End-User License Agreement For CounterCloud Software


Nuvolect’s End-User License Agreement (“EULA”) is a legal agreement between you (either an individual or a single entity) and Nuvolect LLC. for the CounterCloud Software identified above which may include associated software components, media, printed materials, and “online” or electronic documentation (“CounterCloud Software”). By installing, copying, or otherwise using the CounterCloud Software, you agree to be bound by the terms of this EULA. If you do not agree to the terms of this EULA, do not install or use the CounterCloud Software. The CounterCloud Software is protected by copyright laws and international copyright treaties, as well as other intellectual property laws and treaties. The CounterCloud SOFTWARE is licensed, not sold. This agreement was last changed on August 12, 2014.


The CounterCloud Software is licensed as follows:

Installation and Use
NUVOLECT grants you the right to install and use copies of the CounterCloud Software on your device running a validly licensed copy of the operating system for which the CounterCloud Software was designed.

Backup Copies
You may also make copies of the CounterCloud Software as may be necessary for backup and archival purposes.


Maintenance of Copyright Notices
You must not remove or alter any copyright notices on any and all copies of the CounterCloud Software.

You may not distribute registered copies of the CounterCloud Software to third parties, whether such distribution is for a fee or for free, except that you may distribute evaluation versions,  available for download from the NUVOLECT website. You may not charge for distribution of evaluation versions.

Prohibition on Reverse Engineering, Decompilation, and Disassembly
You may not reverse engineer, decompile, or disassemble the CounterCloud Software, except and only to the extent that such activity is expressly permitted by applicable law notwithstanding this limitation.

Support Services
NUVOLECT may provide you with support services related to the CounterCloud Software (“Support Services”). Any supplemental software code provided to you as part of the Support Services shall be considered part of the CounterCloud Software and subject to the terms and conditions of this EULA.

Compliance with Applicable Laws
You must comply with all applicable laws regarding use of the CounterCloud Software.


Without prejudice to any other rights, NUVOLECT may terminate this EULA if you fail to comply with the terms and conditions of this EULA. In such event, you must destroy all copies of the CounterCloud Software in your possession.


All title, including but not limited to copyrights, in and to the CounterCloud Software and any copies thereof are owned by NUVOLECT or its suppliers. All title and intellectual property rights in and to the content which may be accessed through use of the CounterCloud Software is the property of the respective content owner and may be protected by applicable copyright or other intellectual property laws and treaties. This EULA grants you no rights to use such content. All rights not expressly granted are reserved by NUVOLECT.


NUVOLECT, CounterCloud, and the CounterCloud Logo are trademarks of Nuvolect. You are not authorized to use those trademarks to assert or suggest any endorsement of your activities by Nuvolect LLC.


This section contains important limitations to your rights to recover damages from NUVOLECT in the event of a dispute. Certain sections are required by law to be made conspicuous. Those sections are presented in bold, italic type. Please read this section carefully.

Disclaimer of Warranties
NUVOLECT disclaims all warranties in the software. NUVOLECT expressly disclaims the warranty of merchantablity. NUVOLECT expressly disclaims the warranty of fitness for a particular purpose.

Limitation of Liability
You use the CounterCloud Software at your own risk. NUVOLECT will not be liable for damages arising from or related to your use of the CounterCloud Software, regardless of the form of action, whether in contract, tort, strict product liability or any other theory of damages, even if you have been advised of the possibility of such damages.

As the exclusive means of resolving any disputes arising out of or relating to this agreement, except those described below in the section “Intellectual Property Disputes,” you may submit any such dispute to arbitration administered by the American Arbitration Association under its commercial arbitration rules, and you consent to any such dispute being so submitted. Judgment on the award rendered in any such arbitration may be entered in any court having jurisdiction.

Injunctive Relief
As an alternative or supplement to arbitration, NUVOLECT, at its option, may obtain in any court of competent jurisdiction injunctive relief against conduct or threatened conduct for which no adequate remedy at law may be available or which may cause NUVOLECT irreparable harm. In seeking injunctive relief, NUVOLECT is not limited by the terms of this contract addressing forum selection.


The following clauses address miscellaneous issues that may arise during the existence of this contract.

Assignment of Rights and Delegation of Duties
You may not assign the rights granted to you by this Agreement or delegate the duties assigned to you by this Agreement without NUVOLECT’s prior written consent. In the event you attempt to assign your rights or delegate your duties, any purported assignment or delegation is void. NUVOLECT may assign the rights granted in this Agreement or delegate the duties it assumes under this Agreement at any time without notifying you or obtaining your consent.

No provision in this Agreement may be waived. Neither trade usage nor a course of dealings between NUVOLECT and you will operate as a waiver of a provision of this Agreement.

Applicable Law
The laws of the State of Florida, without regard to Florida conflict of laws provisions, governs this Agreement and any dispute arising out of or related to it.

Entire Agreement
This document constitutes the sole expression of your agreement with NUVOLECT The provisions of this Agreement cannot be explained or modified orally or through evidence of trade usage or a course of dealings. No provisions of this Agreement may be added or deleted orally or through evidence of trade usage or a course of dealings.

If any provision of this Agreement is judged unenforceable the remaining provisions of this Agreement remain in full force, if the essential terms of this Agreement remain enforceable.

The Courts in the State of Florida, either Federal Courts or State Courts, are the only venues in which a suit arising out of or related to this Agreement may be adjudicated, with the exception that judgment on an award in arbitration of this agreement may be entered in any court having jurisdiction.

Headers For Convenience
Headers in this Agreement are provided for convenience only.