EULA
REDKEY USB LTD - SOFTWARE END USER LICENCE AGREEMENT (“EULA”)
PLEASE READ THIS LICENCE AGREEMENT CAREFULLY BEFORE CONTINUING. IF YOU DO NOT ACCEPT THE TERMS OF THIS LICENCE, YOU MUST NOT INSTALL OR USE OUR SOFTWARE.
This End User Licence Agreement (“EULA”) is a legal agreement between you, the Licensee and Redkey USB Ltd a company registered in England and Wales under number 11257207 whose registered office is at 128 City Road London United Kingdom EC1V 2NX, the Licensor (“US” “Our” “We”).
This EULA covers the Redkey USB computer software including the data and associated media supplied (including the Installation media namely the USB stick) and the associated printed and electronic documentation. This EULA grants a licence to use the Software and the Documentation only. The Licensor does not sell or assign the Software or the Documentation to you.
Consumers are directed to PART A of this EULA only the terms of which apply to consumers only. See Clauses 1 – 21.
Business users are directed to PART B of this EULA only the terms of which apply to business users only. See Clauses 22-45.
PART A FOR CONSUMERS
Whilst you are required to read and agree the whole Licence Agreement and all of it is applicable to you and your use of the Software your attention is particularly drawn to Clause 13.19 and Clause 13.20 regarding what the Software does and 11 Limitation of Liability and Clause 12 Disclaimers. Kindly acquaint yourself with the provisions of this Licence Agreement before proceeding.
After installation, this EULA is available from Our website at https://redkeyUSB.com/ It is recommended that you print or save a copy of this EULA for future reference.
1. DEFINITIONS AND INTERPRETATION
In this EULA, unless the context otherwise requires, the following expressions have the following meanings:
“Authorised User” means an individual authorised by You to use the Software;
“Installation Media” means the original USB drive on which the Software is provided;
“Licence Fee” means the licence fee paid by the Licensee to Us;
“Warranty Period” means the duration of the limited warranty as defined in Clause 10; and
“you”, “your” means the Licensee.
2. SYSTEM REQUIREMENTS
The Software requires the following minimum hardware and software specification to install and operate correctly:
For Redkey USB Software
• An X86 or X64 PC with minimum 1Gb RAM.
• A suitable USB 2.0 port with USB boot capability.
• A suitable display adaptor.
• A suitable display, keyboard and mouse.
For Redkey USB Software (when operated in Remote Mode:)
• An X86 or X64 PC with minimum 4Gb RAM.
• A suitable USB 2.0 port with USB boot capability.
• A suitable display adaptor.
• A suitable display, keyboard and mouse.
For Redkey USB Updater Application:
• A Windows 7 (or above) X86 or X64 PC with minimum 1Gb RAM.
• A live, unhindered, direct internet connection. (Download size Approx. 1GB)
• A suitable USB 2.0 port.
• A suitable display adaptor.
• A suitable display, keyboard and mouse.
3. ACCEPTING OR REJECTING THIS EULA
3.1 By clicking the “Accept” button, at the end, you indicate your acceptance of this EULA and the terms and conditions set out herein, which will become binding on you and on Authorised Users upon your acceptance. At the same time, you will be asked to accept or decline consent to the application of our Privacy Policy which you can see at https://redkeyusb.com/privacy-policy and our Terms of Service which you can see at https://redkeyusb.com/terms-of-use
3.2 By clicking the “Decline” button, at the end, you indicate your rejection of this EULA and the terms and conditions set out herein. If you do not accept the terms and conditions of this EULA, you must not install or use the Software.
4. OWNERSHIP OF THE SOFTWARE AND DOCUMENTATION
4.1 The Software and the Documentation (excluding the Installation Media - USB stick) and all intellectual property rights therein (including, but not limited to, copyright) belong to the Licensor. This EULA does not grant to you (or sell to you) any rights of ownership in the Software or the Documentation. This EULA grants you a licence to use the Software and the Documentation in accordance with the terms and conditions of this EULA only.
4.2 The Licensor also retains ownership of any and all copies of the Software or the Documentation and all intellectual property rights therein, regardless of the form in which the copies may exist.
4.3 Without prejudice to the foregoing Clause 4.1 and Clause 4.2 you agree that you have no right to have access to the Software in source code form other than as expressly provided for in this Licence.
5. GRANT AND SCOPE OF LICENCE
5.1 In consideration of your acceptance of this EULA and agreement to its terms and conditions, the Licensor hereby grants to you a limited, non-exclusive, non-transferable licence to:
a) install and use the Software, in accordance with the terms and conditions of this EULA, for personal, non-commercial purposes only on one computer or device owned or otherwise controlled by you
b) with Our express written consent only but not otherwise on a network or multiple individual computers or devices for use by such number Authorised Users simultaneously;
c) use the Documentation in accordance with the terms and conditions of this EULA, for personal, non-commercial purposes only;
d) where the Software is licensed for installation and use on one computer or device, you may transfer the Software to another computer or device provided that the Software is not used on more than one computer or device simultaneously;
5.2 The licence granted hereunder also extends to any and all free updates, patches, fixes and similar that the Licensor may provide, as described in Clause 9, below.
6. LICENCE RESTRICTIONS
6.1 You may not make copies of the Software or Documentation or any part thereof.
6.2 You may not translate, reverse-engineer, decompile, disassemble, modify, or create derivative works based on the Software (or any part thereof) except as expressly permitted by law or this EULA. Sections 50B and 296A of the Copyright Designs and Patents Act 1988 permit such actions only where they are necessary to obtain information necessary to create an independent software program which can be operated with the Software or with another software program (“the permitted objective”). The information obtained from such actions must not be used for any other purpose.
6.3 The actions described in sub-Clause 6.2 will not be permitted if you:
a) already have readily available to you the information necessary to achieve the permitted objective;
b) do not confine the decompiling to such acts as are necessary to achieve the permitted objective;
c) supply the information obtained by the decompiling to any person to whom it is not necessary to supply it in order to achieve the permitted objective; or
d) use the information to create a software program which is substantially similar in its expression to the Software or to do any other act restricted by copyright.
6.4 You may not modify, adapt, alter, translate, or otherwise change the Software or Documentation or any part thereof or combine, incorporate in, or merge the Software with any other software, and without prejudice to the generality of the foregoing you may not:
6.4.1 disclose or communicate without our prior written consent to any third party to whom it is not strictly necessary to disclose or communicate with in order to achieve the Permitted Objective;
6.4.2 use to create any software that is substantially similar in expression to the Software;
6.4.3 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 or entity without our prior written consent;
6.4.4 use the Software via any communications network or by means of remote access;
6.5 You may not alter, delete, or otherwise obscure any notices of proprietary rights (including, but not limited to, copyright) or any product identification or restrictions on or in the Software or the Documentation. Any and all such notices must be included in full on all copies made of the Software or the Documentation, whether full or partial.
6.6 You may not make the Software available over a network or by any other method of remote access except when operating in remote mode.
6.7 You must keep all authorised copies of the Software (if any) secure and maintain accurate and up-to-date records of the number and locations of all such copies, and
6.8 You must include our copyright notice on all entire and partial copies of the Software in any form;
7. TRANSFER
The Software and Documentation (including the USB stick) are licensed only to you, the Licensee. You may not rent, lease, sub-licence, sell, assign, pledge, transfer, or otherwise dispose of the Software or Documentation, on a temporary or permanent basis, without the prior written consent of the Licensor.
8. LICENSEE’S UNDERTAKINGS
You hereby undertake and agree that:
8.1 you will use the Software only in accordance with the bounds of the terms and conditions of this EULA; and
8.2 you will comply with all applicable laws, rules, and regulations governing technology control and export.
9. SOFTWARE UPDATES
The Licensor may, from time to time, issue free updates, patches, fixes and similar for the Software. The Software shall continue to match the description of it that was provided to you before purchasing. We may require to you to effect the update. (See also Clause 13.11)
10. LIMITED WARRANTY
10.1 The Licensor warrants that the Software will, when used on a computer or device which meets the system requirements set out above in Clause 2, materially conform with the Documentation and that the Documentation will correctly describe the Software and its functions in all material respects for a period of 2 years from the date of purchase (the “Warranty Period”).
10.2 The Licensor warrants that the USB stick on which the Software is stored and distributed is (at the time it is supplied) free from defects in design material and workmanship under normal use;
10.3 If you become aware of a defect or fault in the Software which results in the Software failing to perform substantially as described in the Documentation and inform the Licensor in writing within the Warranty Period, the Licensor shall, at its sole option:
a) repair the Software; or
b) replace the Software.
10.4 The remedies available to you under sub-Clause 10.3, above, may be dependent upon your supplying sufficient information to the Licensor that the Licensor may reasonably require in order to diagnose, reproduce, and remedy the defect or fault.
10.5 The Licensor warrants that the Installation Media will be free from defects under normal use during the Warranty Period.
10.6 If the Installation Media is defective or develops a defect or fault and you inform the Licensor in writing within the Warranty Period, the Licensor shall, at its sole option:
a) repair the Installation Media or replace the Installation Media
b) The warranty granted by this Clause 10 shall not apply to the extent that any defect or fault in the Software results from your unauthorised alteration or modification of the Software or from your use of the Software in breach of the terms and conditions of this EULA or any defect or fault in the Installation Media results from your incorrect use of it or from wilful, negligent, or accidental damage caused by you.
10.7 The Licensor does not warrant that the Software or the Documentation will meet your particular requirements. It is your responsibility to ensure that the Software as described in the Documentation (and the Documentation itself, where appropriate) meets your requirements.
10.8 The warranty granted by this Clause 10 is in addition to your legal rights as a consumer where the Software is faulty or not as described. For further information about your rights as a consumer, please contact your local Citizens Advice Bureau or Trading Standards Office.
11. LIMITATION OF LIABILITY
11.1 The Software and Documentation are provided for personal, non-commercial use by you, the Licensee.
11.2 If the Licensor fails to comply with the terms and conditions of this EULA or fails to use reasonable care and skill, it will be responsible for loss or damage suffered by you that is a foreseeable result. Loss or damage is “foreseeable” if it is either obvious that it will occur or you and the Licensor knew that it might occur at the time this EULA was made.
11.3 The Licensor will be liable for damage to any computer, device, or digital content belonging to you that is caused by defective digital content supplied to you by the Licensor (for example, free updates, patches, fixes and similar as described above in Clause 9). In the event of such damage, the Licensor will either repair the damage or pay you compensation.
11.4 The Licensor shall not be liable to you for any damage described in sub-Clause 11.3, above, if that damage could have been avoided by you following the Licensor’s advice to apply a free update, patch, fix or similar, or where such damage is caused by your failure to correctly follow the installation instructions for the Software or to meet the system requirements set out above in Clause 2.
11.5 The Licensor shall not be liable to you for any business losses including:
a) loss of profits;
b) loss of sales or business;
c) loss of revenue;
d) loss of agreements or contracts;
e) loss of anticipated savings;
f) loss of use or corruption of software or data;
g) business interruption; or
h) loss of business opportunity, reputation, or goodwill.
11.6 The Licensor shall not be liable:
where the defect or fault is attributable to from you having altered or modified the Software; where you have used the Software in breach of the terms of this Licence; where you use the Software in any unusual configuration or on non-compatible equipment, PC or devices; if you fail to backup any data you wish to keep or if you fail to prepare any recovery or replacement operating system or firmware before you perform a data wipe using the Software; if you fail to record any passwords, security keys, 2 factor authentication login’s or cloud related codes before using the Software;
11.7 The Licensor is not liable to you if you use the Software by mistake or if you change your mind.
11.8 Nothing in this Clause 11 shall exclude or limit the Licensor’s liability for death or personal injury resulting from the Licensor’s negligence or that of its employees, agents, or sub-contractors; for fraud or fraudulent misrepresentation; or for any other form of liability which cannot be limited or excluded under English law.
12. DISCLAIMERS
You acknowledge and agree that:
12.1 in some modes the Software will cause the emission of flashing/strobing images that could cause photosensitive epilepsy;
12.2 the Software is supplied on a USB stick that can itself or through any detachable parts pose a choking threat to babies and small children or others (including pets). You are solely responsible to take suitable precautions to avoid this happening.
12.3 the Software may under certain configurations execute and operate automatically without the opportunity to intervene;
12.4 your media and audio may be uploaded to the device for use as part of a screensaver function and if so, you agree to comply with our acceptable use policy on our Terms of Service at https://redkeyusb.com/terms-of-service and in particular not to breach our copyright or use our Software for or as part of any illegal, fraudulent, unlawful purposes or involving any pornographic purposes;
12.5 any use by us of third-party trademarks or links to third party software is for reference and we do not thereby endorse it.
12.6 you are aware of what the Software does and does not do as explained in this licence Agreement and without prejudice to the generality of that in Clause 13.
13. FURTHER AGREEMENTS
In addition, and without prejudice to the whole Licence Agreement you agree and acknowledge:
13.1 that this is a non-transferable restricted use licence;
13.2 that in order to use the Software you have paid for (purchased) the Software and accepted this Licence Agreement by clicking on the acceptance box at the end;
13.3 that this Licence Agreement and the Warranties do not apply to anyone other than you and cannot be relied on by such person;
13.4 that you are a consumer and not a business and that the Software is for your personal use and not business use and acknowledge that we shall rely on this agreement;
13.5 that where it appears to us appropriate do so we may refer you to such authorities as we deem appropriate without notice to you if we consider there is any unlawful activity and you agree to us doing that and you waive any right to data privacy in such event;
13.6 that the Software is not intended for use with and is not compatible with some enterprise or specialist server & data centre equipment including disc arrays and network equipment. In the event of misuse of our Software in the wrong equipment you agree that we are not liable for any loss or damage and if in doubt you agree to consult us before such use;
13.7 you agree to manually enable enhanced system logging and provide secure screenshots taken from within the Software if requested by our technical support team. You agree to supply such information on request unedited and unmodified. You agree that you will not attempt to conceal interfere with or edit these files in any way. You agree that you will not use a VPN proxy or other method to obscure your IP address when transmitting information.
13.8 you agree that the information/data logging contemplated in clause 13.7 that will be collected by us will record system environment information such as (but not limited to) motherboard, RAM and Disc information and other user identifiable data and you waive any objection including data privacy under the UK GDPR;
13.9 you agree that any data disclosure reports generated by the Software will always contain our company logo in order to be considered genuine and valid or else they will be invalid;
13.10 you agree that you won’t power off any PC device or machine currently running our software in an “unfrozen” state or in process of being wiped. You agree that you are responsible to and will ensure power is connected throughout the process without interruption. You acknowledge and agree that if power is interrupted or the Software forced to close that this will be recorded to the device PC or machine and that this invalidates all warranties.
13.11 you agree to download our free update app on a suitable PC or device and activate and update the Software online using a direct connection at least one time before use. You confirm that you are in physical possession of the PC or device and that this information may be used in the event of a dispute. You further agree that in the process you will not use a VPN, proxy or any other method to obscure your IP address;
13.12 you agree that once your PC or device is activated you will not make repeated attempts and that if you do then your PC or device will become suspended and you will need to apply for a new activation code;
13.13 you agree that if you do make multiple attempts to activate your PC or device with a replacement activation code that your key may become permanently blocked. In such case you will be required to return the USB stick to us for servicing. This will be at your cost.
13.14 you understand that the activation code is sent out in the product’s packaging. You agree that you will not attempt to by-pass the security systems, enter an incorrect code or attempt to re-use the unique code on any other PC or device;
13.15 in the event that you no longer have your PC or device in your possession for any reason you understand that we may block its access to our systems until it’s whereabouts can be ascertained. We may require you to establish proof of ownership to our satisfaction;
13.16 you agree to keep the USB stick safe and to prevent unauthorised use. You understand you do not own it and that it is licensed to you. You agree not to leave the USB stick running the Software unattended;
13.17 you agree that if the USB stick is damaged, we will temporarily block access to our systems until the damage can be ascertained and repaired where possible. You agree to return the USB stick to us at your cost including the cost of the repair;
13.18 you understand and agree that the USB stick is part of the purchase and that when activating and updating your PC or device we will collect information such as IP address, product serial number, and that your activity is visible to us when using the update system and that we collect information regarding your use in our update system as part of our fraud protection policy. Any personal data we hold is held in accordance with our Privacy Policy at https://redkeyusb.com/privacy-policy Save for this, we confirm that the Software is not capable of reading, interpreting or transmitting your private data on your system;
13.19 you understand that the purpose of the Software is as an automated computerised data erasure and destruction tool. You acknowledge that there have been multiple notifications of what the Software does. We are not liable if you use the Software by mistake or change your mind.
13.20 the Software is not bespoke but for wide use. Therefore, you agree that before purchase and use you are responsible to ensure that your equipment is suitable for the Software and that it’s functions and facilities as set out in the Documents meets your requirements.
14. TECHNICAL
[Deletion of data as described below is to 99.99966% + or - ]
14.1 With PC’s by default the Software permanently destroys all data including any Operating System, recovery partition, and/or any other non-user addressable area such as a host protected area, remapped sector, device configuration, overlay or firmware, software, files, values, or any other value that may be critical to the normal operation of the device. It may not be possible to restore normal functionality to a device and you should seek specialist assistance.
14.2 With mobile devices by default the Software permanently destroys all user data which could include the operating system, recovery partition, or any other non-user addressable area including firmware, software, files, values or any other value that may be critical to the normal operation of the device. It may not be possible to restore normal functionality to a device and you should seek specialist assistance.
14.3 Ability to wipe mobile devices
With the Redkey Ultimate Edition you are permitted to wipe up to one mobile device at one time connected through a local system. You are not permitted to wipe more than one mobile device at any one time.
14.4 Remote Computers
You are permitted to wipe up to one remote PC at any one time connected through your local computer connected through a suitable network connection. You have to supply the necessary compatible auxiliary equipment to facilitate this feature. You are not permitted to wipe more than one remote PC at one time and must take all steps required to ensure the Software cannot used beyond your Local Area Network.
15. CHANGES TO THIS EULA
15.1 The Licensor reserves the right to amend the terms and conditions of this EULA at any time on written notice to you. You will be notified of such changes by email (or text or similar.)
15.2 By continuing to use the Software and Documentation following receipt and service of notice of such changes as described above, you shall be deemed to have accepted the changes to this EULA.
15.3 If you do not accept the changes to this EULA, you must immediately stop all actions permitted under this EULA including, but not limited to, using the Software and Documentation.
16. TERM AND TERMINATION OF THIS EULA
16.1 This EULA is effective until terminated. You may terminate it at any time by fully uninstalling, deleting, or otherwise removing the Software from any and all computers or devices in your possession or control and deleting or destroying all copies of the Software and Documentation in your possession or control.
16.2 The Licensor reserves the right to terminate this EULA immediately on written notice to you in the event that you commit a material or persistent breach of this EULA and (if the breach is capable of remedy) fail to remedy the breach within 14 calendar days after the service of a written notice from the Licensor requiring you to do so.
16.3 In the event that this EULA is terminated for any reason:
a) All rights granted to you by this EULA shall discontinue;
b) You must immediately stop all actions permitted under this EULA including, but not limited to, using the Software and Documentation;
c) You must immediately and fully uninstall, delete, or otherwise remove the Software from any and all computers or devices in your possession; and
d) You must immediately delete, destroy, or return to the Licensor (at the Licensor’s option) all copies of the Software and Documentation in your possession or control and, where the Licensor requires the deletion or destruction of such copies, you must certify to the Licensor that you have done so.
17. PRIVACY AND DATA PROTECTION
17.1 All personal data that the Licensor may use will be collected, processed, and held in accordance with the provisions of UK data protection legislation and your rights thereunder.
17.2 For complete details of the Licensor’s collection, processing, storage, and retention of personal data including, but not limited to, the purpose(s) for which personal data is used, the legal basis or bases for using it, personal data sharing (where applicable), details of your rights and how to exercise those rights please refer to the Licensor’s Privacy Notice at https://redkeyUSB.com/policies/privacy-policy
18. NOTICES
18.1 All notices under this EULA shall be in writing.
18.2 All notices sent to you by the Licensor will be sent by email or to the address provided by you when you register the USB stick/Software.
18.3 If you wish to contact the Licensor or are required to contact the Licensor by a provision in this EULA, please contact the Licensor by email at contact@redkeyUSB.com or via our contact page at https://redkeyUSB.com/contact The Licensor will always confirm receipt in writing (includes email.)
19. ASSIGNMENT
19.1 The Licensor may transfer its rights and obligations under this EULA to another party at any time. If this occurs, the Licensor will inform you of the transfer in writing. Your rights as the Licensee under this EULA will not be affected by such a transfer.
19.2 This EULA and the licence granted to you under it are personal to you. Except where expressly permitted under this EULA, you may not transfer your rights and obligations under this EULA to another party without the Licensor’s prior written consent.
20. OTHER IMPORTANT TERMS
20.1 This EULA is between you and the Licensor. It is not intended to benefit any other person or third party in any way and no such person or party will be entitled to enforce any provision of this EULA.
20.2 In the event that one or more of the provisions of this EULA is or are found to be unlawful, invalid, or otherwise unenforceable, that or those provision(s) shall be deemed severed from the remainder of this EULA. The remainder of this EULA shall be valid and enforceable.
20.3 No failure or delay by the Licensor in exercising any of its rights under this EULA means that the Licensor has waived that right, and no waiver by the Licensor of a breach of any provision of this EULA means that the Licensor will waive a subsequent breach of the same or any other provision.
21. LAW AND JURISDICTION
21.1 This EULA (including any non-contractual matters and obligations arising therefrom or associated therewith) shall be governed by, and construed in accordance with, English law.
Any dispute, controversy, proceedings or claim between the Parties relating to this EULA (including any non-contractual matters and obligations arising therefrom or associated therewith) shall fall exclusively within the jurisdiction of the courts of England save where you are a UK citizen when it will be England, Wales Scotland, or Northern Ireland, as determined by your residency
PART B FOR BUSINESS USERS
Whilst you are required to read and agree the whole Licence Agreement and all of it is applicable to you and your use of the Software your attention is particularly drawn to Clause 34.19 and Clause 34.20 regarding what the Software does and 32 Limitation of Liability and especially Clause 32.3 and Clause 33 Disclaimers. Kindly acquaint yourself with the provisions of this Licence Agreement before proceeding.
22. DEFINITIONS AND INTERPRETATION
In this EULA, unless the context otherwise requires, the following expressions have the following meanings:
“Authorised User” means an individual authorised by you to use the Software;
“Documentation” means the printed and/or electronic documentation which accompanies the Software;
“Installation Media” means the original USB drive on which the Software is provided;
“Licence Fee” means the licence fee paid by the Licensee to Us;
“Software” means the Redkey USB Ltd Version 4 software;
“Warranty Period” means the duration of the limited warranty as defined in Clause31; and
“you”, “your” means the Licensee.
23. SYSTEM REQUIREMENTS
For Redkey Software
• An X86 or X64 PC with minimum 1Gb RAM.
• A suitable USB 2.0 port with USB boot capability.
• A suitable display adaptor.
• A suitable display, keyboard and mouse.
For Redkey USB Software (when operated in Remote Mode:)
• An X86 or X64 PC with minimum 4Gb RAM.
• A suitable USB 2.0 port with USB boot capability.
• A suitable display adaptor.
• A suitable display, keyboard and mouse.
For Redkey USB Updater Application:
• A Windows 7 (or above) X86 or X64 PC with minimum 1Gb RAM.
• A live, unhindered, direct internet connection. (Download size Approx. 1GB)
• A suitable USB 2.0 port.
• A suitable display adaptor.
• A suitable display, keyboard and mouse
24. ACCEPTING OR REJECTING THIS EULA
24.1 By clicking the “Accept” button, at the end, you indicate your acceptance of this EULA and the terms and conditions set out herein, which will become binding on you and on Authorised Users upon your acceptance. At the same time, you will be asked to accept or decline consent to the application of our Privacy Policy which you can see at https://redkeyusb.com/privacy-policy and our Terms of Service which you can see at https://redkeyusb.com/terms-of-use
24.2 By clicking the “Decline” button, at the end, you indicate your rejection of this EULA and the terms and conditions set out herein. If you do not accept the terms and conditions of this EULA, you must not install or use the Software.
25. OWNERSHIP OF THE SOFTWARE AND DOCUMENTATION
25.1 The Software and the Documentation (excluding the Installation Media) and all intellectual property rights therein (including, but not limited to, copyright) belong to the Licensor. This EULA does not grant to you (or sell to you) any rights of ownership in the Software or the Documentation. This EULA grants you a licence to use the Software and the Documentation in accordance with the terms and conditions of this EULA only.
25.2 The Licensor also retains ownership of any and all copies of the Software or the Documentation and all intellectual property rights therein, regardless of the form in which the copies may exist.
25.3 Without prejudice to the foregoing Clause 25.1 and Clause 25.2 you agree that you have no right to have access to the Software in source code form other than as expressly provided for in this Licence.
26. GRANT AND SCOPE OF LICENCE
26.1 In consideration of your acceptance of this EULA and agreement to its terms and conditions, the Licensor hereby grants to you a limited, non-exclusive, non-transferable licence to:
a) install and use the Software, in accordance with the terms and conditions of this EULA, for personal, non-commercial purposes only on one computer or device owned or otherwise controlled by you
b) with Our express written consent only but not otherwise on a network or multiple individual computers or devices for use by such number Authorised Users simultaneously;
c) use the Documentation in accordance with the terms and conditions of this EULA, for business purposes only;
d) where the Software is licensed for installation and use on one computer or device, you may transfer the Software to another computer or device provided that the Software is not used on more than one computer or device simultaneously;
26.2 The licence granted hereunder also extends to any and all free updates, patches, fixes and similar that the Licensor may provide, as described in Clause 30, below
27. LICENCE RESTRICTIONS
27.1 You may not make copies of the Software or Documentation or any part thereof.
27.2 You may not translate, reverse-engineer, decompile, disassemble, modify, or create derivative works based on the Software (or any part thereof) except as expressly permitted by law or this EULA. Sections 50B and 296A of the Copyright Designs and Patents Act 1988 permit such actions only where they are necessary to obtain information necessary to create an independent software program which can be operated with the Software or with another software program (“the permitted objective”). The information obtained from such actions must not be used for any other purpose.
27.3 The actions described in sub-Clause 27.2 will not be permitted if you:
a) already have readily available to you the information necessary to achieve the permitted objective;
b) do not confine the decompiling to such acts as are necessary to achieve the permitted objective;
c) supply the information obtained by the decompiling to any person to whom it is not necessary to supply it in order to achieve the permitted objective; or
d) use the information to create a software program which is substantially similar in its expression to the Software or to do any other act restricted by copyright.
27.4 You may not modify, adapt, alter, translate, or otherwise change the Software or Documentation or any part thereof or combine, incorporate in, or merge the Software with any other software, and without prejudice to the generality of the foregoing you may not:
27.4.1 disclose or communicate without our prior written consent to any third party to whom it is not strictly necessary to disclose or communicate with in order to achieve the Permitted Objective;
27.4.2 use to create any software that is substantially similar in expression to the Software;
27.4.3 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 or entity without our prior written consent;
27.4.4 use the Software via any communications network or by means of remote access;
27.5 You may not alter, delete, or otherwise obscure any notices of proprietary rights (including, but not limited to, copyright) or any product identification or restrictions on or in the Software or the Documentation. Any and all such notices must be included in full on all copies made of the Software or the Documentation, whether full or partial.
27.6 You may not make the Software available over a network or by any other method of remote access except when operating in remote mode.
27.7 You must keep all authorised copies of the Software (if any) secure and maintain accurate and up-to-date records of the number and locations of all such copies, and
27.8 You must include our copyright notice on all entire and partial copies of the Software in any form;
28. TRANSFER
The Software and Documentation (including the Installation Media) are licensed only to you, the Licensee. You may not rent, lease, sub-licence, sell, assign, pledge, transfer, or otherwise dispose of the Software or Documentation, on a temporary or permanent basis, without the prior written consent of the Licensor.
29. LICENSEE’S UNDERTAKINGS
You hereby undertake and agree that:
29.1 you will use the Software only in accordance with the bounds of the terms and conditions of this EULA; and
29.2 you will comply with all applicable laws, rules, and regulations governing technology control and export.
30. SOFTWARE UPDATES
The Licensor may, from time to time, issue free updates, patches, fixes and similar for the Software. The Software shall continue to match the description of it that was provided to you before purchasing. We may require to you to effect the update. (See also Clause 34.11)
31. LIMITED WARRANTY
31.1 The Licensor warrants that the Software will, when used on a computer or device which meets the system requirements set out above in Clause 2, materially conform with the Documentation and that the Documentation will correctly describe the Software and its functions in all material respects for a period of 2 years from the date of purchase (the “Warranty Period”).
31.2 The Licensor warrants that the USB stick on which the Software is stored and distributed is (at the time it is supplied) free from defects in design material and workmanship under normal use;
31.3 If you become aware of a defect or fault in the Software which results in the Software failing to perform substantially as described in the Documentation and inform the Licensor in writing within the Warranty Period, the Licensor shall, at its sole option:
a) repair the Software; or
b) replace the Software.
31.4 The remedies available to you under sub-Clause 31.3, above, may be dependent upon your supplying sufficient information to the Licensor that the Licensor may reasonably require in order to diagnose, reproduce, and remedy the defect or fault.
31.5 The Licensor warrants that the Installation Media will be free from defects under normal use during the Warranty Period.
31.6 The warranty granted by this Clause 31 shall not apply to the extent that:
a) any defect or fault in the Software results from your unauthorised alteration or modification of the Software or from your use of the Software in breach of the terms and conditions of this EULA; or
b) any defect or fault in the Installation Media results from your incorrect use of it or from wilful, negligent, or accidental damage caused by you.
31.7 The Licensor does not warrant that the Software or the Documentation will meet your particular requirements. It is your responsibility to ensure that the Software as described in the Documentation (and the Documentation itself, where appropriate) meets your requirements.
32. LIMITATION OF LIABILITY
32.1 The Software and Documentation are provided for internal business use by you, the Licensee.
32.2 The Licensor shall not be liable to you, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, arising out of or in connection with this EULA for:
a) loss of profits;
b) loss of sales or business;
c) loss of revenue;
d) loss of agreements or contracts;
e) loss of anticipated savings;
f) loss of use or corruption of software or data;
g) business interruption;
h) loss of business opportunity, reputation, or goodwill; or
i) special, indirect, or consequential loss, damage, charges, or expenses.
32.3 Subject to sub-Clause 32.2, above (losses for which the Licensor is not liable), and sub-Clause 32.4, below (liability which is not excluded or limited), the Licensor’s maximum aggregate liability, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, arising out of or in connection with this EULA shall be limited to a sum equal to the Licence Fee.
32.4 Nothing in this Clause 32 shall exclude or limit the Licensor’s liability for death or personal injury resulting from the Licensor’s negligence; for fraud or fraudulent misrepresentation; or for any other form of liability which cannot be limited or excluded under English law.
32.5 The Licensor shall not be liable to you for any damage to any computer, device, or digital content belonging to you that is caused by defective digital content supplied to you by the Licensor, above, if that damage could have been avoided by you following the Licensor’s advice to apply a free update, patch, fix or similar, or where such damage is caused by your failure to correctly follow the installation instructions for the Software or to meet the system requirements set out above in Clause 23;
32.6 The Licensor shall not be liable:
where the defect or fault is attributable to from you having altered or modified the Software; where you have used the Software in breach of the terms of this Licence; where you use the Software in any unusual configuration or on non-compatible equipment, PC or devices; if you fail to backup any data you wish to keep or if you fail to prepare any recovery or replacement operating system or firmware before you perform a data wipe using the Software; if you fail to record any passwords, security keys, 2 factor authentication login’s or cloud related codes before using the Software;
32.7 The Licensor is not liable to you if you use the Software by mistake or if you change your mind.
33. NO OTHER WARRANTIES OR LIABILITY
33.1 This EULA sets out the full extent of the Licensor’s liabilities and obligations with respect to the Software and Documentation. Except as expressly set out in this EULA, the Licensor is bound by no other conditions, warranties, representations, guarantees, or other terms, whether express or implied.
33.2 To the fullest extent permitted by law, any warranties, representations, guarantees, or other terms which may be implied or otherwise incorporated into this EULA whether by statute, common law, or otherwise, are hereby excluded.
33.3 In particular, the Licensor does not warrant that the Software or the Documentation will meet your particular requirements or that the operation of the Software will be uninterrupted or error-free (subject to the limited warranty in Clause 10). It is your responsibility to ensure that the Software as described in the Documentation (and the Documentation itself, where appropriate) meets your requirements.
34. FURTHER AGREEMENTS
In addition, and without prejudice to the whole Licence Agreement you agree and acknowledge:
34.1 that this is a non-transferable restricted use licence;
34.2 that in order to use the Software you have paid for (purchased) the Software and accepted this Licence Agreement by clicking on the acceptance box at the end;
34.3 that this Licence Agreement and the Warranties do not apply to anyone other than you and cannot be relied on by such person;
34.4 that you are a business and not a consumer and that the Software is for your business use and not personal use and acknowledge that we shall rely on this agreement;
34.5 that where it appears to us appropriate do so we may refer you to such authorities as we deem appropriate without notice to you if we consider there is any unlawful activity and you agree to us doing that and you waive any right to data privacy in such event;
34.6 that the Software is not intended for use with and is not compatible with some enterprise or specialist server & data centre equipment including disc arrays and network equipment. In the event of misuse of our Software in the wrong equipment you agree that we are not liable for any loss or damage and if in doubt you agree to consult us before such use;
34.7 you agree to manually enable enhanced system logging and provide secure screenshots taken from within the Software if requested by our technical support team. You agree to supply such information on request unedited and unmodified. You agree that you will not attempt to conceal interfere with or edit these files in any way. You agree that you will not use a VPN proxy or other method to obscure your IP address when transmitting information.
34.8 you agree that the information/data logging contemplated in clause 13.7 that will be collected by us will record system environment information such as (but not limited to) motherboard, RAM and Disc information and other user identifiable data and you waive any objection including data privacy under the UK GDPR;
34.9 you agree that any data disclosure reports generated by the Software will always contain our company logo in order to be considered genuine and valid or else they will be invalid;
34.10 you agree that you won’t power off any PC device or machine currently running our software in an “unfrozen” state or in process of being wiped. You agree that you are responsible to and will ensure power is connected throughout the process without interruption. You acknowledge and agree that if power is interrupted or the Software forced to close that this will be recorded to the device PC or machine and that this invalidates all warranties.
34.11 you agree to download our free update app on a suitable PC or device and activate and update the Software online using a direct connection at least one time before use. You confirm that you are in physical possession of the PC or device and that this information may be used in the event of a dispute. You further agree that in the process you will not use a VPN, proxy or any other method to obscure your IP address;
34.12 you agree that once your PC or device is activated you will not make repeated attempts and that if you do then your PC or device will become suspended and you will need to apply for a new activation code;
34.13 you agree that if you do make multiple attempts to activate your PC or device with a replacement activation code that your key may become permanently blocked. In such case you will be required to return the USB stick to us for servicing. This will be at your cost.
34.14 you understand that the activation code is sent out in the product’s packaging. You agree that you will not attempt to by-pass the security systems, enter an incorrect code or attempt to re-use the unique code on any other PC or device;
34.15 in the event that you no longer have your PC or device in your possession for any reason you understand that we may block its access to our systems until it’s whereabouts can be ascertained. We may require you to establish proof of ownership to our satisfaction;
34.16 you agree to keep the Installation Media (USB stick) safe and to prevent unauthorised use. You understand you do not own it and that it is licensed to you. You agree not to leave the USB stick running the Software unattended;
34.17 you agree that if the USB stick is damaged, we will temporarily block access to our systems until the damage can be ascertained and repaired where possible. You agree to return the USB stick to us at your cost including the cost of the repair;
34.18 you understand and agree that the Installation Media (USB stick) is part of the purchase and that when activating and updating your PC or device we will collect information such as IP address, product serial number, and that your activity is visible to us when using the update system and that we collect information regarding your use in our update system as part of our fraud protection policy. Any personal data we hold is held in accordance with our Privacy Policy at https://redkeyusb.com/privacy-policy Save for this we confirm that the Software is not capable of reading, interpreting or transmitting your private data on your system;
34.19 you understand that the purpose of the Software is as an automated computerised data erasure and destruction tool. You acknowledge that there have been multiple notifications of what the Software does. We are not liable if you use the Software by mistake or change your mind.
34.20 The Software is not bespoke but for wide use. Therefore, you agree that before purchase and use you are responsible to ensure that your equipment is suitable for the Software and that it’s functions and facilities as set out in the Documents meets your requirements.
35. TECHNICAL
[Deletion of data as described below is to 99.99966% + or - ]
35.1 With PC’s by default the Software permanently destroys all data including any Operating System, recovery partition, and/or any other non-user addressable area such as a host protected area, remapped sector, device configuration, overlay or firmware, software, files, values, or any other value that may be critical to the normal operation of the device. It may not be possible to restore normal functionality to a device and you should seek specialist assistance.
35.2 With mobile devices by default the Software permanently destroys all user data which could include the operating system, recovery partition, or any other non-user addressable area including firmware, software, files, values or any other value that may be critical to the normal operation of the device. It may not be possible to restore normal functionality to a device and you should seek specialist assistance.
35.3 ABILITY TO WIPE MOBILE DEVICES
With the Redkey Ultimate Edition you are permitted to wipe up to one mobile device at one time connected through a local system. You are not permitted to wipe more than one mobile device at any one time.
35.4 REMOTE COMPUTERS
You are permitted to wipe up to one remote PC at any one time connected through your local computer connected through a suitable network connection. You have to supply the necessary compatible auxiliary equipment to facilitate this feature. You are not permitted to wipe more than one remote PC at one time and must take all steps required to ensure the Software cannot used beyond your Local Area Network.
36. CHANGES TO THIS EULA
36.1 The Licensor reserves the right to amend the terms and conditions of this EULA at any time on written notice to you. You will be notified of such changes by email, text or similar.
36.2 By continuing to use the Software and Documentation following receipt and service of notice of such changes as described above, you shall be deemed to have accepted the changes to this EULA.
36.3 If you do not accept the changes to this EULA, you must immediately stop all actions permitted under this EULA including, but not limited to, using the Software and Documentation.
37. TERM AND TERMINATION OF THIS EULA
37.1 This EULA is effective until terminated. You may terminate it at any time by fully uninstalling, deleting, or otherwise removing the Software from any and all computers or devices in your possession or control and deleting or destroying all copies of the Software and Documentation in your possession or control.
37.2 The Licensor reserves the right to terminate this EULA immediately on written notice to you in the event that you commit a material or persistent breach of this EULA and (if the breach is capable of remedy) fail to remedy the breach within 14 calendar days after the service of a written notice from the Licensor requiring you to do so.
37.3 In the event that this EULA is terminated for any reason:
a) All rights granted to you by this EULA shall discontinue;
b) You must immediately stop all actions permitted under this EULA including, but not limited to, using the Software and Documentation;
c) You must immediately and fully uninstall, delete, or otherwise remove the Software from any and all computers or devices in your possession; and
37.4 You must immediately delete, destroy, or return to the Licensor (at the Licensor’s option) all copies of the Software and Documentation in your possession or control and, where the Licensor requires the deletion or destruction of such copies, you must certify to the Licensor that you have done so.
38. PRIVACY AND DATA PROTECTION
38.1 All personal data that the Licensor may use will be collected, processed, and held in accordance with the provisions of UK data protection legislation and your rights thereunder.
38.2 For complete details of the Licensor’s collection, processing, storage, and retention of personal data including, but not limited to, the purpose(s) for which personal data is used, the legal basis or bases for using it, personal data sharing (where applicable), details of your rights and how to exercise those rights please refer to the Licensor’s Privacy Notice at https://redkeyUSB.com/policies/privacy-policy
39. NOTICES
39.1 All notices under this EULA shall be in writing.
39.2 All notices sent to you by the Licensor will be sent by email or to the address provided by you when you register the USB stick/Software.
39.3 If you wish to contact the Licensor or are required to contact the Licensor by a provision in this EULA, please contact the Licensor by email at contact@redkeyUSB.com or via our contact page at https://redkeyUSB.com/contact The Licensor will always confirm receipt in writing (includes email.)
40. ASSIGNMENT
40.1 The Licensor may transfer its rights and obligations under this EULA to another party at any time. If this occurs, the Licensor will inform you of the transfer in writing. Your rights as the Licensee under this EULA will not be affected by such a transfer.
40.2 This EULA and the licence granted to you under it are personal to you. Except where expressly permitted under this EULA, you may not transfer your rights and obligations under this EULA to another party without the Licensor’s prior written consent.
41. OTHER IMPORTANT TERMS
41.1 This EULA is between you and the Licensor. It is not intended to benefit any other person or third party in any way and no such person or party will be entitled to enforce any provision of this EULA.
41.2 In the event that one or more of the provisions of this EULA is or are found to be unlawful, invalid, or otherwise unenforceable, that or those provision(s) shall be deemed severed from the remainder of this EULA. The remainder of this EULA shall be valid and enforceable.
41.3 No failure or delay by the Licensor in exercising any of its rights under this EULA means that the Licensor has waived that right, and no waiver by the Licensor of a breach of any provision of this EULA means that the Licensor will waive a subsequent breach of the same or any other provision.
42. NO WAIVER
No failure or delay by either party to this EULA in exercising any of its rights under this EULA shall be deemed to be a waiver of that right, and no waiver by either party to this EULA of a breach of any provision of this EULA shall be deemed to be a waiver of any subsequent breach of the same or any other provision.
43. ENTIRE AGREEMENT
43.1 This EULA and any other document specifically referred to herein contains the entire agreement between the Licensor and Licensee with respect to its subject matter.
43.2 This EULA supersedes and extinguishes any and all previous agreements, representations, warranties, promises, assurances, and understandings between the Licensor and Licensee relating to its subject matter.
44. SEVERANCE
In the event that one or more of the provisions of this EULA is or are found to be unlawful, invalid, or otherwise unenforceable, that or those provision(s) shall be deemed severed from the remainder of this EULA. The remainder of this EULA shall be valid and enforceable.
45. LAW AND JURISDICTION
45.1 This EULA (including any non-contractual matters and obligations arising therefrom or associated therewith) shall be governed by, and construed in accordance with, the laws of England and Wales.
Any dispute, controversy, proceedings or claim between the Parties relating to this EULA (including any non-contractual matters and obligations arising therefrom or associated therewith) shall fall within the jurisdiction of the courts of England and Wales.