End-User License Agreement and Site Terms
This End-User License Agreement and Site Terms ("EULA") is a legal agreement between you (an individual or single entity referred to herein as "you" or "End-User") and Make the Web Better, LLC ("MTWB," "we" or "us") governing your use of the Software Product (as that term is defined below) and the website located at www.searchguardplus.com ("Site").
Make the Web Better, LLC is a United States-based limited liability company, and all MTWB operations are based in the United States. This EULA shall be governed generally by the laws of the United States, and specifically by the laws of the State of New York, without regard to New York State's conflict of laws principles. The parties expressly disclaim the application of the United Nations Convention on Contracts for the International Sale of Goods, any European Union laws, rules and regulations and any state Uniform Computer Information Transactions Act, or similar foreign, federal, provincial or state laws or regulations.
For purposes of this EULA, the term "Software Product" (as further defined below) means the software applications, files, associated media, printed materials and/or electronic documentation that may be used in connection with the software and/or applications described herein that is/are made available at the Site, or via other online venues including, but not limited to, social networking websites ("Social Networking Sites"). If you download the Software Product, you will be downloading software on your computer that: (a) may establish the Fast Browser Search engine ("Fast Browser Search") as your default search provider: (b) may incorporate our Fast Browser Search Toolbar search box on each new web page that is spawned when you open a new tab using your Internet browser; (c) will: (i) inform you if another application is attempting to override the Fast Browser Search Toolbar settings (including, but not limited to, Fast Browser Search); (ii) check periodically, for any prior overriding of the Fast Browser Search Toolbar, Fast Browser Search and/or other associated computer settings ("Override Check"); (iii) override attempts to replace the Fast Browser Search Toolbar search box as the default search box that appears on new web pages that are spawned when you open a new tab using your Internet browser; and (iv) facilitate searches undertaken via Fast Browser Search by providing suggestions for correcting potentially misspelled, erroneous, inadequate or otherwise defective search queries (collectively, "Search Guard Plus"); and/or (d) enables MTWB to provide updates to your Fast Browser Search Toolbar, Search Guard Plus and/or other associated computer settings and to run Override Checks ("Search Guard Plus Updater").
Please be advised, that uninstalling Search Guard Plus does not automatically uninstall the Search Guard Plus Updater. Search Guard Plus and the Search Guard Plus Updater must be uninstalled utilizing separate procedures.
Please be advised that the Fast Browser Search Toolbar is a separate software application made available by MTWB that must be installed and uninstalled utilizing separate procedures. You do not need to download Search Guard Plus in order to install the Fast Browser Search Toolbar.
Please be advised that where you use Internet Explorer 8 as your Internet browser, Search Guard Plus and/or Search Guard Plus Updater shall prevent third-party programs from changing the status of Fast Browser Search as your default search provider to that of another search provider.
You must be thirteen (13) years old or older to access the Site and/or install or use the Software Product. If you are not yet thirteen (13) years old, you may not access the Site and/or install the Software Product. If you are at least thirteen (13) years old but not yet eighteen (18) years of age, please have your parent(s) or legal guardian(s) review this EULA with you, discuss any questions that you might have and give you their permission to access the Site and/or install and use the Software Product. If you are a parent or a guardian, you are responsible for exercising supervision over your children's online activities. If you do not agree to the terms of this EULA, do not let your child install or use the Software Product. If you are the parent or guardian of a child under the age of thirteen (13) and you believe that your child is using the Software product without your authorization, please Contact Us.
READ THE FOLLOWING TERMS AND CONDITIONS CAREFULLY BEFORE PROCEEDING WITH ACCESSING THE SITE AND/OR DOWNLOADING OR INSTALLING THE SOFTWARE PRODUCT. YOU ARE NOT PERMITTED TO ACCESS THE SITE, AND/OR DOWNLOAD OR INSTALL THE SOFTWARE PRODUCT, UNTIL YOU HAVE AGREED TO BE BOUND BY ALL OF THE TERMS AND CONDITIONS OF THIS EULA. BY SELECTING THE "GET STARTED" OPTION AND THEN DOWNLOADING THE SOFTWARE PRODUCT, YOU CONSENT TO BE BOUND BY AND AGREE TO THE TERMS AND CONDITIONS OF THIS EULA. IF YOU DO NOT AGREE WITH ALL OF THE TERMS AND CONDITIONS OF THIS EULA, YOU MAY NOT ACCESS THE SITE, OR DOWNLOAD THE SOFTWARE PRODUCT, AND YOU SHOULD NOT PROCEED TO CLICK THE "GET STARTED" BUTTON.
1. The Software Product
The subject of the license contained herein is Search Guard Plus, Search Guard Plus Updater and any related updates provided to End-User by MTWB, including computer software (collectively, the "Software Product").
(a) Not Adware/Spyware
"Adware" and "Spyware" are terms used to describe certain kinds of software applications. Adware is a software program that specifically monitors a person's Internet surfing activity and disrupts it by displaying contextual pop-up advertising. Spyware is a software program that secretly tracks personally identifiable information, which it then saves or sends to third parties. Spyware may attach itself to a person's computer without his or her knowledge or consent. The Software Product does not engage in any of these activities and is not Adware or Spyware. The Software Product does not collect any personal information about you (such as your name, email address, etc.). Further, it does not: (i) collect or "screen-scrape" any search queries or information that you provide to any other websites; (ii) serve pop-ups when you are on other websites; or (iii) collect or report back to MTWB (or anyone else) any data regarding your computer keystrokes or other data unrelated to the services that the Software Product provides.
MTWB believes in providing End-Users with clear, concise and complete disclosure before End-Users download and install the Software Product, including a description of the primary functions of the Software Product.
The Software Product requires End-User consent prior to installation. MTWB does not believe that End-Users should be deceived into downloading or installing the Software Product and MTWB condemns deceptive software installation practices. Please be advised that if both the Mozilla Firefox and Internet Explorer Internet browsers are installed on your computer, where you install the Software Product on that same computer while using either of those browsers, the Software Product will automatically be installed on the other browser as well such that at the end of the installation process, the Software Product will be installed on both browsers. To modify the display settings in connection with certain aspects of the Software Product, follow the instructions associated with your Internet browser.
Please be advised, that uninstalling Search Guard Plus does not automatically uninstall the Search Guard Plus Updater. Search Guard Plus and the Search Guard Plus Updater must be uninstalled utilizing separate procedures. Search Guard Plus and the Search Guard Plus Updater can each be completely uninstalled in a straightforward manner and without requiring undue effort or skill, in most cases by using the traditional "add/remove" programs function on your computer. Please be advised that certain Internet browsers (such as Mozilla's Firefox) may treat Search Guard Plus and/or the Search Guard Plus Updater as "Add-ons" and, therefore, Search Guard Plus and/or the Search Guard Plus Updater may not appear as program(s) when you access the traditional "add/remove" programs function on your computer. In the event that your Internet browser treats Search Guard Plus and/or the Search Guard Plus Updater as an "Add-on," and you wish to uninstall same, you should follow the applicable browser instructions associated with removing "Add-ons." Please be advised that in some instances, you may be required to restart your Internet browser and/or computer before all remnants of Search Guard Plus and/or the Search Guard Plus Updater, as applicable, are completely uninstalled and removed from your computer.
After you have uninstalled Search Guard Plus and/or the Search Guard Plus Updater, as applicable, certain data such as folders, files, registry keys and cookies may remain on your computer. For more detailed instructions on how to uninstall Search Guard Plus and the Search Guard Plus Updater, please review instructions on the Site or contact Customer Service.
2. Software Product License Grant
Upon the terms and conditions contained herein, MTWB hereby grants to End-User, and End-User hereby accepts from MTWB, a non-exclusive, non-transferable and non-assignable license, for End-User's own personal, internal, end-use purposes only (excluding the commercialization of MTWB information technology and online products and/or services), to install and use the Software Product on one (1) or more computers where such computers are owned or leased by End-User.
3. Ownership and Intellectual Property Rights
The Software Product and Site are protected by United States Copyright Laws and international copyright treaties, as well as other intellectual property laws and treaties. The Software Product and Site are proprietary to MTWB (and/or its third party licensors, suppliers, resellers and partners). All right, title and interest in and to the Software Product and Site (including associated intellectual property rights) are and will remain vested in MTWB and/or its third party licensors, suppliers, resellers and partners. End-User acknowledges that no rights, license or interest in or to any trademarks or trade names of MTWB and/or its third party licensors, suppliers, resellers and partners are granted hereunder. To the extent that you submit any suggestions and/or feedback to us when using the Site, you acknowledge and agree that by doing so, you surrender any and all intellectual property rights to same, and that any and all such suggestion and/or feedback content may be used in any and all media, commercial or otherwise, by MTWB, without the need to obtain further authorization and without compensation to you.
4. License/Usage Restrictions
THE SOFTWARE PRODUCT THAT IS THE SUBJECT OF THIS EULA IS LICENSED TO END-USER, NOT SOLD. END-USER MAY NOT SUBLICENSE, ASSIGN, RESELL, SHARE, PLEDGE, RENT OR TRANSFER ANY OF ITS RIGHTS UNDER THIS EULA IN RELATION TO THE SOFTWARE PRODUCT OR ANY PORTION THEREOF. NO COPYING, REDISTRIBUTION, DISPLAYING, PERFORMING, REPRODUCING, LICENSING, TRANSFERRING OR PUBLICATION OF THE SOFTWARE PRODUCT IS PERMITTED WITHOUT THE EXPRESS PERMISSION OF MTWB, WHICH CONSENT SHALL BE GRANTED OR WITHHELD IN MTWB'S SOLE AND ABSOLUTE DISCRETION. ANY SUCH COPY THAT IS MADE IS SUBJECT TO THE PROVISIONS OF THIS EULA, AND ALL TITLES, TRADEMARKS, COPYRIGHT NOTICES AND OTHER LEGENDS SHALL BE REPRODUCED ON SUCH COPY.
END-USER MAY NOT USE OR COPY THE SOFTWARE PRODUCT AND/OR SITE, IN WHOLE OR IN PART, EXCEPT AS EXPRESSLY PROVIDED FOR IN THIS EULA. END-USER MAY NOT MODIFY, TRANSLATE, REVERSE ENGINEER, DECOMPILE, DISASSEMBLE OR CREATE DERIVATIVE WORKS OF THE SOFTWARE PRODUCT AND/OR SITE OR OTHERWISE ATTEMPT TO: (A) DEFEAT, AVOID, BY-PASS, REMOVE, DEACTIVATE OR OTHERWISE CIRCUMVENT ANY SOFTWARE PROTECTION MECHANISMS IN THE SOFTWARE PRODUCT INCLUDING, WITHOUT LIMITATION, ANY SUCH MECHANISM USED TO RESTRICT OR CONTROL THE FUNCTIONALITY OF THE SOFTWARE PRODUCT; OR (B) DERIVE THE SOURCE CODE OR THE UNDERLYING IDEAS, ALGORITHMS, STRUCTURE OR ORGANIZATION FORM OF THE SOFTWARE PRODUCT. END-USER WILL AT ALL TIMES, INCLUDING DURING AND AFTER THE TERM OF THIS LICENSE, KEEP THE SOFTWARE PRODUCT CONFIDENTIAL.
END-USER AGREES THAT THE SOFTWARE PRODUCT MAY NOT BE SHIPPED, TRANSFERRED OR EXPORTED INTO ANY OTHER COUNTRY, OR USED IN ANY MANNER PROHIBITED BY U.S. OR OTHER APPLICABLE EXPORT LAWS AND/OR REGULATIONS. END-USER AGREES TO COMPLY WITH ALL OTHER APPLICABLE LAWS AND REGULATIONS. MTWB RESERVES THE RIGHT TO MODIFY, AMEND OR CEASE TO OFFER ANY OF THE SERVICES ASSOCIATED WITH THE SOFTWARE PRODUCT WITH OR WITHOUT NOTICE TO END-USER.
END-USER AGREES TO INDEMNIFY AND HOLD MTWB, ITS LICENSORS RESELLERS, PARTNERS, THIRD PARTY SUPPLIERS AND THEIR RESPECTIVE MEMBERS, OFFICERS, DIRECTORS AND EMPLOYEES, HARMLESS FROM AND AGAINST ANY AND ALL CLAIMS, LIABILITIES, DAMAGES AND LOSSES, INCLUDING REASONABLE LEGAL FEES AND EXPENSES, DUE TO OR ARISING OUT OF END-USER'S USE OF THE SOFTWARE PRODUCT SITE OR BREACH OF THIS EULA. IN CONNECTION WITH THE LICENSE GRANTED HEREUNDER, END-USER AGREES THAT ONLY THE REGISTERED USER OF THE ACCOUNT MAY USE THE SOFTWARE PRODUCT.
You may use the Software Product and Site only for lawful purposes. The Software Product and Site are subject to, and you agree that you shall at all times comply with, all local, state, national, and international laws, statutes, rules, regulations and ordinances applicable to use of the Software Product and Site. You agree not to use the Software Product, Site and/or any other services provided by MTWB: (i) for any commercial purposes; or (ii) to conduct any business or activity, or solicit the performance of any activity, which is prohibited by law or any contractual provision by which you are bound.
5. Results from Use of Software Product
The Software Product may provide access to search results or links to other websites or resources. Because MTWB has no control over such third party websites and resources, you acknowledge and agree that MTWB is not responsible for the availability of such external websites or resources, and does not endorse and is not responsible or liable for any content, advertising, products or other materials on or available from such websites or resources. You further acknowledge and agree that MTWB shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any content, products and/or services available on or through any such website or resource.
You understand that all third-party provided content including, without limitation, all websites, products, services, data, links, articles, graphic or video messages and all information, text, software, music, sound, graphics or other material made available or accessible through the Software Product, or otherwise, is the sole responsibility of the applicable third party provider of such material. You understand and agree that by using the Software Product, you may be exposed to content that may be offensive, indecent or objectionable in your community. You agree to accept all risks associated with the use of any content generated in connection with your use of the Software Product, including any reliance on the accuracy or completeness of such content. Under no circumstances will MTWB be liable in any way for any content created by, or originating with, entities other than MTWB including, but not limited to, any errors or omissions in any such content, or for loss or damage of any kind incurred as a result of the transmission or posting of such content by means of the Software Product or otherwise.
Despite employing an assortment of security measures, the Software Product and Site are exposed to various security issues, and should be regarded as unsecured. By accepting this EULA you acknowledge and accept that the Software Product, Site and any other information that you download or offer to share by means of the Software Product, Site or otherwise, and any information residing on or accessible via your personal computer (collectively, "Personal Data"), may be exposed to unauthorized third party access, interception, corruption, damage or misuse, and should be regarded as insecure. You accept all responsibility for such security risks and any damage resulting therefrom, and acknowledge and agree that MTWB shall not be liable to you or any third party in any way for any unauthorized third party access or damage to, or interception, corruption or misuse of, your Personal Data, by and through the Software Product, Site or otherwise.
6. Term of License
This license shall be in effect from the time End-User accesses the Site and/or installs the Software Product, and shall remain in effect for so long as End-User accesses the Site and/or Software Product, unless this license is otherwise terminated. This license will terminate upon the conditions set forth in this EULA or if End-User fails to comply with any term or condition of this EULA. In addition, MTWB may terminate this EULA for any reason with or without notice to End-User. End-User agrees upon expiration or termination of this EULA to immediately un-install the Software Product and destroy all copies of the Software Product in its possession and/or under its control.
7. Notice to U.S. Government End-Users
The Software Product is a "commercial item" as that term is defined at 48 C.F.R. 2.101, consisting of "commercial computer software" and "commercial computer software documentation" as such terms are used in 48 C.F.R. 12.212. Consistent with 48 C.F.R. 12.212 and 48 C.F.R. 227.7202-1 through 227.7202-4, all U.S. Government End-Users acquire the Software Product with only those rights set forth therein.
8. Disclaimer of Warranty
THE SOFTWARE PRODUCT AND SITE ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT ANY WARRANTY OR CONDITION OF ANY KIND, EITHER EXPRESS OR IMPLIED. USE OF THE SOFTWARE PRODUCT AND/OR SITE IS AT END-USER'S OWN RISK. MTWB AND ITS LICENSORS, SUPPLIERS, PARTNERS AND RESELLERS DO NOT WARRANT THAT THE SOFTWARE PRODUCT AND SITE WILL MEET END-USER'S REQUIREMENTS OR THAT OPERATION OF THE SOFTWARE PRODUCT AND/OR SITE WILL BE UNINTERRRUPTED, ERROR FREE, SECURE, ACCURATE, COMPLETE OR CURRENT. WITHOUT LIMITATION, TO THE FULLEST EXTENT PERMISSIBLE BY LAW, THIS DISCLAIMER EXTENDS TO IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABLE QUALITY, FITNESS FOR A PARTICULAR PURPOSE, WARRANTIES ARISING BY STATUTE OR OTHERWISE IN LAW AND/OR FROM COURSE OF DEALING OR USAGE OF TRADE.
9. Limitation of Liability
MTWB'S AGGREGATE LIABILITY AND THAT OF ITS LICENSORS, RESELLERS, PARTNERS, AND THIRD PARTY SUPPLIERS UNDER OR IN CONNECTION WITH THIS EULA SHALL BE LIMITED TO DIRECT MONEY DAMAGES NOT TO EXCEED THE TOTAL OF ONE HUNDRED DOLLARS ($100.00). NOTWITHSTANDING ANYTHING CONTAINED HEREIN TO THE CONTRARY, IN NO EVENT SHALL MTWB, ITS LICENSORS, PARTNERS, RESELLERS AND/OR THIRD PARTY SUPPLIERS BE LIABLE UNDER ANY THEORY OF CONTRACT, TORT, STRICT LIABILITY OR OTHER LEGAL OR EQUITABLE THEORY OR OTHERWISE FOR ANY INDIRECT, CONSEQUENTIAL, SPECIAL OR INCIDENTAL DAMAGES, EVEN IF MTWB OR ANY OTHER APPLICABLE PARTY HAS BEEN ADVISED OF THE POSSIBILITY THEREOF INCLUDING, WITHOUT LIMITATION, LOST PROFITS, LOST BUSINESS REVENUE, OTHER ECONOMIC LOSS OR ANY LOSS OF DATA ARISING OUT OF, OR RELATED TO: (A) THE USE OF OR INABILITY TO USE THE SOFTWARE PRODUCT; (B) THE SITE; (C) ANY UNAUTHORIZED ACCESS OR DAMAGE TO, OR INTERCEPTION, CORRUPTION OR MISUSE OF, YOUR PERSONAL DATA; AND/OR (D) THE COST OF PROCURING SUBSTITUTE GOODS OR SERVICES.
10. General Provisions
(a) Survival. The limitations of liability and ownership rights of MTWB and its third party licensors, partners, resellers and suppliers contained herein and End-User's confidentiality obligations and other obligations following termination of this EULA shall survive the termination of this EULA for any reason.
(b) Amendment. End-User may not amend or modify this EULA without MTWB's express prior written consent.
(c) Severability. If any provision of this EULA is declared invalid by any court of competent jurisdiction, applicable statute or rule of law, then such provision shall be deemed automatically adjusted to the minimum extent necessary to conform to the requirements for validity as declared at such time and, as so adjusted, shall be deemed a provision of this EULA as though originally included herein. In the event that the provision invalidated is of such a nature that it cannot be so adjusted, the provision shall be deemed deleted from this EULA as though such provision had never been included herein.
(e) Governing Law. This EULA shall be governed by the laws of the State of New York, without regard to its conflict of laws principles. The parties expressly disclaim the application of the United Nations Convention on Contracts for the International Sale of Goods and any state Uniform Computer Information Transactions Act or similar federal, provincial or state laws or regulations.
(f) Arbitration. Any controversy or claim arising out of or relating to this EULA, the Software Product and/or the Site will be settled by binding arbitration in accordance with the then-current commercial arbitration rules of the American Arbitration Association. Any such controversy or claim must be arbitrated on an individual basis, and must not be consolidated in any arbitration with any claim or controversy of any other party. The arbitration must be conducted in New York, New York and judgment on the arbitration award may be entered into any court having jurisdiction thereof. Either you or MTWB may seek any interim or preliminary relief from a court of competent jurisdiction in New York, New York, as necessary to protect your rights or property or those of MTWB pending an outcome in arbitration.
(g) Class Action. To the extent permitted by law, you agree that you will not bring, join or participate in any class action lawsuit as to any claim, dispute or controversy that you may have against MTWB and/or its employees, officers, directors, members or assigns. You agree to the entry of injunctive relief to stop such a lawsuit or to remove you as a participant in the suit. You agree to pay the attorney's fees and court costs that MTWB incurs in seeking such relief. This Section 10(g) does not constitute a waiver of any of your rights and/or remedies to pursue a claim individually, and not via a class action, in binding arbitration as provided above. This agreement not to bring, join or participate in class action lawsuits is an independent agreement and shall survive the termination of this EULA.
(h) Headings. The section headings used herein are for convenience of reference only and do not form part of this EULA, and no construction or inference shall be derived therefrom.
(i) Benefit of the EULA. This EULA is binding upon and shall inure to the benefit of both parties and their respective successors, heirs, executors, administrators, personal representatives and permitted assigns.
(j) Licensors, Suppliers, Resellers and Partners. Each party agrees that MTWB's licensors, suppliers, resellers and partners are third party beneficiaries to this EULA with the right to rely on and enforce its terms to their full extent, notwithstanding that such entities are not parties to this EULA. The parties further agree not to take any action that may prevent or otherwise impair any such licensor's, supplier's, reseller's or partner's exercise of these rights.
(k) Contacting the Site. If you have any questions about this EULA, the Software Product or your dealings with the Site, please Contact Us.