End-User License Agreement
This End-User License Agreement ("Agreement" or "EULA") is a legal agreement between you ("User," "you," or "your") and Psalm Precision Solutions LLC ("PPS," "Company," "we," "us," or "our") governing your access to and use of any software application, web application, mobile application, platform, portal, automation, artificial intelligence tool, reporting system, dashboard, software-as-a-service product, and related technology made available by PPS (collectively, the "Software").
PLEASE READ THIS AGREEMENT CAREFULLY.
BY DOWNLOADING, INSTALLING, ACCESSING, REGISTERING FOR, PURCHASING, OR USING THE SOFTWARE, OR BY CLICKING "I AGREE," "ACCEPT," OR A SIMILAR BUTTON, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THIS AGREEMENT.
IF YOU DO NOT AGREE TO THIS AGREEMENT, DO NOT ACCESS OR USE THE SOFTWARE.
1. LICENSE GRANT
Subject to your continued compliance with this Agreement and payment of any applicable fees, PPS grants you a limited, revocable, non-exclusive, non-transferable, non-sublicensable license to access and use the Software solely for its intended purpose and in accordance with this Agreement.
The Software is licensed, not sold.
PPS retains all rights, title, and interest in and to the Software that are not expressly granted to you under this Agreement.
Your license does not grant you ownership of the Software or any underlying intellectual property.
2. AUTHORIZED USE
You may use the Software only:
For lawful purposes;
For your personal or internal business purposes, as applicable;
Through accounts and devices you are authorized to use;
In accordance with any subscription, service plan, usage limits, or other terms applicable to your account; and
In accordance with all applicable federal, state, local, and international laws and regulations.
If you access the Software on behalf of a company, organization, government entity, or other legal entity, you represent and warrant that you have authority to bind that entity to this Agreement.
3. LICENSE RESTRICTIONS
Unless expressly authorized in writing by PPS or permitted by applicable law, you may not:
Copy, reproduce, distribute, publish, sell, lease, rent, sublicense, assign, transfer, or commercially exploit the Software;
Reverse engineer, decompile, disassemble, decode, or otherwise attempt to discover or derive the source code, underlying algorithms, models, workflows, architecture, prompts, automation logic, or proprietary components of the Software;
Modify, adapt, translate, alter, or create derivative works based upon the Software;
Circumvent, disable, interfere with, or attempt to bypass authentication, security, usage restrictions, rate limits, access controls, or other technical protections;
Use automated systems, bots, scrapers, crawlers, or similar technology to access or extract information from the Software except where expressly authorized by PPS;
Use the Software to develop, train, benchmark, improve, or operate a competing product or service without PPS's prior written permission;
Remove, alter, obscure, or destroy copyright, trademark, confidentiality, proprietary, or other notices appearing within the Software;
Share login credentials or provide unauthorized third parties with access to your account;
Upload or transmit malicious code, viruses, malware, ransomware, or other harmful technology;
Attempt to gain unauthorized access to PPS systems, accounts, networks, databases, or infrastructure;
Use the Software in a manner that infringes or violates the intellectual property, privacy, contractual, or other rights of PPS or any third party; or
Use the Software for any fraudulent, deceptive, unlawful, abusive, or unauthorized purpose.
Violation of these restrictions may result in immediate suspension or termination of your license.
4. ACCOUNTS AND SECURITY
Certain Software may require you to create an account.
You are responsible for:
Maintaining the confidentiality of your login credentials;
Maintaining reasonable security over devices used to access your account;
All activity occurring through your account;
Providing accurate and current account information; and
Promptly notifying PPS of suspected unauthorized access or security incidents involving your account.
You may not impersonate another person or entity or create an account using information you are not authorized to use.
PPS reserves the right to suspend access where we reasonably believe an account has been compromised or is being used in violation of this Agreement.
5. SUBSCRIPTIONS, FEES, AND PAYMENT
Certain Software features may require a paid subscription, one-time purchase, or other fee.
Pricing, billing periods, subscription terms, renewal terms, usage limits, and cancellation requirements will be disclosed at or before purchase or otherwise provided in the applicable order, subscription, or service terms.
You agree to pay all applicable fees and taxes associated with your use of the Software.
Failure to pay amounts when due may result in suspension or termination of access.
Except where required by law or expressly stated otherwise in writing by PPS, fees already paid are non-refundable.
6. UPDATES AND MODIFICATIONS
PPS may periodically provide updates, patches, enhancements, upgrades, bug fixes, new features, or other modifications to the Software.
Certain updates may be required for continued use.
PPS may also modify, replace, discontinue, suspend, or limit certain features or functionality when reasonably necessary for security, maintenance, legal compliance, business operations, or product development.
Nothing in this Agreement guarantees that any particular feature, integration, functionality, or version of the Software will remain available indefinitely.
7. THIRD-PARTY SERVICES AND INTEGRATIONS
The Software may connect to, interact with, or rely upon third-party websites, APIs, platforms, software, artificial intelligence systems, payment processors, cloud providers, communications services, government databases, or other third-party services ("Third-Party Services").
Your use of Third-Party Services may be governed by separate agreements between you and those providers.
PPS does not control Third-Party Services and is not responsible for their availability, security, accuracy, functionality, policies, actions, omissions, or content.
The failure or modification of a Third-Party Service may affect functionality within the Software.
8. ARTIFICIAL INTELLIGENCE AND AUTOMATED FEATURES
Certain PPS products may incorporate artificial intelligence, machine learning, automated decision-support tools, or third-party AI services.
You acknowledge that AI-generated or automated outputs may contain errors, omissions, outdated information, incomplete information, or inaccurate conclusions.
AI-generated information should not automatically be treated as professional, legal, financial, accounting, procurement, contracting, engineering, medical, or other specialized advice.
You remain responsible for reviewing and verifying outputs before relying upon them or using them to make business, contractual, financial, procurement, regulatory, or other material decisions.
PPS does not guarantee that AI-generated outputs will be accurate, complete, unique, error-free, or appropriate for any particular purpose.
9. GOVERNMENT CONTRACTING AND PROCUREMENT DISCLAIMER
If the Software contains government contracting, procurement, proposal, solicitation, bid, compliance, pricing, market-research, opportunity-identification, or related functionality, such functionality is provided as a productivity and decision-support resource.
PPS DOES NOT GUARANTEE CONTRACT AWARDS, SOLICITATION ELIGIBILITY, RESPONSIVENESS, RESPONSIBILITY DETERMINATIONS, PROPOSAL ACCEPTANCE, REVENUE, PROFITABILITY, OR ANY PARTICULAR PROCUREMENT RESULT.
Users are solely responsible for independently reviewing applicable solicitations, amendments, statutes, regulations, agency requirements, contract clauses, submission instructions, deadlines, certifications, representations, and other requirements before submitting any bid, quote, proposal, or other response.
The Software does not replace the User's responsibility to conduct appropriate due diligence.
10. USER CONTENT AND DATA
You retain ownership of information, documents, files, text, images, data, and other content that you lawfully submit to the Software ("User Content").
You grant PPS a limited right to host, process, transmit, reproduce, and otherwise use User Content as reasonably necessary to:
Provide the Software;
Perform requested functionality;
Maintain and secure the Software;
Troubleshoot technical issues;
Provide customer support; and
Comply with applicable law.
You represent and warrant that you have all rights and permissions necessary to submit User Content and permit PPS to process it as contemplated by this Agreement.
You may not upload information that you are legally or contractually prohibited from providing to PPS.
11. PRIVACY AND DATA COLLECTION
PPS may collect technical, diagnostic, usage, device, account, and related information necessary to operate, secure, maintain, support, and improve the Software.
Where PPS maintains a separate Privacy Policy, the collection and processing of personal information will also be governed by that Privacy Policy.
By using the Software, you acknowledge that information may be processed by PPS and authorized service providers as reasonably necessary to provide the Software.
12. CONFIDENTIALITY
The Software may expose you to confidential or proprietary information belonging to PPS, including business processes, software architecture, internal workflows, algorithms, prompts, automation logic, pricing methods, documentation, designs, trade secrets, and other non-public information ("Confidential Information").
You agree not to disclose, reproduce, distribute, or use PPS Confidential Information except as necessary for your authorized use of the Software.
These obligations survive termination of this Agreement.
13. INTELLECTUAL PROPERTY
The Software and all associated intellectual property—including software code, designs, interfaces, databases, documentation, trademarks, logos, workflows, graphics, text, methodologies, proprietary prompts, automation processes, and other materials—are owned by PPS or its licensors and are protected by applicable intellectual property laws.
Psalm Precision Solutions LLC, PPS, associated logos, product names, and other branding may constitute trademarks or proprietary identifiers of PPS.
Nothing in this Agreement transfers ownership of PPS intellectual property to you.
14. FEEDBACK
If you voluntarily provide PPS with suggestions, ideas, recommendations, enhancement requests, or other feedback regarding the Software ("Feedback"), you grant PPS a perpetual, worldwide, royalty-free, irrevocable right to use and incorporate that Feedback into its products and services without compensation or obligation to you.
This section does not transfer ownership of your User Content to PPS.
15. TERMINATION
This Agreement remains effective until terminated.
You may terminate this Agreement by discontinuing use of the Software and, where applicable, canceling your account or subscription.
PPS may suspend or terminate your access if:
You violate this Agreement;
Required fees remain unpaid;
Your activity creates a security, legal, or operational risk;
Your use could cause harm to PPS, another user, or a third party;
PPS is required to do so by law or governmental order; or
PPS discontinues the applicable Software or service.
Upon termination, your license to use the Software immediately ends.
Sections that by their nature should survive termination—including provisions concerning intellectual property, confidentiality, disclaimers, limitations of liability, indemnification, and dispute provisions—will survive termination.
16. DISCLAIMER OF WARRANTIES
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SOFTWARE AND RELATED SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE," WITH ALL FAULTS AND WITHOUT WARRANTIES OF ANY KIND.
PPS DISCLAIMS ALL EXPRESS, IMPLIED, AND STATUTORY WARRANTIES TO THE MAXIMUM EXTENT PERMITTED BY LAW, INCLUDING WARRANTIES OF:
MERCHANTABILITY;
FITNESS FOR A PARTICULAR PURPOSE;
ACCURACY;
RELIABILITY;
AVAILABILITY;
QUIET ENJOYMENT;
NON-INFRINGEMENT;
SECURITY; AND
ERROR-FREE OR UNINTERRUPTED OPERATION.
PPS DOES NOT WARRANT THAT THE SOFTWARE WILL ALWAYS BE AVAILABLE, SECURE, ACCURATE, COMPLETE, UNINTERRUPTED, OR FREE OF ERRORS OR HARMFUL COMPONENTS.
Some jurisdictions do not permit certain warranty exclusions, so portions of this section may not apply to you.
17. LIMITATION OF LIABILITY
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, PPS AND ITS OWNERS, MEMBERS, OFFICERS, EMPLOYEES, CONTRACTORS, AFFILIATES, AGENTS, LICENSORS, AND SERVICE PROVIDERS WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES ARISING FROM OR RELATED TO THE SOFTWARE OR THIS AGREEMENT.
This includes, without limitation:
Lost profits or revenue;
Lost business opportunities;
Lost contracts;
Lost or corrupted data;
Business interruption;
Procurement or proposal losses;
Failure to obtain an award;
Loss of goodwill; or
Costs of substitute products or services.
To the maximum extent permitted by law, PPS's total aggregate liability arising from or relating to the Software or this Agreement will not exceed the greater of:
(a) the amount you paid directly to PPS for the applicable Software during the twelve (12) months immediately preceding the event giving rise to the claim; or (b) $100.00.
The limitations in this section apply regardless of the legal theory asserted and even if PPS has been advised of the possibility of such damages.
Nothing in this Agreement excludes liability that cannot legally be excluded or limited.
18. INDEMNIFICATION
To the extent permitted by applicable law, you agree to defend, indemnify, and hold harmless PPS and its owners, officers, employees, contractors, affiliates, agents, licensors, and service providers from claims, liabilities, damages, judgments, losses, expenses, and reasonable attorneys' fees arising from or relating to:
Your misuse of the Software;
Your violation of this Agreement;
Your violation of applicable law;
Your infringement of another person's rights;
User Content submitted through your account; or
Your unauthorized or unlawful activity involving the Software.
19. EXPORT AND SANCTIONS COMPLIANCE
You may not access, export, re-export, transfer, or otherwise use the Software in violation of applicable United States export-control, trade-sanctions, or similar laws.
You represent that you are not prohibited from accessing the Software under applicable United States sanctions or export-control laws.
You may not use the Software for activities prohibited under applicable United States law.
20. U.S. GOVERNMENT END USERS
To the extent applicable, PPS software and related documentation are commercial computer software and commercial computer software documentation.
Any use, duplication, reproduction, release, modification, disclosure, or transfer by the United States Government is subject to the rights and restrictions applicable to commercial computer software and documentation under applicable federal acquisition laws and regulations.
Nothing in this Agreement grants the United States Government rights beyond those expressly provided under an applicable contract, license, law, or regulation.
21. COMPLIANCE WITH LAW
You are responsible for ensuring that your use of the Software complies with all laws, regulations, contractual obligations, agency requirements, and professional standards applicable to you and your activities.
You may not use the Software to facilitate unlawful conduct or evade regulatory, contractual, or legal obligations.
22. GOVERNING LAW
Except where applicable law requires otherwise, this Agreement and any dispute arising from or relating to it will be governed by the laws of the State of Maryland, without regard to conflict-of-law principles.
Subject to any rights that cannot lawfully be waived, the parties consent to the jurisdiction of the appropriate state and federal courts located in the State of Maryland for disputes arising from or relating to this Agreement.
23. CHANGES TO THIS AGREEMENT
PPS may update this Agreement from time to time to reflect changes to the Software, business practices, technology, legal requirements, or regulatory requirements.
When required by applicable law, PPS will provide reasonable notice of material changes.
The "Last Updated" date at the beginning of this Agreement identifies the most recent revision.
Continued use of the Software after an updated Agreement becomes effective constitutes acceptance of the revised Agreement to the extent permitted by applicable law.
24. SEVERABILITY
If any provision of this Agreement is determined to be unlawful, invalid, or unenforceable, that provision will be enforced to the maximum extent permitted by law or modified to achieve its intended purpose as closely as legally permissible.
The remaining provisions will remain in full force and effect.
25. WAIVER
PPS's failure to enforce any provision of this Agreement will not constitute a waiver of that provision or PPS's right to enforce it later.
Any waiver must be expressly made in writing by an authorized representative of PPS.
26. ASSIGNMENT
You may not assign or transfer this Agreement or your rights under it without PPS's prior written consent.
PPS may assign this Agreement in connection with a merger, acquisition, corporate restructuring, financing, sale of assets, or transfer of the applicable business or Software, subject to applicable law.
27. ENTIRE AGREEMENT
This Agreement, together with any applicable Privacy Policy, Terms of Service, subscription terms, order forms, and additional terms expressly incorporated by reference, constitutes the agreement between you and PPS regarding the licensing and use of the Software.
If a separately executed written agreement between you and PPS expressly conflicts with this EULA, the separately executed agreement will control to the extent of that conflict.
28. CONTACT INFORMATION
Questions regarding this Agreement may be directed to:
Psalm Precision Solutions LLC
Attn: Legal / Software Licensing
Prince George's County, Maryland, United States
Email: info@psalmprecisionsolutions.com
Website: www.psalmprecisionsolutions.com
ACCEPTANCE
BY DOWNLOADING, INSTALLING, ACCESSING, PURCHASING, CREATING AN ACCOUNT FOR, OR USING THE SOFTWARE, OR BY CLICKING A BUTTON INDICATING ACCEPTANCE, YOU ACKNOWLEDGE THAT YOU HAVE READ AND UNDERSTOOD THIS END-USER LICENSE AGREEMENT AND AGREE TO BE LEGALLY BOUND BY ITS TERMS.
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