Terms & Agreement

Website Terms and Conditions

These terms and conditions outline the rules and regulations for the use of Evo Security's Website.

Evo Security is located at:
500 W 2nd Street
Austin, Texas 78701

By accessing this website we assume you accept these terms and conditions in full. Do not continue to use Evo Security's website if you do not accept all of the terms and conditions stated on this page.

The following terminology applies to these Terms and Conditions, Privacy Statement and Disclaimer Notice and any or all Agreements: "Client", "You" and "Your" refers to you, the person accessing this website and accepting the Company's terms and conditions. "The Company", "Ourselves", "We", "Our" and "Us", refers to our Company. "Party", "Parties", or "Us", refers to both the Client and ourselves, or either the Client or ourselves. All terms refer to the offer, acceptance and consideration of payment necessary to undertake the process of our assistance to the Client in the most appropriate manner, whether by formal meetings of a fixed duration, or any other means, for the express purpose of meeting the Client's needs in respect of provision of the Company's stated services/products, in accordance with and subject to, prevailing law of United States. Any use of the above terminology or other words in the singular, plural,capitalisation and/or he/she or they, are taken as interchangeable and therefore as referring to same.


Cookies

We employ the use of cookies. By using Evo Security's website you consent to the use of cookies in accordance with Evo Security's privacy policy. Most of the modern day interactive web sites use cookies to enable us to retrieve user details for each visit. Cookies are used in some areas of our site to enable the functionality of this area and ease of use for those people visiting. Some of our affiliate / advertising partners may also use cookies.


License

Unless otherwise stated, Evo Security and/or it's licensors own the intellectual property rights for all material on Evo Security. All intellectual property rights are reserved. You may view and/or print pages from https://evosecurity.com for your own personal use subject to restrictions set in these terms and conditions.

You must not: Republish material from https://evosecurity.com Sell, rent or sub-license material from https://evosecurity.com Reproduce, duplicate or copy material from https://evosecurity.com Redistribute content from Evo Security (unless content is specifically made for redistribution).


Hyperlinking to our Content

The following organizations may link to our Web site without prior written approval: Government agencies; Search engines; News organizations; Online directory distributors when they list us in the directory may link to our Web site in the same manner as they hyperlink to the Web sites of other listed businesses; and Systemwide Accredited Businesses except soliciting non-profit organizations, charity shopping malls, and charity fundraising groups which may not hyperlink to our Web site. These organizations may link to our home page, to publications or to other Web site information so long as the link: (a) is not in any way misleading; (b) does not falsely imply sponsorship, endorsement or approval of the linking party and its products or services; and (c) fits within the context of the linking party's site. We may consider and approve in our sole discretion other link requests from the following types of organizations: commonly-known consumer and/or business information sources such as Chambers of Commerce, American Automobile Association, AARP and Consumers Union; dot.com community sites; associations or other groups representing charities, including charity giving sites, online directory distributors; internet portals; accounting, law and consulting firms whose primary clients are businesses; and educational institutions and trade associations. We will approve link requests from these organizations if we determine that: (a) the link would not reflect unfavorably on us or our accredited businesses (for example, trade associations or other organizations representing inherently suspect types of business, such as work-at-home opportunities, shall not be allowed to link); (b)the organization does not have an unsatisfactory record with us; (c) the benefit to us from the visibility associated with the hyperlink outweighs the absence of ; and (d) where the link is in the context of general resource information or is otherwise consistent with editorial content in a newsletter or similar product furthering the mission of the organization. These organizations may link to our home page, to publications or to other Web site information so long as the link: (a) is not in any way misleading; (b) does not falsely imply sponsorship, endorsement or approval of the linking party and it products or services; and (c) fits within the context of the linking party's site. If you are among the organizations listed in paragraph 2 above and are interested in linking to our website, you must notify us by sending an e-mail to contact@evosecurity.com. Please include your name, your organization name, contact information (such as a phone number and/or e-mail address) as well as the URL of your site, a list of any URLs from which you intend to link to our Web site, and a list of the URL(s) on our site to which you would like to link. Allow 2-3 weeks for a response. Approved organizations may hyperlink to our Web site as follows: By use of our corporate name; or By use of the uniform resource locator (Web address) being linked to; or By use of any other description of our Web site or material being linked to that makes sense within the context and format of content on the linking party's site. No use of Evo Security's logo or other artwork will be allowed for linking absent a trademark license agreement.


Iframes

Without prior approval and express written permission, you may not create frames around our Web pages or use other techniques that alter in any way the visual presentation or appearance of our Web site.


Reservation of Rights

We reserve the right at any time and in its sole discretion to request that you remove all links or any particular link to our Web site. You agree to immediately remove all links to our Web site upon such request. We also reserve the right to amend these terms and conditions and its linking policy at any time. By continuing to link to our Web site, you agree to be bound to and abide by these linking terms and conditions.


Removal of links from our website

If you find any link on our Web site or any linked web site objectionable for any reason, you may contact us about this. We will consider requests to remove links but will have no obligation to do so or to respond directly to you.Whilst we endeavour to ensure that the information on this website is correct, we do not warrant its completeness or accuracy; nor do we commit to ensuring that the website remains available or that the material on the website is kept up to date.


Content Liability

We shall have no responsibility or liability for any content appearing on your Web site. You agree to indemnify and defend us against all claims arising out of or based upon your Website. No link(s) may appear on any page on your Web site or within any context containing content or materials that may be interpreted as libelous, obscene or criminal, or which infringes, otherwise violates, or advocates the infringement or other violation of, any third party rights.


Disclaimer

To the maximum extent permitted by applicable law, we exclude all representations, warranties and conditions relating to our website and the use of this website (including, without limitation, any warranties implied by law in respect of satisfactory quality, fitness for purpose and/or the use of reasonable care and skill). Nothing in this disclaimer will: limit or exclude our or your liability for death or personal injury resulting from negligence; limit or exclude our or your liability for fraud or fraudulent misrepresentation; limit any of our or your liabilities in any way that is not permitted under applicable law; or exclude any of our or your liabilities that may not be excluded under applicable law. The limitations and exclusions of liability set out in this Section and elsewhere in this disclaimer: (a) are subject to the preceding paragraph; and (b) govern all liabilities arising under the disclaimer or in relation to the subject matter of this disclaimer, including liabilities arising in contract, in tort (including negligence) and for breach of statutory duty. To the extent that the website and the information and services on the website are provided free of charge, we will not be liable for any loss or damage of any nature.


Credit & Contact Information

This Terms and conditions page was created at termsandconditionstemplate.com generator. If you have any queries regarding any of our terms, please contact us.




End User License Agreement (EULA)

These terms and conditions outline the rules and regulations for using any of Evo Security's products available for a free trial accessible through our website.

This End User License Agreement (“EULA”) is entered into by and between Evo Security Technologies, Inc., (“Evo”, “we”, “us” or “our”) and you, the person accepting, or the organization or entity that has authorized you to accept this EULA for its benefit, for use and access to our proprietary software (as defied in further detail below, the “Software”) through an authorized managed services provider (MSP), or managed security services provider (MSSP)(collectively the “Service Provider”). This EULA governs your access to and use of the Software, as a web-based hosted service made available by the Service Provider. This EULA includes the agreement (the “Transaction”) between you and an authorized Evo Service Provider that identifies the Software licensed to you as part of a web-based hosted service by Service Provider, and any Evo documentation expressly referenced herein, and constitutes the entire contract between you and Evo with respect to the subject matter of this EULA, and supersedes all prior agreements and understandings between you and us, whether written or oral. If any provision of the Transaction directly conflicts with, or expressly supersedes, any term within the main body of this EULA, then the provisions of this EULA shall govern your use of the Software. BY ACCESSING OR USING THE SOFTWARE, YOU CONFIRM THAT (1) YOU HAVE READ THIS EULA, (2) YOU AND ANY ORGANIZATION OR ENTITY ON WHOSE BEHALF YOU ARE ENTERING IN TO THIS EULA AND/OR USING THE SOFTWARE, ACCEPT THE TERMS OF THIS EULA, 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 EULA ON BEHALF OF SUCH ORGANIZATION OR ENTITY.



1. License Grant

Subject to the terms and conditions of this EULA, Evo grants to you a worldwide, nonexclusive, non-transferable, non-sublicensable license to (i) to run the applications made available to you by Service Provider hereunder (together with all content therein, and all applications, programs, license keys, patches, updates, or upgrades provided by us from time to time, and any improvements, 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, is collectively the “Software”) during the period of time set forth in the Transaction (unless terminated earlier in accordance with this EULA) (“Term”); and (ii) to access and use the Software solely in support of the foregoing license grant. “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 an entity, whether through the ownership of voting securities, by contract, or otherwise. We reserve all rights not expressly granted herein and, except as expressly granted in this Section 1, no right or license is granted hereunder, express or implied or by way of estoppel, to any technology or intellectual property rights. As between the parties, we retain all right, title, and interest in and to the Software, and all copies and derivative works thereof, which rights include, but are not limited to, patent, copyright, trademark, trade secret, and all other intellectual property rights. End User License Agreement – Version 06.2020



2. Restrictions on Use

You shall not directly or indirectly, nor authorize any person or entity to: (i) sell, rent, lease, distribute, redistribute or transfer the Software or any rights in any of the Software, or use the Software in a hosted or managed services environment except as hosted by us; (ii) reverse engineer, decompile, disassemble, re-engineer, except and only to the extent that such activity is expressly permitted by applicable law notwithstanding this limitation, or otherwise create or attempt to create or permit, allow, or assist others to create or derive the source code of the Software, or its structural framework; (iii) modify or create derivative works of the Software; (iv) use the Software in whole or in part for any purpose except as expressly provided under this EULA; (vi) remove any proprietary notice, labels, or marks on or in Software; or (vii) disable or circumvent any access control or related device, process or procedure established with respect to the Software (viii) disclose the results of any benchmark tests or other tests connected with the Product to any third party without the prior written consent of Evo. You may not use the Software for illegal or unlawful or malicious activities. While using the Software, you may not directly or indirectly, nor authorize any person or entity to: (a) access or use (or attempt to access or use) the account of another user without permission, or the login information of another user; (b) “frame” or “mirror” any portion of the Software; (c) use any robot, spider, site search/retrieval application or other manual or automatic device or process to retrieve, index, “data mine” or in any way reproduce or circumvent the navigational structure or presentation of the Software; or (d) probe, scan or test the vulnerability of the Software, nor breach the security or authentication measures on the Software, or take any action that imposes an unreasonable or disproportionately large load on the infrastructure of the Software, such as a denial of service attack. You are responsible for use of the Software by you and your Affiliates and your respective users, and for all their compliance with this EULA, and any breach of this EULA by any Affiliate or user shall be deemed to have been a breach by you.

3. Termination

The termination of the EULA shall coincide with the applicable Term as outlined in the Transaction. A party may terminate this EULA if the other party materially breaches any term or condition of this EULA and does not cure such breach within thirty (30) days after receipt of notice of such breach. Either party may terminate this EULA 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. Termination or expiration of this EULA shall immediately terminate the Term and the license granted in Section 1. Immediately upon any termination or expiration of this EULA, 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 EULA, each party shall return or destroy the Confidential Information of the other party that is the possession or control of such party. End User License Agreement – Version 06.2020 - Any terms of this EULA 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 EULA: 4, 5, 6, 7, and 8.



4. Confidentiality


a. Definition
“Confidential Information” means all non-public information that either party provides to the other party hereunder and reasonably considers to be of a confidential, proprietary or trade secret nature. Our Confidential Information includes but is not limited to: (i) the Software and (ii) all technology, information, data and know-how, whether in tangible or intangible form, whether designated as confidential or not, and whether or not stored, compiled or memorialized physically, electronically, graphically, photographically, or in writing. Confidential Information does not include any information which the receiving party can demonstrate by evidence: (a) is, as of the time of its disclosure, or thereafter becomes, part of the public domain through no fault of the receiving party; (b) was rightfully known to the receiving party without obligation of confidentiality to the disclosing party prior to the time of its disclosure, as evidenced by its records kept in the ordinary course of its business; (c) is uploaded in connection with your use of the Software to us for analysis; or (d) is, subsequent to disclosure hereunder, rightfully Service Provider EULA – Version 06.2020 learned from a third party not under a confidentiality obligation to the disclosing party with respect to such Confidential Information, as evidenced by its records kept in the ordinary course of its business.



b. Obligations

Each party shall: (a) not use the Confidential Information of the other party for any purpose except in performance of its rights and obligations hereunder; (b) disclose Confidential Information of the other party only to the employees and agents of such party who need to know the Confidential Information in support of the performance of this EULA by the receiving party, provided that such individuals have previously agreed, either as a condition to employment or in order to obtain the Confidential Information, to be bound by terms and conditions no less restrictive than those of this Section 6; and (c) treat all Confidential Information of the other party with the same degree of care as such party accords its own Confidential Information of a similar nature, but in no case less than reasonable care. This Section shall survive for five (5) years from expiration or termination of the Term. c. Authorized Disclosure. 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, or government authority, provide prompt notice and assistance to the disclosing party prior to such disclosure so that End User License Agreement – Version 06.2020 the disclosing party may seek a protective order or other appropriate remedy to protect against or limit disclosure.



d. Your Information

You acknowledge that the Software may collect information about your systems and applications in connection with the support of the Software including, without limitation, usersnames, filepath, MAC Addresses, network information, hardware type, model number, operating system, versions, locale, system telemetry, device ID, IP address, location, information about third party products, and other configurations, settings and artifacts including metadata, and you hereby consent that such information may be transferred to and processed in the USA for purposes of performance of this EULA by Evo. 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.



5. Warranties; Disclaimer, Acknowledgements


a. Limited Warranty

We warrant that, under normal use for a period of 60 days following the first date of delivery to you, the Software will operate substantially as described in our published documentation and user manual accompanying such delivery (“Documentation”). If the Software fails to meet the foregoing warranty (“Warranty”) during the foregoing warranty period, then we will use commercially reasonable efforts to correct the nonconformity. The Warranty does not apply (i) to the extent the Software is subjected to misuse, negligence or accident, or is used in an environment or a manner or purpose for which it was not designed as specified in the Documentation, or other than permitted herein, (ii) for claims resulting from the acts or omission or the installation, modification, alteration or repair of the Software by a person or entity other than by us or our authorized agents, or (iii) any other cause or circumstance outside of our control. We further warrant that we have the right to enter into this EULA and that we have used commercially reasonable efforts to prevent the Software, when delivered to you, from containing any malicious code or virus. If we cannot correct the Software as described in this Section, your sole and exclusive remedy, and our sole liability, for breach of Warranty shall be a refund of the fees paid by you to an authorized Service Provider for the nonconforming Software during the period of non-compliance. Disclaimer. EXCEPT AS WARRANTED IN SECTION 6.1, ALL SOFTWARE, DELIVERABLES, AND INFORMATION PROVIDED OR MADE AVAILABLE BY US TO YOU HEREUNDER (“Items”) ARE PROVIDED “AS IS” AND WITHOUT ANY WARRANTY WHATSOEVER, AND WE EXCLUDE AND DISCLAIM ALL OTHER WARRANTIES OF ANY KIND WHATSOEVER RELATING TO THE ITEMS, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE ITEMS WILL BE ERROR-FREE, COMPLETELY SECURE, OR BE PROVIDED (OR BE AVAILABLE)



b. End User License Agreement – Version 06.2020

WITHOUT INTERRUPTION. WE MAKE NO WARRANTIES OR REPRESENTATIONS REGARDING ACCURACY OF INFORMATIONAL CONTENT OR SYSTEM INTEGRATION, OR THE APPROPRIATENESS OF THE SOFTWARE FOR ANY PARTICULAR SYSTEM. THE SOFTWARE IS NOT FAULT-TOLERANT AND ARE NOT DESIGNED OR INTENDED FOR USE IN ANY HAZARDOUS ENVIRONMENT REQUIRING FAIL-SAFE PERFORMANCE OR OPERATION. THE SOFTWARE IS NOT FOR USE IN THE OPERATION OF AIRCRAFT NAVIGATION, NUCLEAR FACILITIES, OR COMMUNICATION SYSTEMS, WEAPONS SYSTEMS, DIRECT OR INDIRECT LIFE-SUPPORT SYSTEMS, AIR TRAFFIC CONTROL, OR ANY APPLICATION OR INSTALLATION WHERE FAILURE COULD RESULT IN DEATH, SEVERE PHYSICAL INJURY OR PROPERTY DAMAGE. SOME JURISDICTIONS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU, BUT THIS SECTION SHALL BE ENFORCEABLE TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW.



c. Your Obligations, Acknowledgments and Warranties

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 EULA and to install the Software on any machine, equipment, device, network or system where the Software is installed.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.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 the Computer Fraud and Abuse Act, 18 U.S.C. § 1030 et seq., the Electronic Communications Privacy Act, 18 U.S.C. § 2701 et seq., and all other applicable international, federal, state and local laws, rules and regulations that relate to, regulate, or impact the subject matter of the Software.



6. Indemnification.


a. By Evo

We will defend, indemnify and hold harmless you and your officers, directors, employees and agents (“Indemnified Party” or “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 U.S. copyrights or patents of such third party; provided End User License Agreement – Version 06.2020 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 6 (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, or terminate this EULA in whole or with respect to the affected Software and provide you with a credit equal to the price paid for the affected Software. THIS SECTION STATES OUR SOLE OBLIGATION AND LIABILITY, AND YOUR SOLE AND EXCLUSIVE REMEDY, REGARDING CLAIMS OF INFRINGEMENT.



b. Exclusions

Evo will have no liability or responsibility to indemnify the Indemnified Parties under Section 6(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 Files); (ii) any modification of the Software by a party other than Evo or our authorized agents; (iii) the combination, operation or use of the Software with non-Evo 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.



c. By You

You will defend, indemnify and hold harmless Evo, its Affiliates, and its and their officers, directors, employees and agents (“Evo Indemnitees”) from and against any claims, actions, suits and proceedings brought against any Evo Indemnitee arising from or related to (a) Files; and/or (b) use of the Software delivered hereunder, except to the extent such claim is covered by the indemnification obligation of Evo in Section 6(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 Evo Indemnitees from any and all liability.



7. Limitations of Liability and Damages Cap

TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, IN NO EVENT SHALL WE BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY LOSS OR DAMAGE FOR LOST PROFITS OR REVENUES OR LOST DATA OR SIMILAR ECONOMIC LOSS, REGARDLESS OF HOW SUCH LOSSES OR DAMAGES ARE CHARACTERIZED, OR FOR ANY CONSEQUENTIAL, SPECIAL, INCIDENTAL, INDIRECT OR PUNITIVE DAMAGES, WHETHER IN CONTRACT, TORT OR OTHERWISE, ARISING OUT OF OR IN CONNECTION WITH THIS EULA, EVEN IF WE HAVE BEEN ADVISED OF SUCH CLAIM. TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, IN NO EVENT WILL OUR TOTAL, AGGREGATE LIABILITY ARISING FROM OR RELATED TO THIS EULA (INCLUDING FOR NEGLIGENCE, STRICT LIABILITY, BREACH End User License Agreement – Version 06.2020 OF CONTRACT, WARRANTY, AND OTHER CONTRACT OR TORT CLAIMS) EXCEED THE AMOUNT OF DIRECT DAMAGES ACTUALLY INCURRED BY YOU UP TO THE AMOUNT OF FEES PAID BY YOU TO AN AUTHORIZED MSSP HEREUNDER DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE CAUSE OF ACTION OR CLAIM. This Section shall not limit damages caused by our fraud, misrepresentation or gross negligence, or to amounts payable by us to a third party pursuant to our indemnification obligation in Section 6(a). The foregoing limitations will apply even if the above stated remedy fails its essential purpose.



8. Additional Terms


a. Compliance With Laws

The Software is provided solely for lawful purposes and use. We make no representation that the Software is appropriate for use in any given country of use. You are solely responsible for, and agree to comply with, all applicable laws, statutes, ordinances, and other governmental authority, however designated, with respect to the use of and access to the Software, including without limitation United States government laws, regulations, orders or other restrictions regarding export from the United States and re-export from other jurisdictions of software, technical data and information or derivatives of such software, or technical data and information. You acknowledge that none of the Software or underlying information or technology may be downloaded, or otherwise exported or re-exported into (or to a national or resident of), or used in any countries or by any individual subject to U.S. any trade embargo or exclusion, including without limitation Iran, Cuba, Syria, North Korea and Sudan. You warrant that you will not, directly or indirectly, without obtaining prior authorization from the competent government authorities as required by those laws and regulations: (1) sell, export, re-export, transfer, divert, or disclose or provide Software or Documentation to any prohibited person, entity, or destination; or (2) use the Software or Documentation for any use prohibited by the laws or regulations of the United States or your country of residence or location. You will reasonably cooperate with us, and will provide us promptly upon request with any certificates or documents, in each case as are reasonably requested to obtain approvals, consents, licenses and/or permits required for any payment or any export or import of Software or Documentation under this EULA. Nothing in this EULA shall preclude us from cooperating in any legal proceeding or government inquiry. Evo reserves the right at any time to request a certificate signed by your authorized representative confirming your compliance with the requirements of this Section 9.1. You acknowledge and agree that you are solely responsible for complying with any local import rules and regulations relating to your performance of this EULA, including obtaining any approvals and licenses that may be required.



b. Governing Law

This EULA shall be governed in all respects by the laws of the State of Texas without regard to conflicts of law rules or principles that would dictate a different governing law. This EULA shall not be governed by the United Nations Convention on Contracts for the International Sale of Goods. End User License Agreement – Version 06.2020



c. Arbitration

Unless resolved amicably between the parties, any and all disputes, controversies, or differences which may arise between the parties, out of or in relation to or in connection with this EULA, or the breach thereof, shall be solely and finally settled by binding arbitration pursuant to the then-current rules of JAMS. Such arbitration shall be held in Dallas County, Texas USA. The arbitration shall be conducted by a single arbitrator, who shall be knowledgeable in the subject matter hereof. The parties shall agree upon the selection of the arbitrator, but if the parties cannot agree on such selection within ten (10) days following the submittal of a demand for arbitration by a party, then the arbitrator shall be selected by JAMS. The arbitrator will provide a written explanation to the parties of any arbitration award. Any decision rendered by the arbitrator shall be binding, final and conclusive upon the parties, and a judgment thereon may be entered in, and enforced by, any court having jurisdiction over the party against which an award is entered or the location of the assets of such party, and the parties hereby irrevocably waive any objection to the jurisdiction of such courts based on any ground, including without limitation, improper venue or forum non conveniens. The parties and the arbitrator shall be bound to maintain the confidentiality of this EULA, the dispute and any award, except to the extent necessary to enforce any such award. Notwithstanding each party agreeing to arbitrate, you acknowledge that your material breach of this EULA may cause us irreparable harm for which there may be no adequate remedy at law, and that under such circumstances, we shall be entitled to equitable relief by injunction or otherwise in any court having jurisdiction, without the obligation of posting any bond or surety. d. Severability; Amendment. If any provision of this EULA is held to be illegal or unenforceable for any reason, then such provision shall be deemed to be restated so as to be enforceable to the maximum extent permissible under law; the remainder of this EULA shall remain in full force and effect. Amendments or changes to this EULA must be in writing and be executed by both parties to be effective. You acknowledge that you have not relied upon any written or oral representations of Evo in entering into this EULA other than the representations, if any, expressly set forth in this EULA. e. Personal Data and Privacy Policy. The privacy policy of Evo (the “Privacy Policy”) (a copy of which is available at www.evosecurity.com/privacy-policy) applies to all personal data transmitted by the Software or otherwise provided by you to Evo in connection with this EULA. You hereby accept the Privacy Policy, including any modified versions of the Privacy Policy that Evo may publish from time to time on its website (www.evosecurity.com) or otherwise provide to you. With respect to personal data originating in the European Economic Area (“EEA”), prior to making any such personal data available to Evo, directly or through the operation of the Software, you shall obtain consent from all persons, whether employees of you, your customers, or other third parties, whose personal data may be transmitted by End User License Agreement – Version 06.2020 the Software, to the transfer of such personal data to the USA or Service Provider EULA – Version 06.2020 other countries in accordance with the Privacy Policy, and to the processing of such information for the purposes described in the Privacy Policy and/or this EULA, or otherwise ensure the admissibility of such transfer and processing. You also shall obtain all authorizations and give all notices to data protection authorities within the EEA that are required by applicable law prior to the transfer of such personal data to Evo. For purposes of personal data originating in the EEA, the terms “personal data” and “processing” shall have the meanings set forth in the Data Protection Directive 1995 (Directive 95/46/EC). With respect to personal data originating in any other jurisdiction, you shall obtain all consents, or otherwise ensure the admissibility of such transfer and processing, and take all other actions required under applicable laws to make the transfer and processing of such personal data as contemplated in the Privacy Policy and/or this EULA fully consistent with the requirements of all applicable laws of the jurisdiction where such personal data originated. f. Assignment. You may not assign or otherwise transfer this EULA, or its rights or duties hereunder, in whole or in part, by operation of law or otherwise, without our prior written consent. Any assignment or transfer without the consent of Evo will be null and void and of no force or effect. We may assign this EULA or its rights or duties hereunder, in whole or in part, by operation of law or otherwise, upon a sale of all or substantially all of our business or assets to which this EULA pertains, or transfer this EULA to an affiliate or subsidiary. Subject to the forgoing, this EULA shall be binding upon and inure to the benefit of the parties’ successors and permitted assigns. g. General. The parties are independent contractors for all purposes under this EULA. Neither party shall be liable for any delay or failure due to force majeure and other causes beyond its reasonable control; provided that the foregoing shall not apply to your payment obligations. The parties do not intend that any term of this EULA be enforceable by any third party. Any waiver or failure to enforce any provision of this EULA will not be deemed a waiver of any other provision or of such provision on any other occasion. Any notices or consents under this EULA to either party must be in writing and delivered or sent by digital email, or by nationally recognized overnight express courier.