Product: Budget Revolution (Beta) Licensor: Budget Revolution LLC, a [Virginia] limited liability company Version: 2.0 Effective Date: [Insert Date] Last Updated: [Insert Date]
This End User License Agreement ("Agreement") is a binding contract between you ("you" or "User") and Budget Revolution LLC ("Licensor," "we," "us," or "our").
By clicking "I Agree," checking the acceptance box, creating an account, or installing, accessing, or using the Budget Revolution beta software (the "Software"), you acknowledge that you have read, understood, and agree to be bound by this Agreement. If you do not agree, do not accept these terms and do not access or use the Software.
You consent to contract electronically. Your electronic acceptance has the same legal force as a handwritten signature. We record the date, time, IP address, and Agreement version associated with your acceptance, and that record is admissible evidence of your assent.
If you are accepting on behalf of an organization, you represent that you have authority to bind that organization, and "you" refers to both you and that organization.
You must be at least 18 years old and have the legal capacity to enter into a binding contract. You must not be barred from using the Software under the laws of the United States or your jurisdiction of residence. You represent that all registration information you provide is accurate and that you will keep it current.
Subject to your continuous compliance with this Agreement, Licensor grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to install and use the Software solely for personal, non-commercial testing and evaluation during the Beta Period.
The Software is licensed, not sold. Licensor and its licensors retain all right, title, and interest in and to the Software. All rights not expressly granted are reserved.
You acknowledge that the Software is an early-stage prototype undergoing active testing and refinement. It may contain bugs, calculation inaccuracies, data representation errors, security vulnerabilities, incomplete features, or unexpected behavior. Use of the Software is entirely at your own risk.
The Software is designed to aid in the display, organization, and representation of numerical and financial data sourced from user-provided bank accounts, Third-Party Services, and other data inputs.
The Software is not intended to serve as the sole or primary basis for any financial decision. It is a supplemental visualization and analysis tool. You must independently verify all data and conduct your own due diligence before making any financial, tax, or investment decision.
Licensor is not a registered investment adviser, broker-dealer, bank, tax preparer, accountant, or law firm, and nothing in the Software creates a fiduciary, advisory, or professional relationship between you and Licensor. All data, visualizations, projections, categorizations, and summaries generated by the Software are for informational purposes only and are not financial recommendations or endorsements. Consult a qualified professional before acting on any output of the Software.
You are responsible for maintaining the confidentiality of your account credentials and for all activity occurring under your account. You must not share credentials, permit others to access the Software through your account, or use another person's account. Notify Licensor immediately at [security@app.budgetsrevolution.com] of any suspected unauthorized access or security incident.
The Software may retrieve or display data from Third-Party Services. By connecting a financial account, you authorize Licensor and its data aggregation providers to access, retrieve, transmit, and store information from that account on your behalf.
Your use of the Software is also governed by our Privacy Policy, available at [insert URL], which is incorporated into this Agreement by reference. The Privacy Policy describes what information we collect, how we use and share it, and your rights.
In summary and without limiting the Privacy Policy:
Certain information handled by the Software may be subject to financial privacy laws, including the Gramm-Leach-Bliley Act and applicable state privacy statutes. We handle such information in accordance with those laws to the extent they apply to us.
We maintain administrative, technical, and physical safeguards designed to protect User Data, including encryption of data in transit and at rest, access controls, and credential handling through our aggregation providers rather than direct storage of bank login credentials where technically feasible.
No system is perfectly secure. Because the Software is a prototype, its security controls have not undergone the full testing and independent assessment expected of a production financial application. You accept this risk. We will notify affected users of a security incident involving their personal information as required by applicable law.
You must not, and must not permit any third party to:
The Software, including its source code, object code, formulas, algorithms, scripts, equations, HTML, JavaScript, user interface, visual design, and other elements, together with all copyrights, trade secrets, trademarks, and other intellectual property rights therein, is and remains the exclusive property of Licensor.
Except as expressly permitted by this Agreement, you must not modify, adapt, translate, create derivative works of, decompile, disassemble, reverse engineer, or otherwise attempt to derive the source code, underlying structure, or non-public logic of the Software, or interfere with or alter any of its scripts, formulas, or related files, in whole or in part.
Carve-outs. The restrictions in this Section 13 do not apply:
You acknowledge that client-side code delivered to your browser or device is inherently observable; nothing in this Section is intended to prohibit ordinary use of standard browser or operating system functionality.
Unauthorized duplication, modification, or redistribution of any component of the Software is a material breach of this Agreement, is grounds for immediate termination, and may subject you to civil and criminal liability under applicable law.
You are not required to provide Feedback. If you do, you grant Licensor a perpetual, irrevocable, worldwide, royalty-free, fully paid-up, transferable, sublicensable license to use, reproduce, modify, distribute, and commercially exploit that Feedback for any purpose, without restriction, attribution, accounting, or compensation to you.
You represent that you have the right to grant this license and that your Feedback does not include confidential information of any third party. Feedback is not your Confidential Information, and Licensor is free to develop, use, and commercialize features that are the same as or similar to your Feedback without obligation to you.
The Software, its unreleased features, its performance, its non-public functionality, and any error or defect you observe are Licensor's confidential information. During the Beta Period and for two (2) years thereafter, you must not disclose any of the foregoing to any third party or publish any screenshot, benchmark, review, or evaluation of the Software without Licensor's prior written consent.
This Section 15 applies in addition to, and does not replace, any separate Non-Disclosure Agreement between you and Licensor. Where the two conflict as to confidentiality, the Non-Disclosure Agreement controls.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SOFTWARE IS PROVIDED "AS IS" AND "AS AVAILABLE," WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND, EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE. LICENSOR EXPRESSLY DISCLAIMS ALL WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, RELIABILITY, QUIET ENJOYMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.
LICENSOR DOES NOT WARRANT THAT THE SOFTWARE WILL BE UNINTERRUPTED, SECURE, OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT ANY CALCULATION, CATEGORIZATION, OR DATA DISPLAYED WILL BE ACCURATE OR COMPLETE.
NO ADVICE OR INFORMATION OBTAINED FROM LICENSOR OR THROUGH THE SOFTWARE CREATES ANY WARRANTY NOT EXPRESSLY STATED HERE.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES, SO SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, LICENSOR AND ITS AFFILIATES, MEMBERS, OFFICERS, EMPLOYEES, DEVELOPERS, AGENTS, AND LICENSORS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, SAVINGS, GOODWILL, DATA, OR BUSINESS OPPORTUNITY, ARISING OUT OF OR RELATING TO:
THIS APPLIES REGARDLESS OF THE THEORY OF LIABILITY, WHETHER IN CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE, AND EVEN IF LICENSOR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND EVEN IF A LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
Aggregate cap. IF THE FOREGOING EXCLUSION IS HELD UNENFORCEABLE IN WHOLE OR IN PART, LICENSOR'S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE SOFTWARE SHALL NOT EXCEED THE GREATER OF (i) THE TOTAL AMOUNTS YOU PAID TO LICENSOR FOR THE SOFTWARE IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR (ii) ONE HUNDRED U.S. DOLLARS (US $100).
Exclusions. Nothing in this Agreement limits liability that cannot be limited under applicable law, including liability for fraud, fraudulent misrepresentation, gross negligence, willful misconduct, or death or personal injury caused by negligence. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO SOME OF THE ABOVE MAY NOT APPLY TO YOU.
Basis of the bargain. You acknowledge that the Software is provided free of charge, that the disclaimers and limitations in Sections 16 and 17 are essential elements of the bargain, and that Licensor would not make the Software available without them.
You will indemnify, defend, and hold harmless Licensor and its affiliates, members, officers, employees, and agents from and against any claim, demand, loss, liability, damage, fine, cost, or expense (including reasonable attorneys' fees) arising out of or relating to (a) your breach of this Agreement, (b) your misuse of the Software, (c) your violation of any law or of any third party's rights, or (d) any User Data you provide or authorize the Software to access without proper authority. Licensor may assume exclusive control of the defense of any such claim at your expense, and you will cooperate with that defense. You will not settle any claim in a manner that imposes an obligation on Licensor without Licensor's prior written consent.
This Agreement takes effect on your acceptance and continues until terminated.
Upon termination: all licenses granted to you end immediately; you must cease all use of the Software and permanently delete all copies and related materials in your possession; and Licensor may deactivate your account and delete or de-identify your User Data in accordance with the Privacy Policy, subject to any legal retention obligation. Where feasible, Licensor will provide a reasonable opportunity to export your User Data before deletion, but is not obligated to do so and you should not rely on it. Licensor is not liable to you or any third party for any suspension or termination.
You represent that you are not located in, ordinarily resident in, or organized under the laws of any country or region subject to comprehensive U.S. sanctions, and that you are not listed on any U.S. government restricted-party list, including the Specially Designated Nationals and Blocked Persons List. You will comply with all applicable export control, sanctions, and anti-money-laundering laws in connection with your use of the Software.
Licensor may modify this Agreement at any time. If we make a material change, we will provide reasonable notice by posting the updated Agreement with a new Last Updated date and, where practicable, by notifying you in the Software or by email. Changes take effect on the stated effective date. Your continued use of the Software after that date constitutes acceptance of the modified Agreement. If you do not agree, you must stop using the Software and terminate your account. We will not apply material changes retroactively to disputes that arose before the change.
Governing law. This Agreement is governed by the laws of the Commonwealth of Virginia, without regard to its conflict of law principles. The United Nations Convention on Contracts for the International Sale of Goods does not apply.
Informal resolution. Before initiating any formal proceeding, you agree to contact us at [legal@app.budgetsrevolution.com] with a written description of the dispute and to attempt in good faith to resolve it for at least thirty (30) days.
Venue. Subject to the arbitration provision below, you and Licensor consent to the exclusive jurisdiction and venue of the state and federal courts located in [Norfolk], Virginia, and waive any objection to that forum on grounds of inconvenience.
Limitations period. To the extent permitted by law, any claim arising out of this Agreement must be brought within one (1) year after it accrues, or it is permanently barred.
Licensor is not liable for any delay or failure to perform resulting from causes beyond its reasonable control, including acts of God, natural disaster, epidemic, war, terrorism, civil unrest, labor dispute, governmental action, power or internet failure, cyberattack, or failure of any Third-Party Service or hosting provider.
You may not assign or transfer this Agreement or any rights under it, by operation of law or otherwise, without Licensor's prior written consent; any attempted assignment without consent is void. Licensor may freely assign this Agreement, including in connection with a merger, acquisition, reorganization, or sale of assets. This Agreement binds and benefits the parties and their permitted successors and assigns.
Licensor may provide notice to you by email to the address associated with your account, by posting in the Software, or by in-app message; such notice is effective when sent or posted. You must send notices to Licensor at [legal@app.budgetsrevolution.com] or [Insert Mailing Address]. You are responsible for keeping your contact information current.
This Agreement, together with the Privacy Policy, is the entire agreement between you and Licensor regarding your use of and license to the Software, and supersedes all prior or contemporaneous agreements, proposals, and communications on that subject.
If you have also entered into a Non-Disclosure Agreement with Licensor, that agreement governs confidentiality and the handling of Confidential Information, and this Agreement governs your license to and use of the Software. Neither agreement supersedes the other, and the entire-agreement clause of each is expressly limited to its own subject matter. In the event of a direct conflict, the Non-Disclosure Agreement controls on confidentiality matters and this Agreement controls on all other matters.
Sections 3 (Definitions), 5 (last paragraph, records and backups), 7 (No Advice), 10 (Privacy), 13 (Intellectual Property), 14 (Feedback), 15 (Confidentiality of the Beta), 16 (Disclaimer), 17 (Limitation of Liability), 18 (Indemnification), 19 (Effect of Termination), 20 (Export Control), 22 (Governing Law and Dispute Resolution), 25 (Notices), 26 (Relationship to Other Agreements), 27 (General), and this Section 28 survive any termination or expiration of this Agreement.
Budget Revolution LLC General: [support@app.budgetsrevolution.com] Legal: [legal@app.budgetsrevolution.com] Privacy: [privacy@app.budgetsrevolution.com] Security: [security@app.budgetsrevolution.com]
Acceptance of this Agreement is recorded electronically. No signature is required.