if the defect has resulted from accident, abuse, or misapplication by you.

Warranty Disclaimer: Except for the limited warranty set forth herein, THE SOFTWARE IS PROVIDED “AS IS” AND DATAVIZ MAKES NO WARRANTY AS TO ITS USE OR PERFORMANCE. EXCEPT FOR ANY WARRANTY, CONDITION, REPRESENTATION OR TERM THAT CANNOT BE EXCLUDED OR LIMITED BY APPLICABLE LAW. DATAVIZ AND ITS SUPPLIERS MAKE NO WARRANTY, CONDITION, REPRESENTATION, OR TERM (EXPRESS OR IMPLIED, WHETHER BY STATUTE, COMMON LAW, CUSTOM, USAGE OR OTHERWISE) AS TO ANY MATTER INCLUDING, WITHOUT LIMITATION, NONINFRINGEMENT OF THIRD PARTY RIGHTS, MERCHANTABILITY, SATISFACTORY QUALITY, INTEGRATION, OR FITNESS FOR A PARTICULAR PURPOSE. DATAVIZ USES 256 BIT ENCRYPTION BASED ON AES OPEN STANDARD ALGORITHM, AS TO WHICH DATAVIZ MAKES NO REPRESENTATION OR WARRANTY. YOU ASSUME RESPONSIBILITY FOR SELECTING THE SOFTWARE TO ACHIEVE YOUR INTENDED RESULTS, AND FOR THE INSTALLATION OF, USE OF, AND RESULTS OBTAINED FROM THE PRODUCT. WITHOUT LIMITING THE FOREGOING PROVISIONS, DATAVIZ MAKES NO WARRANTY THAT THE PRODUCT WILL PROTECT AGAINST ALL POSSIBLE THREATS OR SECURITY BREACHES, OR BE ERROR-FREE OR FREE FROM INTERRUPTIONS OR OTHER FAILURES, OR THAT THE PRODUCT WILL MEET YOUR REQUIREMENTS.

High Risk Activities: The Product is not fault-tolerant and is not designed or intended for control of devices that require fail-safe performance, including where the failure of the Product could lead to personal injury or death, or physical or property damage. DATAVIZ EXPRESSLY DISCLAIMS ANY EXPRESS OR IMPLIED WARRANTY OF FITNESS FOR HIGH RISK ACTIVITIES.

Limitation of Liability: UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY, WHETHER IN TORT, CONTRACT, OR OTHERWISE, SHALL DATAVIZ OR ITS SUPPLIERS BE LIABLE TO YOU OR TO ANY OTHER PERSON FOR LOSS OF PROFITS, LOSS OF GOODWILL, OR ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES, OR DAMAGES FOR NEGLIGENCE OF ANY CHARACTER INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF GOODWILL, WORK STOPPAGE, LOSS OF DATA, COMPUTER FAILURE OR MALFUNCTION, OR FOR ANY OTHER DAMAGE OR LOSS. IN NO EVENT SHALL DATAVIZ OR ITS SUPPLIERS BE LIABLE FOR ANY DAMAGES IN EXCESS OF THE PRICE PAID FOR THE PRODUCT, IF ANY, EVEN IF DATAVIZ, OR ITS SUPPLIERS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. This limitation shall not apply to the extent that applicable law prohibits such limitation. The foregoing provisions shall be enforceable to the maximum extent permitted by applicable law.

NOTHING IN THIS AGREEMENT WILL DIMINISH ANY RIGHTS YOU MAY HAVE UNDER EXISTING CONSUMER PROTECTION OR OTHER APPLICABLE LAWS IN YOUR JURISDICTION THAT MAY NOT BE DISCLAIMED, LIMITED OR WAIVED BY CONTRACT.

Export Control

The Product is subject to export controls under the U.S. Export Administration Regulations. Therefore, the Product may not be exported or re-exported to entities within, or residents or citizens of, embargoed countries or countries subject to applicable trade sanctions, or to prohibited or denied persons or entities without proper government licenses. Information about such restrictions can be found at the following website: http://www.treas.gov/ofac/

You are responsible for any violation of the U.S. export control laws related to the Product. By accepting this Agreement, you confirm that you are not a resident or citizen of any country embargoed by the U.S. and that you are not otherwise prohibited from receiving any part of the Product.

General

U.S. Government End Users: The Product and any accompanying documentation are deemed to be “commercial computer software” and “commercial computer software documentation,” respectively, pursuant to DFAR Section 227.7202 and FAR Section 12.212, as applicable. Any use, modification, reproduction, release, performance, display or disclosure of the Software and accompanying Documentation by the US Government shall be governed solely by the terms of this Agreement and shall be prohibited except to the extent expressly permitted by the terms of this Agreement. Contractor/manufacturer is DataViz, Inc., 612 Wheelers Farms Road, Milford, CT 06461.

Governing Law: This Agreement will be governed by and construed in accordance with the substantive laws in force in the State of Connecticut. This Agreement will not be governed by the conflict of laws rules of any jurisdiction or the United Nations Convention on Contracts for the International Sale of Goods, the application of which is expressly excluded. The federal and state courts of Connecticut shall have non-exclusive jurisdiction over all disputes relating to this Agreement.

Open Source Software: The Product may make use of software code licensed under open source software models. When required, DataViz distributes the source code in accordance with the applicable open source license, and your rights to that source code are governed by the applicable open source license.

Entire Agreement: This Agreement sets forth all of your rights, and is the entire Agreement between you and DataViz, for the Product. This Agreement supersedes any other communications, oral or written, and any representations or advertising relating to the Product. If any provision of this Agreement is held invalid, the remainder of this Agreement shall continue in full force and effect.

Changes to this Agreement: DataViz may make changes to this Agreement from time to time. The changes will be effective from the date on which they are published at https://dailybalanceapp.com. You understand and agree that your use of the Product after the date of publication shall constitute your acceptance of the updated Agreement. If you do not agree with the updated Agreement, you may terminate your use of the Product in accordance with this Agreement