Legal Agreements
Explore the legal terms and agreements that govern the use of Actualize by Zero Sum Defense, supporting transparency and trust in our services.
End User License Agreement (EULA)
Last updated: April 22, 2025
This End User License Agreement ("EULA" or "Agreement") is a legal agreement between you, either an individual or a single entity ("you" or "Licensee"), and Zero Sum Defense, Inc. ("ZSD," "we," "us," or "our") for the Actualize software and applications ("Software") provided by ZSD.
BY INSTALLING, COPYING, DOWNLOADING, ACCESSING, OR OTHERWISE USING THE 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 SOFTWARE.
1.1 Basic License. Subject to your compliance with the terms and conditions of this Agreement, ZSD grants you a limited, non-exclusive, non-transferable, non-sublicensable license to install and use the Software on compatible devices that you own or control, solely for your personal or internal business purposes.
1.2 Subscription License. If you have purchased a subscription to use the Software, your license is valid for the duration of your subscription, subject to your compliance with this Agreement and payment of applicable fees.
1.3 Trial License. If you are using a trial version of the Software, your license is valid only for the specified trial period, and the Software may contain features that limit its functionality after the trial period expires.
1.4 Deployment Limitations. Your license permits installation and use of the Software as follows:
a. Individual User License: Installation and use on devices owned or controlled by you;
b. Entity License: Installation and use by the number of users specified in your purchase agreement;
You agree not to, and you will not permit others to:
a. Copy, modify, adapt, translate, or create derivative works of the Software;
b. Reverse engineer, decompile, disassemble, or otherwise attempt to discover the source code, object code, or underlying structure of the Software, except to the extent permitted by applicable law;
c. Rent, lease, sell, assign, sublicense, or otherwise transfer rights to the Software;
d. Remove, alter, or obscure any proprietary notices (including copyright notices) on the Software;
e. Use the Software to store or transmit code, files, scripts, or programs intended to harm, such as viruses, worms, or malware;
f. Interfere with, disrupt, or create an undue burden on the Software or the networks connected to the Software;
g. Use any robot, spider, or other automated device or process to access the Software for any purpose;
h. Use the Software in any manner that could damage, disable, overburden, or impair the Software or interfere with any other party's use of the Software;
i. Attempt to gain unauthorized access to the Software or its related systems or networks;
j. Use the Software for purposes prohibited by law or regulation.
3.1 Updates. ZSD may, at its discretion, provide updates, upgrades, patches, bug fixes, or other modifications to improve the Software ("Updates"). These Updates may be automatically installed without additional notice. You agree to receive and permit ZSD to deliver such Updates.
3.2 Required Updates. In some cases, Updates may be required for continued use of the Software or access to certain features. If you choose not to install required Updates, your ability to use the Software may be limited.
3.3 Support and Maintenance. Support and maintenance services will be provided according to your subscription plan or purchase agreement. ZSD has no obligation to provide technical support unless explicitly stated in your subscription plan or purchase agreement.
3.4 Version Support. ZSD reserves the right to discontinue support for older versions of the Software. If you continue using an unsupported version, you do so at your own risk.
4.1 ZSD Ownership. The Software and all intellectual property rights therein are owned by ZSD or its licensors and are protected by copyright, trademark, patent, and other intellectual property laws. This Agreement does not transfer any ownership rights to you.
4.2 Feedback. If you provide ZSD with any suggestions, comments, or feedback about the Software ("Feedback"), you grant ZSD a worldwide, perpetual, irrevocable, royalty-free, sublicensable license to use, reproduce, modify, create derivative works from, distribute, publicly display, and otherwise exploit such Feedback for any purpose, without restriction or obligation.
4.3 User Content. You retain all rights to any data, information, or content that you upload, store, or process using the Software ("User Content"). You grant ZSD a limited license to use, store, and process your User Content solely to the extent necessary to provide the Software and related services to you.
4.4 Third-Party Components. The Software may include third-party software components ("Third-Party Components") that are subject to separate license terms. Those terms will be provided with the Third-Party Components, and your use of such components is governed by those terms.
5.1 Privacy Policy. Use of the Software is subject to ZSD's Privacy Policy, which is incorporated into this Agreement by reference. The Privacy Policy can be found at: https://actualize.zerosumdefense.co/trust/privacy/privacy-policy
5.2 Data Collection. The Software may collect certain data, including usage statistics, diagnostic information, and configuration settings. This information is used to improve the Software, provide support, and enhance user experience.
5.3 Analytics. The Software may include analytics tools that collect anonymized usage data. You can opt out of analytics data collection through the Software settings, where applicable.
5.4 Compliance. ZSD will handle all collected data in compliance with applicable data protection laws.
6.1 Term. This Agreement remains in effect until terminated as provided herein.
6.2 Termination by You. You may terminate this Agreement at any time by ceasing all use of the Software and deleting all copies in your possession or control.
6.3 Termination by ZSD. ZSD may terminate this Agreement at any time if you breach any material term of this Agreement. Upon such termination, you must cease all use of the Software and delete all copies.
6.4 Effect of Termination. Upon termination of this Agreement:
a. Your license to use the Software will immediately terminate;
b. You must cease all use of the Software and delete all copies in your possession or control;
c. ZSD may disable access to the Software and related services;
d. Sections 4 (Ownership and Intellectual Property), 5 (Privacy and Data Collection), 7 (Disclaimer of Warranties), 8 (Limitation of Liability), 9 (Indemnification), and 11 (General Provisions) will survive termination.
6.5 Data Export. Before termination, you are responsible for exporting any User Content or data that you wish to retain. ZSD may offer tools to facilitate such export, but has no obligation to maintain or provide access to your data after termination.
7.1 AS IS. THE SOFTWARE IS PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT WARRANTY OF ANY KIND. ZSD DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.
7.2 No Guaranteed Performance. ZSD DOES NOT WARRANT THAT THE SOFTWARE WILL MEET YOUR REQUIREMENTS, OPERATE WITHOUT INTERRUPTION, ACHIEVE ANY INTENDED RESULT, BE COMPATIBLE WITH ANY OTHER SOFTWARE OR SYSTEM, OR BE SECURE, ACCURATE, COMPLETE, FREE OF HARMFUL CODE, OR ERROR-FREE.
7.3 Security Limitations. WHILE ZSD IMPLEMENTS REASONABLE SECURITY MEASURES, NO SECURITY SYSTEM IS IMPENETRABLE, AND ZSD DOES NOT GUARANTEE THE SECURITY OF THE SOFTWARE OR YOUR DATA AGAINST ALL POSSIBLE THREATS.
7.4 Internet Risks. YOU UNDERSTAND THAT USE OF THE SOFTWARE INVOLVES TRANSMISSION OF DATA OVER NETWORKS NOT CONTROLLED BY ZSD, AND ZSD IS NOT RESPONSIBLE FOR ANY LOSS, CORRUPTION, OR INTERCEPTION OF DATA DURING SUCH TRANSMISSIONS.
7.5 Regional Limitations. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES OR LIMITATIONS ON APPLICABLE STATUTORY RIGHTS, SO THE ABOVE EXCLUSIONS AND LIMITATIONS MAY NOT APPLY TO YOU. IN SUCH JURISDICTIONS, ZSD'S LIABILITIES WILL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW.
8.1 Limitation of Damages. IN NO EVENT WILL ZSD, ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, OR LICENSORS BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA, OR OTHER INTANGIBLE LOSSES, RESULTING FROM: (a) YOUR USE OR INABILITY TO USE THE SOFTWARE; (b) ANY CHANGES ZSD MAY MAKE TO THE SOFTWARE; (c) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR DATA; OR (d) ANY OTHER MATTER RELATING TO THE SOFTWARE.
8.2 Cap on Liability. ZSD'S TOTAL LIABILITY FOR ALL CLAIMS RELATED TO THIS AGREEMENT WILL NOT EXCEED THE GREATER OF: (a) THE AMOUNT YOU PAID TO ZSD FOR THE SOFTWARE IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM OR (b) ONE HUNDRED DOLLARS ($100.00 USD).
8.3 Essential Purpose. THE LIMITATIONS OF LIABILITY IN THIS SECTION APPLY EVEN IF ZSD HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND EVEN IF ANY REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
8.4 Regional Limitations. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CERTAIN TYPES OF DAMAGES, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. IN SUCH JURISDICTIONS, ZSD'S LIABILITY WILL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW.
You agree to indemnify, defend, and hold harmless ZSD, its affiliates, officers, directors, employees, agents, and licensors from and against any and all claims, liabilities, damages, losses, costs, expenses, and fees (including reasonable attorneys' fees) arising from or relating to: (a) your violation of this Agreement; (b) your User Content; (c) your use of the Software; or (d) your violation of any rights of another person or entity.
10.1 Compliance with Laws. You agree to comply with all applicable export and re-export control laws and regulations, including the Export Administration Regulations maintained by the U.S. Department of Commerce and trade and economic sanctions maintained by the Treasury Department's Office of Foreign Assets Control.
10.2 Prohibited Users. You represent and warrant that: (a) you are not located in, under the control of, or a national or resident of any country to which the United States has embargoed goods or services; (b) you are not on the U.S. Treasury Department's list of Specially Designated Nationals or the U.S. Commerce Department's Denied Persons List or Entity List; and (c) you will not access or use the Software in violation of any U.S. export embargo, prohibition, or restriction.
10.3 Restricted Technologies. You acknowledge that the Software may include cryptographic functionality that may be subject to special export controls, and you agree not to export, re-export, or transfer the Software to any prohibited destination, entity, or individual without obtaining any required license or authorization.
11.1 Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Delaware, without regard to its conflict of law principles. The United Nations Convention on Contracts for the International Sale of Goods does not apply to this Agreement.
11.2 Dispute Resolution. Any dispute arising out of or relating to this Agreement shall be resolved through binding arbitration in accordance with the American Arbitration Association's Commercial Arbitration Rules. The arbitration shall take place in San Francisco, California, and shall be conducted in English. The arbitrator may award injunctive relief, but has no authority to award punitive or exemplary damages. Each party will bear its own costs in arbitration, except that the arbitrator may award costs and attorneys' fees to the prevailing party.
11.3 Class Action Waiver. YOU AND ZSD AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE ACTION.
11.4 Severability. If any provision of this Agreement is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that this Agreement will otherwise remain in full force and effect.
11.5 No Waiver. ZSD's failure to enforce any right or provision of this Agreement will not be considered a waiver of such right or provision. The waiver of any such right or provision will be effective only if in writing and signed by a duly authorized representative of ZSD.
11.6 Assignment. You may not assign or transfer this Agreement or any rights or obligations under this Agreement without ZSD's prior written consent. ZSD may assign or transfer this Agreement, in whole or in part, without restriction.
11.7 Entire Agreement. This Agreement, together with any other agreements or policies referenced herein, constitutes the entire agreement between you and ZSD regarding the Software and supersedes all prior or contemporaneous agreements, representations, and understandings.
11.8 Amendments. ZSD reserves the right to modify this Agreement at any time. If ZSD makes material changes to this Agreement, we will notify you via the Software or by sending you an email. Your continued use of the Software after the effective date of such changes constitutes your acceptance of the modified Agreement.
11.9 Contact Information. If you have any questions about this Agreement, please contact ZSD at legal@zerosumdefense.co.
BY INSTALLING, COPYING, DOWNLOADING, ACCESSING, OR OTHERWISE USING THE SOFTWARE, YOU ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT, UNDERSTAND IT, AND AGREE TO BE BOUND BY ITS TERMS AND CONDITIONS. IF YOU DO NOT AGREE TO THESE TERMS, DO NOT INSTALL, COPY, DOWNLOAD, ACCESS, OR USE THE SOFTWARE.