END USER LICENSE AGREEMENT (EULA)

Effective Date: September 23, 2023

Last Updated: February 26, 2025

PLEASE READ THIS END USER LICENSE AGREEMENT CAREFULLY.

This End User License Agreement ("Agreement") is a legal contract between you ("User") and Procured LLC ("Company") regarding your use of the Company's software, platform, and related services (collectively, the "Software"). BY INSTALLING, ACCESSING, OR USING THE SOFTWARE, USER AGREES TO BE BOUND BY THE TERMS OF THIS AGREEMENT.

1. LICENSE GRANT

Company grants User a non-exclusive, non-transferable, revocable, limited license to use the Software strictly in accordance with this Agreement. User may not sublicense, sell, rent, lease, distribute, or otherwise transfer any rights to the Software.

2. ACCEPTABLE USE AND RESTRICTIONS

User agrees not to:

  • Modify, reverse-engineer, decompile, or disassemble the Software.
  • Use the Software for any unlawful, fraudulent, or unauthorized purposes.
  • Interfere with or disrupt the security, functionality, or availability of the Software.
  • Remove or alter any proprietary notices, trademarks, or labels from the Software.
  • Use the Software in a manner that violates any applicable laws, regulations, or third-party rights.

3. OWNERSHIP & INTELLECTUAL PROPERTY

The Software, including but not limited to its design, source code, trademarks, and content, is owned by Company and is protected under copyright, trademark, and other applicable laws. This Agreement does not grant User any ownership rights to the Software.

4. UPDATES, MODIFICATIONS, AND SERVICE AVAILABILITY

Company reserves the right to update, modify, suspend, or discontinue any aspect of the Software at any time without prior notice. User's continued use of the Software following updates constitutes acceptance of the changes. Company does not guarantee uninterrupted or error-free service.

5. PRIVACY & DATA COLLECTION

By using the Software, User acknowledges that Company may collect and use certain information as outlined in the Privacy Policy. Company will not sell or share User's personal data without consent except as required by law. By using the Software, User consents to the collection, processing, and storage of data in accordance with the Privacy Policy.

6. TERMINATION

This Agreement remains in effect until terminated. Company may terminate or suspend User's access to the Software immediately if User breaches any term of this Agreement. Upon termination, User must cease all use of the Software and delete all copies in possession.

7. DISCLAIMER OF WARRANTIES

THE SOFTWARE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. COMPANY DOES NOT GUARANTEE THAT THE SOFTWARE WILL BE ERROR-FREE, UNINTERRUPTED, OR MEET USER'S EXPECTATIONS.

8. LIMITATION OF LIABILITY

TO THE MAXIMUM EXTENT PERMITTED BY LAW, COMPANY SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES ARISING FROM OR RELATED TO USER'S USE OF THE SOFTWARE, EVEN IF COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

9. INDEMNIFICATION

User agrees to indemnify, defend, and hold harmless Company, its affiliates, officers, directors, employees, and agents from any claims, damages, liabilities, losses, or expenses arising out of or related to User's use of the Software, violation of this Agreement, or infringement of any third-party rights.

10. GOVERNING LAW AND DISPUTE RESOLUTION

This Agreement is governed by and construed in accordance with the laws of the State of New Jersey, without regard to its conflict of law principles. Any disputes arising under this Agreement shall be resolved through binding arbitration in New Jersey, except where prohibited by law.

11. CONTACT INFORMATION

For any questions regarding this Agreement, please contact:

Procured LLC

Email: [email protected]

BY USING THE SOFTWARE, USER ACKNOWLEDGES THAT THEY HAVE READ, UNDERSTOOD, AND AGREED TO THIS END USER LICENSE AGREEMENT.