MyRemoting Usage and License Agreement

Version 2026.07

Last updated: July 10, 2026

This Usage and License Agreement is a binding legal agreement between I Own Software LLC ("Vendor") and the Customer that governs the Customer's access to and use of the MyRemoting software and, where applicable, the Hosted Service. The Customer accepts this Agreement when it first sets up a Control Server and each time an invited Operator accepts an invitation, in each case as further described below.

Article 1. Agreement to Terms; Definitions

1.1 Parties; Nature of the Agreement. This Usage and License Agreement (this "Agreement") is a binding legal contract between I Own Software LLC, operating iownsoftware.com and myremoting.iownsoftware.com (the "Vendor"), and the entity that licenses or subscribes to the Software (the "Customer"). This Agreement is a combined end-user license agreement and terms of service, and it governs the Customer's access to and use of the MyRemoting software and, where applicable, the Hosted Service. If an individual accepts this Agreement on behalf of an entity, that individual represents and warrants that they are authorized to bind that entity, and "Customer" refers to that entity.

1.2 Acceptance. The Customer accepts and becomes bound by this Agreement upon the earlier of: (a) first setting up or configuring a Control Server (including completing initial setup of a Self-Hosted deployment or provisioning a Hosted Service instance); or (b) accessing, installing, or using any part of the Software. In addition, each individual who accepts an invitation to act as an Operator does so as an authorized agent of the Customer (a business) and not as a consumer, and agrees, in their individual capacity, to be bound by the authorized-use and acceptable-use obligations of Article 4 and the confidentiality obligations of Section 9.2. All other obligations under this Agreement, including those relating to fees, indemnification, intellectual property, and liability, remain the responsibility of the Customer entity on whose behalf the Operator acts. Continued access to or use of the Software or the Hosted Service after acceptance constitutes continuing acceptance of this Agreement.

1.3 Authority to License and Deploy. By accepting this Agreement and by installing or using the Software, the Customer represents and warrants that it is authorized to license the Software, to deploy Agents on and remotely access each Endpoint on which the Software is used, and to grant its Operators the access provided through the Control Server. The allocation of responsibility for authorization, notice, and consent is further addressed in Article 4.

1.4 Order Forms and Incorporated Documents. This Agreement incorporates by reference each applicable Order Form, the Documentation, the Vendor's then-current published pricing, and, for the Hosted Service, the DPA. The order of precedence among these documents, and the standard by which a term in an Order Form varies this Agreement, are governed by Section 9.8. Fees, tiers, deployment counts, and similar commercial terms are those stated in the applicable Order Form or the Vendor's then-current published pricing, and are not fixed by this Agreement.

1.5 Updates to These Terms. The Vendor may update this Agreement from time to time. Each version is identified by a version designation (the current version is 2026.07). Updates are made available and take effect as described in Section 9.15 (Amendments). If the Customer does not agree to an updated version, its sole remedy is to stop using the Software and, where applicable, cancel the Hosted Service in accordance with this Agreement.

1.6 Definitions. In this Agreement, the following capitalized terms have the meanings set out below. Other capitalized terms are defined where they first appear.

(a) "Software" means the MyRemoting remote-access and remote-monitoring-and-management platform licensed or provided under this Agreement, in object-code form, including the Control Server, the Agent, mr-support, all related components, and any updates, upgrades, patches, and Documentation the Vendor provides, but excluding Third-Party Components licensed under their own terms.

(b) "Control Server" (internal name mr-control) means the server component of the Software into which Operators authenticate and which authenticates users, brokers remote connections to Endpoints, and stores inventory, audit logs, session recordings, and other data, whether operated by the Customer On-Premises or by the Vendor as part of the Hosted Service.

(c) "Agent" (internal name mrd) means the Software component installed on an Endpoint that runs with elevated or administrative privileges (Windows SYSTEM or macOS/Linux root) to provide remote-access and management features. Agents are available for Windows, macOS, and (in part) Linux.

(d) "mr-support" means the helper component of the Software used to provide one-off attended support to an Endpoint by means of a session code or link.

(e) "Operator" means an authenticated Control Server user who remotely accesses, monitors, or manages Endpoints through the Software.

(f) "End User" means the person physically present at an Endpoint.

(g) "Customer" has the meaning given in Section 1.1 and means the entity that licenses or subscribes to the Software.

(h) "Endpoint" means a computer or device on which an Agent is installed or that is otherwise managed or accessed through the Software.

(i) "Documentation" means the Vendor's then-current user guides, technical documentation, and usage instructions for the Software, in any form, that the Vendor generally makes available to its customers.

(j) "Order Form" means an ordering document, online order, checkout, or subscription enrollment (including a Hosted Service sign-up processed through the Vendor's payment processor) that references or is governed by this Agreement and identifies the deployment model, fees, and other commercial terms applicable to the Customer.

(k) "License Key" means the signed license credential issued by or on behalf of the Vendor that authorizes a particular deployment of the Software and that the Software validates offline using an Ed25519 digital signature verified against a public key embedded in the Software, together with any associated license entitlements and identifiers.

(l) "Hosted Service" means the deployment model in which the Vendor operates and manages the Control Server for the Customer as a recurring subscription service (also referred to as the software-as-a-service or SaaS offering), including any free trial thereof.

(m) "On-Premises" or "Self-Hosted" means the deployment model in which the Customer operates the Control Server on the Customer's own infrastructure under a license.

(n) "Licensing Service" means the Vendor-operated service to which the Control Server sends a periodic license heartbeat, and which issues, validates, renews, revokes, and deactivates License Keys.

(o) "Confidential Information" means non-public information disclosed by one party (the "Disclosing Party") to the other (the "Receiving Party") that is designated as confidential or that reasonably should be understood to be confidential given its nature and the circumstances of disclosure, including the Software's non-public components, License Keys, the Vendor's pricing and Documentation not published to the public, and the Customer's non-public data processed through the Software. Confidential Information does not include information that: (i) is or becomes public through no fault of the Receiving Party; (ii) was rightfully known to the Receiving Party without a duty of confidentiality before disclosure; (iii) is rightfully obtained from a third party without a duty of confidentiality; or (iv) is independently developed by the Receiving Party without use of or reference to the Disclosing Party's Confidential Information.

(p) "Third-Party Components" means third-party and open-source software incorporated into or distributed with the Software (for example, WireGuard and Go libraries), each of which is licensed under its own applicable terms.

(q) "DPA" or "Data Processing Addendum" means the Vendor's data processing addendum governing the Vendor's processing of personal data in the Hosted Service, available at https://myremoting.iownsoftware.com/legal/dpa and incorporated into this Agreement by reference for Hosted Service deployments.

(r) "Mandatory Security Update" means an update the Vendor designates as a mandatory security update, which always applies and is exempt from, and is not blocked or delayed by, any license countdown, grace window, warning, or deactivation state described in this Agreement.

Article 2. License Grant, Deployment Models, and White-Label Rights

2.1 General License Grant. Subject to the Customer's continued compliance with this Agreement and payment of all applicable fees, the Vendor grants the Customer a limited, non-exclusive, non-transferable, non-sublicensable license to install, access, and use the Software (comprising the Control Server, the Agents, and mr-support) solely for the Customer's own internal business purposes and solely in accordance with the deployment model, scope, and quantities set forth in the applicable Order Form or the Vendor's then-current published pricing. This license is granted for the version(s) of the Software made available by the Vendor and includes updates the Vendor elects to provide, but does not entitle the Customer to any new products, modules, or capabilities that the Vendor offers separately. All rights not expressly granted in this Agreement are reserved by the Vendor.

2.2 On-Premises (Self-Hosted) Perpetual License. Where the Customer licenses the Software on an On-Premises basis, the Vendor grants the Customer a perpetual license (subject to Section 2.6 and to the termination provisions of this Agreement) to run the Control Server on infrastructure that the Customer owns or controls, and to install and operate Agents on Endpoints, up to the number of deployments, Endpoints, Operators, or other units of measurement specified in the applicable Order Form. The Vendor's current On-Premises offering is a one-time fee per deployment; the exact fee, tiers, and permitted counts are governed by the applicable Order Form or the Vendor's then-current published pricing. "Perpetual" means the license does not expire on a fixed date, but it remains subject to the license-enforcement mechanisms described in Article 3, including the periodic license heartbeat, the Heartbeat Grace Window, and the sunset/kill-switch, and it may be suspended, deactivated, or terminated as provided in this Agreement.

2.3 Hosted Service (Subscription) Right to Access. Where the Customer subscribes to the Hosted Service, the Vendor grants the Customer a limited right to access and use a Control Server operated by the Vendor as a managed subscription service, up to the quantities and for the subscription term specified in the applicable Order Form or the Vendor's then-current published pricing. The Hosted Service right is a right to access hosted software and is not a license to possess, run, or retain a copy of the Control Server; it exists only while the subscription is active and all applicable fees are current. The Hosted Service includes a card-verified free trial and thereafter continues on an auto-renewing basis, in each case as described in Article 5. If fees are not paid when due, the subscription may enter dunning and the Customer's access may be suspended and, after the applicable grace period, deactivated. Nothing in this Section grants the Customer any perpetual right to the Hosted Service.

2.4 Agents and mr-support. Under either deployment model, the Customer may install Agents on, and use mr-support in connection with, only those Endpoints that the Customer is authorized to install Agents on and to remotely access, and only up to the licensed or subscribed quantities. The Customer's use of the Agents and mr-support is subject to the Customer's warranties and responsibilities regarding authorization, notice, and consent set forth in this Agreement, and to all applicable restrictions in this Article.

2.5 Reservation of Ownership and Intellectual Property. The Software is licensed, not sold. As between the parties, the Vendor and its licensors own and retain all right, title, and interest in and to the Software, including the Control Server, the Agents, mr-support, all associated source and object code, user interfaces, documentation, and all intellectual property rights therein, together with all modifications, enhancements, and derivative works, whether or not developed at the Customer's request. No title to or ownership of any intellectual property rights in the Software is transferred to the Customer under this Agreement. The "MyRemoting" name and any Vendor names, logos, and marks are the property of the Vendor, and except for the limited attribution obligation in Section 2.8 no right to use them is granted. The Software incorporates Third-Party Components that are licensed under their own terms; those terms govern the Customer's use of those components, and nothing in this Agreement is intended to restrict, or to enlarge, the rights the Customer has in those components under their respective licenses.

2.6 Conversion of On-Premises to Hosted Service ("Let Us Host It"). A Customer holding an On-Premises license may elect, subject to the applicable Order Form or the Vendor's then-current pricing, to have the Vendor host the Control Server on the Customer's behalf. Upon conversion: (a) the Customer retains and continues to own its On-Premises license; (b) the Customer pays a recurring service-only (hosting) fee for the hosted operation of the Control Server, which fee is billed and governed as a subscription under Article 5; and (c) the Customer's prior Self-Hosted Control Server instance enters a thirty (30) day grace period, after which that Self-Hosted instance will deactivate (the "Conversion Grace Period"). During the Conversion Grace Period the Customer is responsible for migrating any data it wishes to retain from the Self-Hosted instance, and the Customer may operate only one production Control Server for the converted deployment except as reasonably necessary to complete the migration. Deactivation of the Self-Hosted instance does not, by itself, terminate the Customer's ownership of its license, and if the hosted service-only arrangement later ends, the Customer's right to again run the Software On-Premises under its retained license remains subject to the license-enforcement mechanisms and the terms of this Agreement.

2.7 White-Label Rebranding Rights. Subject to Section 2.8 and the restrictions in Section 2.9, the Customer may rebrand the Operator user interface of the Control Server, the Agent, and the installer with the Customer's own company name, logo, and accent color, solely for use within the Customer's licensed or subscribed deployment. This white-label right is limited to the branding controls that the Software exposes for that purpose and does not authorize the Customer to modify the Software's code, to represent that the Customer developed or owns the underlying Software, or to remove or alter any copyright, license, or proprietary notice except as expressly permitted in Section 2.8.

2.8 Mandatory "Powered by MyRemoting" Attribution. The Software displays a "powered by MyRemoting" attribution. The Customer's white-label rights under Section 2.7 are expressly conditioned on preserving that attribution. The Customer must not remove, hide, obscure, disable, minimize to the point of illegibility, relocate so as to defeat its purpose, or otherwise alter the "powered by MyRemoting" attribution, and must not circumvent any mechanism that displays it. This obligation applies to the Operator user interface, the Agent, and the installer, and it survives any rebranding permitted under Section 2.7. Any removal or alteration of the required attribution is a material breach of this Agreement.

2.9 Restrictions. Except as expressly permitted in this Agreement or as required by applicable law that cannot be waived by contract, the Customer must not, and must not permit any Operator, End User, or third party to:

(a) remove, disable, bypass, tamper with, or otherwise circumvent any license-enforcement, license-heartbeat, grace-period, sunset/kill-switch, digital-signature, or other technical protection or metering mechanism in the Software, or take any action designed to make the Software operate beyond the scope, term, or quantities for which it is licensed or subscribed;

(b) remove, obscure, or alter the "powered by MyRemoting" attribution or any copyright, trademark, license, or other proprietary notice, except to apply permitted white-label branding under Section 2.7 in a manner that complies with Section 2.8;

(c) reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code, underlying structure, or algorithms of the Software, except and only to the extent that this restriction is prohibited by applicable law and cannot be waived. Where a statute grants the Customer a non-waivable right to decompile the Software or to obtain interoperability information, the conditions of that statute — and not the contractual notice requirement in this subsection — govern the exercise of that right; and, only to the extent the applicable law so permits, the Customer will first give the Vendor prior written notice and a reasonable opportunity to provide the needed information or interoperability;

(d) copy, modify, translate, or create derivative works of the Software, except for the branding and configuration expressly enabled by the Software and permitted under this Agreement, and except for making a reasonable number of copies of the Software as strictly necessary for backup or archival purposes in an On-Premises deployment;

(e) sell, resell, rent, lease, lend, distribute, host for, or otherwise make the Software available to any third party, or sublicense, assign, or transfer the Software or any rights under this Agreement, whether as a service bureau, managed service, or otherwise, except as expressly permitted in a written Order Form or a separate written agreement with the Vendor;

(f) install Agents on, or use the Software to access or manage, a number of Endpoints, Operators, or other licensed units that exceeds the quantities authorized by the applicable Order Form or the Vendor's then-current published pricing, or operate more Control Server instances than the deployment model permits; and

(g) use the Software in violation of the authorization, notice, consent, and lawful-use obligations set forth elsewhere in this Agreement, or to circumvent any consent, access-control, or audit feature of the Software.

2.10 Verification of Compliance. The license-enforcement mechanisms described in this Agreement, including the periodic license heartbeat, transmit only the deployment identity, Software version, and counts needed to validate the license, as further described in Article 6. The Customer's consent to those mechanisms is a condition of the license granted under this Article, and the Customer must not interfere with their operation. Nothing in this Section requires the Vendor to receive Endpoint data from an On-Premises deployment. In addition, the Customer will keep accurate records sufficient to verify its deployment counts and compliance with the licensed scope, and will retain those records during the term and for 24 months thereafter. No more than once in any twelve (12) month period, and on at least 30 days' prior written notice, the Vendor (or an independent auditor bound by confidentiality) may verify the Customer's compliance with the licensed scope during normal business hours in a manner that does not unreasonably interfere with the Customer's operations; for On-Premises deployments this verification may be satisfied by the Customer's self-certification of counts, and nothing in this Section requires the Customer to disclose, or the Vendor to receive, Endpoint data. If any verification or self-report shows use in excess of the licensed or subscribed quantities, the Customer will promptly true up by paying the Vendor's then-current fees for the excess usage from the date it began, without prejudice to the Vendor's other rights and remedies.

2.11 Feedback. If the Customer or any Operator provides the Vendor with any suggestions, ideas, enhancement requests, or other feedback regarding the Software ("Feedback"), the Customer grants the Vendor a perpetual, irrevocable, worldwide, royalty-free, fully paid-up, and sublicensable license to use, reproduce, modify, and otherwise exploit the Feedback for any purpose, without restriction, attribution, or compensation. The Vendor's exploitation of Feedback creates no residual ownership interest in the Customer.

Article 3. License Activation, Validation, Updates, and Sunset

3.1 Consent to License Enforcement. The Software includes automated license activation, validation, update, and deactivation mechanisms described in this Article. By installing, activating, or using the Software, the Customer knowingly and expressly consents to the operation of these mechanisms and acknowledges that they are a material condition of the license and of the fees charged. The Customer agrees not to disable, circumvent, block, interfere with, or attempt to defeat any of these mechanisms, and acknowledges that any attempt to do so is a material breach of this Agreement.

3.2 Offline License Validation. The Software validates the Customer's license offline by verifying an Ed25519 digital signature against a public key embedded in the Software. This validation does not itself require any connection to the Vendor or transmission of data. The Customer agrees not to alter, replace, tamper with, or attempt to forge the embedded public key, any License Key, license file or signature, or any component of the validation logic.

3.3 Periodic License Heartbeat. In addition to offline validation, the Control Server performs a periodic license "heartbeat" to the Licensing Service approximately every thirty (30) days. If a heartbeat attempt fails, the Software will retry approximately once per day until it succeeds. The Customer is responsible for permitting the outbound network connectivity the heartbeat requires; the Vendor does not warrant that the heartbeat will succeed on any network the Customer controls or restricts.

3.4 Content of the Heartbeat; No Endpoint Data. The heartbeat transmits only the license metadata reasonably necessary to validate the license, consisting of the deployment identity, the Software version, and applicable counts (the "Heartbeat Metadata"). The heartbeat does not transmit, and the Licensing Service does not collect through it, any Endpoint data, inventory, audit logs, session recordings, credential blobs, or other Customer or End-User content. This Section 3.4 governs only the license heartbeat; the Vendor's processing of data under the Hosted Service is governed separately by the DPA.

3.5 Grace Window and Countdown When the Licensing Service Is Unreachable. If the Licensing Service is unreachable when a heartbeat is due, the Software will continue to operate without interruption for a grace window of sixty (60) days measured from the last successful heartbeat (the "Heartbeat Grace Window"). Once a heartbeat becomes overdue, the Software may display a prominent countdown and warning notice indicating that the Licensing Service has not been reached; that notice is displayed while the Software continues to operate and does not by itself restrict functionality during the Heartbeat Grace Window. Mere unreachability of the Licensing Service does not cause the Software to deactivate, and the Software continues to operate and display the warning notice through and after the Heartbeat Grace Window; deactivation occurs only through the sunset mechanism described in Section 3.8 for a license that has been revoked, has expired, or has been terminated. The Customer acknowledges that these notices are an intended and consented-to behavior of the Software, and agrees not to suppress, hide, or alter them.

3.6 Software Updates. The Software includes an automatic update mechanism through which the Vendor may publish, and the Software may retrieve and apply, updates, including new versions, fixes, and improvements. The Customer consents to the operation of this update mechanism. Updates are provided subject to this Agreement, and the license terms in effect for the Software apply to each update unless the update is accompanied by different terms, in which case those terms govern that update.

3.7 Mandatory Security Updates. Notwithstanding any other provision of this Article, Mandatory Security Updates always apply and are exempt from, and are not blocked or delayed by, any license countdown, grace window, warning, or deactivation state described in this Agreement. The Customer consents to the automatic application of Mandatory Security Updates and acknowledges that they may be delivered and applied independent of the Software's license status.

3.8 Sunset and Deactivation. The Software includes a "sunset" mechanism (a license kill-switch) that deactivates a license that has been revoked, has expired, or has been terminated (including for non-payment), in each case after any applicable grace period has elapsed. Upon deactivation, the affected Software will cease to operate except to the limited extent, if any, necessary to display license status, apply Mandatory Security Updates under Section 3.7, or permit reactivation. The Customer acknowledges and agrees that deactivation under this Section is an intended and consented-to consequence of a revoked, expired, or terminated license, and is a remedy in addition to, and not in lieu of, the Vendor's other rights and remedies.

3.9 Convert-to-Hosted Grace. Where the Customer converts a Self-Hosted deployment to the Hosted Service, the Customer's prior Self-Hosted instance enters the Conversion Grace Period described in Section 2.6 and then deactivates in accordance with Section 3.8. The Customer retains and continues to own its license in accordance with the applicable Order Form and this Agreement.

3.10 Acknowledgment of Risk. The Customer acknowledges that the mechanisms described in this Article may cause the Software to display warnings or, following the applicable grace period, to cease operating. The Customer is solely responsible for maintaining the connectivity, valid license, and account standing required to keep the Software active, and for planning its operations accordingly. The Vendor is not liable for any consequence of the Software displaying a consented-to warning or deactivating in accordance with this Article.

Article 4. Authorized Use, Remote-Access Responsibilities, and End-User Consent

4.1 Authority Over Endpoints; Customer Representations and Covenants. The Customer represents, warrants, and covenants, as a continuing obligation for so long as any Agent is installed or any Endpoint is accessed through the Software, that for each and every Endpoint on which it installs, deploys, or permits the installation of an Agent, and which it or its Operators access through the Software:

• 4.1.1 the Customer owns the Endpoint or otherwise holds all rights, permissions, licenses, and authority necessary to install and run the Agent on it and to access it remotely through the Software; and
• 4.1.2 the Customer is authorized to install the Agent on and to remotely access, control, view, capture, record, transfer files to and from, run terminal commands and scripts on (including as the logged-in user and as the SYSTEM or root account), deploy and remove software on, patch, inventory, power off, restart, wake, and otherwise manage that Endpoint using all capabilities of the Software; and
• 4.1.3 the Customer has obtained, and will maintain, all consents, authorizations, and approvals from the owners, custodians, and users of the Endpoint that are necessary for the acts described in Section 4.1.2.

The Customer's authority under this Section 4.1 extends to every feature it elects to use, including unattended and attended remote control, remote terminal and console access, the whole-filesystem file browser, file transfer and the clipboard file bridge, process and task management, remote power control and wake-on-LAN, live screen viewing and session recording, hardware/software/OS/network/GPU/security-posture inventory, patch management, software deployment, the fleet script runner, alerting, two-technician collaboration, and the WireGuard mesh network overlay, including its optional same-LAN network segmentation.

4.2 Acknowledgment of Elevated Privileges and the Power of the Software. The Customer acknowledges and agrees that the Agent runs with elevated administrative privileges (Windows SYSTEM, and root on macOS and Linux) and that, by design, the Software grants Operators broad and powerful control over each Endpoint, including the ability to view and record the screen and activity of the person physically present at the Endpoint, to read, alter, transfer, and delete files, to execute arbitrary commands and code, to install and remove software, to blank the local screen and block local input, and to power the Endpoint off or on. The Customer understands that these capabilities can materially affect the security, availability, privacy, and lawful operation of each Endpoint and of the persons who use it, and the Customer accepts full responsibility for how it, its Operators, and its End Users exercise them.

4.3 End-User Notice and Consent. As between the Customer and the Vendor, the Customer is solely responsible for providing any notice to, and for obtaining and maintaining any consent, authorization, or acknowledgment from, each End User and any other affected individual that is required by applicable law, contract, or workplace policy in connection with the installation of the Agent and the remote access, monitoring, screen viewing, recording, and other processing performed through the Software. This responsibility applies whether access is attended or unattended and regardless of whether the Customer enables any of the consent-related features described in Section 4.6.

4.4 Compliance With Laws. The Customer, its Operators, and its End Users must use the Software in compliance with all laws, regulations, and legal requirements applicable to their use, including without limitation laws governing (a) wiretapping, interception, eavesdropping, and the recording of communications, screens, keystrokes, audio, and video; (b) privacy and data protection; (c) monitoring of employees, contractors, and other workers, including any notice, consent, works-council, or registration requirements; (d) computer fraud, unauthorized access, and misuse of computers and networks; and (e) export controls, economic sanctions, and trade restrictions, including any prohibition on making the Software or access to it available to embargoed jurisdictions or restricted parties. The Customer is responsible for determining which laws apply to its use and for satisfying them; the Vendor does not warrant that the Software or any configuration of it results in compliance with any law.

4.5 Acceptable Use; Prohibited Conduct. The Customer must not, and must not permit any Operator, End User, or other person to, use the Software:

• 4.5.1 to access, control, monitor, view, record, or manage any computer, device, or system without the authorization required by Section 4.1 or in excess of the authority actually granted;
• 4.5.2 as stalkerware or for covert, surreptitious, or deceptive surveillance of any person in violation of law, or to track, monitor, or record any individual without the notice and consent required under Sections 4.3 and 4.4;
• 4.5.3 for any unlawful, fraudulent, harassing, abusive, defamatory, or infringing purpose, or to violate the intellectual-property, privacy, or other rights of any person;
• 4.5.4 to develop, store, transmit, or deploy malware, ransomware, or other malicious code, or to gain or attempt to gain unauthorized access to, disrupt, or damage any system, network, data, or account;
• 4.5.5 to probe, scan, overload, interfere with, circumvent the security or license-enforcement mechanisms of, or otherwise harm, the Software, the Licensing Service, the Hosted Service, or any Vendor or third-party systems or networks; or
• 4.5.6 in violation of the Vendor's then-current published acceptable-use or documentation requirements, or in any manner not expressly authorized by this Agreement.

4.6 Consent and Access-Control Features Are Tools, Not a Warranty. The Software includes features intended to help the Customer administer authorized access and evidence consent, including the per-Operator credential gate (requiring the calling Operator's own machine login or access-code clearance, or an End-User approval at the Endpoint), attended-consent and branded-consent banners, unattended-access policies (business-hours windows, mandatory multi-factor authentication, a reason-for-access, and audit), role-based access control, required TOTP two-factor authentication for Operators, privacy toggles that blank the remote screen from capture and block local input, and an append-only session audit log. These features are configurable tools provided for the Customer to deploy at its discretion. The Customer is responsible for selecting, enabling, configuring, and maintaining them appropriately for its circumstances. The Vendor does not warrant, and nothing in the Software or this Agreement shall be construed as a representation, that these features, whether used alone or together, will prevent, detect, or remedy unauthorized access, misuse, or unlawful conduct, or that they satisfy any legal notice, consent, or compliance obligation. The Software is provided AS IS as set forth in this Agreement.

4.7 Responsibility for Operators and End Users. The Customer is responsible for the acts and omissions of its Operators, End Users, administrators, agents, and any other person who accesses or uses the Software through the Customer's Control Server, Agents, deployment, or credentials, as if they were the acts and omissions of the Customer. The Customer must ensure that each such person is bound by, and complies with, obligations at least as protective as those in this Article 4, and the Customer remains liable for their compliance and conduct.

4.8 Effect of Breach. The representations, warranties, and covenants in this Article 4 are material to this Agreement. Without limiting any other right or remedy, a breach of this Article 4 entitles the Vendor to exercise the suspension, deactivation, and termination rights set out elsewhere in this Agreement, and the Customer will defend, indemnify, and hold the Vendor harmless from claims arising out of the Customer's, its Operators', or its End Users' breach of this Article 4, as further provided in Article 7.

Article 5. Fees, Trial, Billing, Renewal, and Suspension

5.1 Scope of This Article. This Article governs all fees, charges, trials, billing, renewals, suspension, and deactivation for the Software, whether licensed On-Premises or provided as the Hosted Service. The applicable fees, quantities, tiers, and billing frequency are as set out in the applicable Order Form or, where no Order Form specifies them, in the Vendor's then-current published pricing. In the event of a conflict between an Order Form and this Article as to a commercial term, the Order Form controls for that term as provided in Section 9.8.

5.2 On-Premises License Fee. For an On-Premises deployment, the Customer shall pay the one-time license fee stated in the applicable Order Form for a perpetual license to run the Control Server on the Customer's own infrastructure. As of Version 2026.07 of this Agreement, the Vendor's published price is USD $399 per deployment; this amount is illustrative only, is subject to the Vendor's then-current pricing, and does not fix the fee for any future or additional deployment. Except as required by applicable law or by a refund policy the Vendor has expressly stated in writing, the On-Premises license fee is non-refundable once paid. Payment of the license fee entitles the Customer to the license granted under this Agreement and does not, by itself, include any separate maintenance, update, support, or hosting service, which are governed by Sections 5.3 and 5.4.

5.3 Maintenance, Updates, and Support Fees. Any maintenance, software-update entitlement, or support offering for an On-Premises deployment (including any applicable support or service-level terms) is separate from the one-time license fee and applies only if and to the extent stated in an Order Form or the Vendor's then-current published pricing. Nothing in this Section limits the Vendor's delivery of Mandatory Security Updates, which are provided as described in this Agreement and are not conditioned on a separate maintenance fee. The absence of a paid maintenance or support entitlement does not by itself deactivate an otherwise valid On-Premises license.

5.4 Hosting-Conversion (Convert to Hosted) Fee. If the Customer elects to have the Vendor host its Control Server under the "let us host it" option, the Customer retains and continues to own its existing license and pays a recurring service-only hosting fee as stated in the applicable Order Form or the Vendor's then-current published pricing. Upon conversion, the Customer's prior Self-Hosted Control Server instance enters the Conversion Grace Period and then deactivates in accordance with Section 2.6 and the license-enforcement provisions of this Agreement. The service-only hosting fee is billed as a recurring subscription and is subject to Sections 5.6 through 5.13 of this Article in the same manner as other Hosted Service fees.

5.5 Hosted Service Subscription Fees. For the Hosted Service, the Customer shall pay the recurring subscription fee stated in the applicable Order Form or the Vendor's then-current published pricing, at the billing frequency stated there (for example, monthly or annually). Subscription fees are charged in advance for each billing period unless the applicable Order Form states otherwise.

5.6 Free Trial. The Hosted Service may be offered with a seven (7) day free trial. Starting a trial requires a verified payment card, which is processed through the Vendor's third-party payment processor as described in Section 5.7. The Vendor will present the material terms of the trial and its automatic conversion — including that the subscription will begin automatically, the amount of the first charge, and the date it will occur — in a clear and conspicuous manner before the Customer starts the trial and provides payment-card information. Unless the Customer cancels before the end of the trial period, the subscription automatically begins at the end of the trial and the payment card is charged the then-applicable subscription fee. The Vendor may limit trials to one per Customer and may modify or discontinue trial offers at any time. Except as required by applicable law or a stated policy, amounts charged after a trial converts are subject to the no-refund provision in Section 5.11.

5.7 Payment Processor (Stripe). Hosted Service and hosting-conversion fees, and card verification for the free trial, are billed and processed through Stripe, a third-party payment processor. By providing payment-card or other payment information, the Customer authorizes the Vendor and its payment processor to store that information and to charge it for all applicable fees, including trial conversions, renewals, and taxes. The Customer's use of the payment processor is subject to that processor's own terms and privacy policy, and the Vendor is not responsible for the acts or omissions of the payment processor. The Customer is responsible for keeping its payment information current and valid.

5.8 Auto-Renewal. Each Hosted Service subscription automatically renews for successive billing periods of the same length until cancelled, and the payment card on file is charged the then-applicable fee at the start of each renewal period. The Vendor will make available a self-service mechanism through which the Customer can cancel the subscription or turn off auto-renewal online at any time, and, for annual or longer billing periods, the Vendor will provide a renewal reminder before each renewal charge, in each case as required by and consistent with applicable automatic-renewal laws. The Customer may also cancel auto-renewal by giving notice to the Vendor; cancellation takes effect at the end of the then-current billing period, and, except as required by applicable law or a stated policy, the Customer remains responsible for fees already incurred and is not entitled to a refund of fees for the current period.

5.9 Failed Payment, Dunning, Suspension, and Deactivation. If a charge for the Hosted Service or a hosting-conversion fee fails, the account enters a dunning process of 14 days during which the Vendor may reattempt the charge and notify the Customer. If the amount due remains unpaid, the Vendor may suspend the Customer's access to the Hosted Service, and, after the applicable grace period (30 days), the license may be deactivated in accordance with the license-enforcement (including sunset/kill-switch) provisions of Article 3. Suspension or deactivation for non-payment does not relieve the Customer of its obligation to pay amounts already due. The Customer acknowledges that suspension may interrupt remote access to Endpoints and related functions and that it is responsible for maintaining any alternative means of access it requires.

5.10 Taxes. All fees are exclusive of taxes. The Customer is responsible for all sales, use, value-added, goods-and-services, withholding, and similar taxes, duties, and governmental charges arising from this Agreement, excluding taxes based on the Vendor's net income. If the Vendor is required to collect or remit any such tax, that amount will be added to and invoiced with the fees. If the Customer is exempt from a tax, it shall provide a valid exemption certificate.

5.11 No Refunds. Except as expressly required by applicable law or by a refund policy the Vendor has stated in writing, all fees are non-refundable and are payable in the full amounts and at the times stated in the applicable Order Form or the Vendor's then-current published pricing, without setoff or deduction. Amounts are stated and payable in United States Dollars (USD).

5.12 Price Changes. The Vendor may change its fees. For recurring Hosted Service or hosting-conversion fees, a fee change takes effect on the next renewal period following notice to the Customer given at least 30 days before that renewal, and the Customer's continued use of the Hosted Service after the change takes effect constitutes acceptance of the changed fee; if the Customer does not accept the change, its sole remedy is to cancel before the change takes effect as provided in Section 5.8. A change to the Vendor's then-current published pricing does not alter the one-time license fee already paid for an existing On-Premises deployment.

5.13 Late Payments. Except for amounts the Customer disputes in good faith with reasonable prior notice, any amount not paid when due accrues interest from the due date until paid at the lesser of 1.5% per month or the maximum rate permitted by applicable law, and the Customer is responsible for the Vendor's reasonable costs of collection, including reasonable attorneys' fees.

Article 6. Data Protection, Privacy, and Security

6.1 Scope of This Article. This Article describes how personal data and other data are handled in connection with the Software and allocates the parties' respective responsibilities for data protection, privacy, and security. Data handling depends on the Customer's deployment model, as further described below. This Article does not limit the Customer's obligations under Article 4, and in the event of a conflict regarding the processing of personal data in the Hosted Service, the DPA controls.

6.2 Self-Hosted Deployments; Controller Status; Vendor Data Received.

6.2.1 In an On-Premises deployment, the Customer operates the Control Server on its own infrastructure and is the sole controller of, and is solely responsible for, all data the Control Server collects, generates, or stores, including Endpoint inventory, audit logs, session recordings, and credential blobs. The Vendor does not host, access, or receive this data.

6.2.2 The only data that flows from an On-Premises deployment to the Vendor is Heartbeat Metadata reasonably necessary to validate the license, consisting of the deployment identity, the Software version, and applicable counts, together with any optional support telemetry the Customer affirmatively enables. The Customer consents to the transmission and Vendor's processing of this Heartbeat Metadata as a condition of the license, as further described in Article 3.

6.2.3 With respect to Heartbeat Metadata and any opt-in support telemetry the Vendor receives under Section 6.2.2, the Vendor processes such data as an independent controller solely to validate licenses, enforce this Agreement, and, where enabled, provide support. The Vendor does not act as the Customer's processor for On-Premises deployments.

6.3 Vendor-Hosted (Hosted Service) Deployments; Processor Status; DPA.

6.3.1 In a Hosted Service deployment, the Customer is the controller and the Vendor is the processor of Customer and Endpoint personal data processed through the Control Server. The Vendor will process such personal data only on the Customer's documented instructions, which include this Agreement, the Customer's configuration and use of the Software, and the DPA, except where applicable law requires otherwise.

6.3.2 The DPA governs the Vendor's processing of personal data in the Hosted Service, including subject-matter and duration, the nature and purpose of processing, categories of data subjects and personal data, sub-processing, security measures, assistance with data-subject requests, breach notification, and deletion or return of data on termination. The current version of the DPA is available at https://myremoting.iownsoftware.com/legal/dpa. The Customer must not rely on the Hosted Service to process personal data unless a DPA is in effect; if the parties do not execute a separate DPA, the Vendor's then-current published DPA applies to the Hosted Service.

6.3.3 The Customer is responsible for establishing a lawful basis for the personal data it directs the Vendor to process and for the accuracy and lawfulness of its processing instructions.

6.3.4 International Data Transfers. To the extent the Vendor's processing of personal data under the Hosted Service involves a cross-border transfer of personal data, that transfer is governed by the transfer mechanism set out in the DPA (for example, the applicable Standard Contractual Clauses, the UK International Data Transfer Addendum, or a recognized adequacy basis).

6.4 Agent-Encrypted Credential Vault. Endpoint credentials saved through the Software are encrypted by the Agent on a per-Operator basis, and the Control Server stores only ciphertext that it is not able to decrypt or read. As a result, the Vendor cannot read stored Endpoint credentials, and, in an On-Premises deployment, the party operating the Control Server likewise cannot read stored Endpoint credentials. The Customer acknowledges that this design places responsibility for the safekeeping and recovery of the encryption keys and Operator credentials on the Customer and its Operators, and that credentials which become unrecoverable cannot be recovered by the Vendor.

6.5 Security Responsibilities.

6.5.1 Vendor. For the Hosted Service, the Vendor will maintain the technical and organizational security measures described in the DPA. For On-Premises deployments, the Vendor's security responsibility is limited to the Software as delivered and to the Heartbeat Metadata and opt-in telemetry it receives.

6.5.2 Customer. The Customer is responsible for securely deploying, configuring, operating, updating, and monitoring the Software within its environment, including, in On-Premises deployments, the Control Server and its underlying infrastructure, networks, operating systems, and backups. The Customer is responsible for administering the Software's access-control and consent features, including role-based access control, required TOTP two-factor authentication, the per-Operator credential gate, unattended-access policies, attended-consent banners, and the session audit log, and for managing Operator accounts, credentials, and permissions. The Customer acknowledges that these features support, but do not guarantee, appropriate authorization and that their effectiveness depends on the Customer's configuration and use.

6.5.3 No Perfect Security. The Customer acknowledges that no software, system, or security measure is perfectly secure and that the Vendor does not warrant that the Software or any deployment will be free from vulnerabilities, intrusion, or unauthorized access. The Software is provided "AS IS," and this Section 6.5 does not create any warranty or guarantee of security. This Section is subject to Article 7 (Warranties, Disclaimers, Limitation of Liability, and Indemnification).

6.6 Backups and Lawful Data Handling. In On-Premises deployments, the Customer is solely responsible for backing up its Control Server and all data it holds, and the Vendor has no obligation to store, retain, back up, or restore such data. The Customer is responsible for its lawful collection, use, retention, disclosure, and deletion of all data processed through the Software, including inventory, audit logs, session recordings, and any personal data of Operators or End Users, and for providing any legally required notices to and obtaining any legally required consents from data subjects in connection with such data.

6.7 Privacy Policy. The Vendor's collection and use of personal data in connection with the Vendor's websites, the Hosted Service, license administration, and support are described in the Vendor's Privacy Policy, available at https://myremoting.iownsoftware.com/legal/privacy, which is incorporated into this Agreement by reference. In the event of a conflict between the Privacy Policy and the DPA regarding the Vendor's processing of personal data as a processor in the Hosted Service, the DPA controls.

6.8 Third-Party Components. The Software incorporates Third-Party Components, including, for example, WireGuard and Go libraries, that are licensed under their own respective license terms. Those components are provided subject to, and the Customer's use of them is governed by, their applicable open-source licenses, and to the extent those licenses require, their terms apply notwithstanding anything in this Agreement to the contrary. The Vendor makes the applicable notices and license texts available with or within the Software or upon request.

Article 7. Warranties, Disclaimers, Limitation of Liability, and Indemnification

7.1 Mutual Authority Warranties. Each party represents and warrants to the other that (a) it has the full right, power, and authority to enter into and perform this Agreement; (b) its execution and acceptance of this Agreement have been duly authorized; and (c) this Agreement, when accepted as described in Section 1.2, constitutes a valid and binding obligation enforceable against it in accordance with its terms.

7.2 Customer Authorization Warranty. The Customer represents and warrants, on a continuing basis, that: (a) it is authorized to install and operate the Agent on, and to remotely access, monitor, and control, each Endpoint on which the Agent is deployed or to which an Operator connects; (b) it has provided any notice to, and obtained any consent from, each End User that is required by applicable law before deploying the Agent or initiating unattended or attended access; and (c) its use of the Software, and the use by its Operators and End Users, complies with all applicable laws, including laws governing wiretapping, interception of communications, privacy and data protection, employee and workplace monitoring, and computer access and fraud. The consent, access-control, and audit features described in this Agreement (including the per-Operator credential gate, attended-consent banners, unattended-access policies, role-based access control, required two-factor authentication, and the session audit log) are provided as tools to assist the Customer in meeting these obligations; the Customer remains solely responsible for authorization, notice, and consent, and the Vendor does not warrant that any such feature prevents misuse, unauthorized access, or unlawful use.

7.3 Vendor Limited Warranty. The Vendor warrants that it has the right to license or provide the Software as set forth in this Agreement. Except for the warranties expressly stated in Sections 7.1 and 7.3, the Software and, where applicable, the Hosted Service are provided as described in Section 7.4.

7.4 Disclaimer of Warranties. EXCEPT FOR THE EXPRESS WARRANTIES IN SECTIONS 7.1 AND 7.3, THE SOFTWARE, THE AGENT, mr-support, THE CONTROL SERVER, AND THE HOSTED SERVICE ARE PROVIDED "AS IS" AND "AS AVAILABLE," WITH ALL FAULTS. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE VENDOR AND ITS SUPPLIERS AND LICENSORS DISCLAIM ALL OTHER WARRANTIES, CONDITIONS, AND REPRESENTATIONS, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING ANY IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING, USAGE, OR TRADE PRACTICE.

7.5 Specific Security and Compliance Disclaimers. WITHOUT LIMITING SECTION 7.4, THE VENDOR SPECIFICALLY DOES NOT WARRANT AND EXPRESSLY DISCLAIMS ANY REPRESENTATION THAT THE SOFTWARE OR THE HOSTED SERVICE: (a) WILL PREVENT, DETECT, OR BLOCK UNAUTHORIZED ACCESS TO ANY ENDPOINT, CONTROL SERVER, ACCOUNT, OR DATA; (b) IS OR WILL BE SECURE, UNINTERRUPTED, ERROR-FREE, OR FREE OF HARMFUL COMPONENTS; (c) WILL MEET THE CUSTOMER'S REQUIREMENTS OR ACHIEVE ANY PARTICULAR RESULT; OR (d) WILL CAUSE THE CUSTOMER, ITS OPERATORS, OR ITS END USERS TO BE, OR OPERATE IN A MANNER THAT IS, COMPLIANT WITH ANY LAW, REGULATION, STANDARD, OR CONTRACTUAL OBLIGATION. THE AGENT RUNS WITH ELEVATED (WINDOWS SYSTEM / macOS AND LINUX ROOT) PRIVILEGES, AND THE CUSTOMER ACKNOWLEDGES THE INHERENT RISKS OF REMOTE ACCESS, REMOTE CODE AND SCRIPT EXECUTION, REMOTE POWER CONTROL, AND FILE, PROCESS, AND CONSOLE ACCESS. THE CUSTOMER IS RESPONSIBLE FOR EVALUATING WHETHER THE SOFTWARE IS APPROPRIATE FOR ITS INTENDED USE AND FOR MAINTAINING BACKUPS AND OTHER SAFEGUARDS.

7.6 Third-Party Components. The Software incorporates Third-Party Components (for example, WireGuard and Go libraries), each licensed under its own terms. Such components are provided by their respective licensors "as is," and the Vendor makes no warranty with respect to them beyond what is stated in this Agreement, to the extent permitted by the applicable component license.

7.7 Exclusion of Indirect Damages. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NEITHER PARTY, NOR THE VENDOR'S SUPPLIERS OR LICENSORS, WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, GOODWILL, BUSINESS, USE, OR DATA, OR COSTS OF PROCUREMENT OF SUBSTITUTE PRODUCTS OR SERVICES, ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE SOFTWARE, HOWEVER CAUSED AND UNDER ANY THEORY OF LIABILITY (WHETHER IN CONTRACT, TORT, INCLUDING NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE), EVEN IF THE PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND EVEN IF A LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.

7.8 Liability Cap. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, AND EXCEPT AS PROVIDED IN SECTION 7.9, EACH PARTY'S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THIS AGREEMENT AND THE SOFTWARE WILL NOT EXCEED THE GREATER OF (i) THE TOTAL FEES ACTUALLY PAID OR PAYABLE BY THE CUSTOMER TO THE VENDOR UNDER THIS AGREEMENT DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT FIRST GIVING RISE TO THE LIABILITY, AND (ii) THE ONE-TIME ON-PREMISES LICENSE FEE PAID FOR THE APPLICABLE DEPLOYMENT (OR, IF NO ONE-TIME LICENSE FEE APPLIES, USD $500). FOR A PERPETUAL ON-PREMISES LICENSE ACQUIRED FOR A ONE-TIME FEE, THE ONE-TIME LICENSE FEE FOR THE APPLICABLE DEPLOYMENT COUNTS TOWARD THIS CAP WITHOUT REGARD TO WHEN IT WAS PAID OR TO THE TWELVE-MONTH LOOKBACK (PLUS ANY HOSTING OR OTHER RECURRING FEES PAID IN THE PRECEDING TWELVE (12) MONTHS). NOTWITHSTANDING THE FOREGOING, THE VENDOR'S TOTAL AGGREGATE LIABILITY UNDER ITS INDEMNIFICATION OBLIGATION IN SECTION 7.11 WILL NOT EXCEED TWO (2) TIMES THE AMOUNT DETERMINED UNDER THIS SECTION. THE PARTIES ACKNOWLEDGE THAT THE FEES REFLECT THIS ALLOCATION OF RISK AND THAT THESE LIMITATIONS ARE AN ESSENTIAL BASIS OF THE BARGAIN.

7.9 Exceptions to the Limitations. The exclusions in Section 7.7 and the cap in Section 7.8 do not apply to: (a) the Customer's indemnification obligations under Section 7.10 (the Vendor's indemnification obligation under Section 7.11 remains subject to the separate super-cap stated in Section 7.8); (b) the Customer's breach of the license scope, restrictions, or use limitations of this Agreement (including the Customer's obligation to preserve the required "powered by MyRemoting" attribution), the Customer's infringement or misappropriation of the Vendor's intellectual property, or amounts owed by the Customer for the Software or Hosted Service; (c) a party's gross negligence, willful misconduct, or fraud; and (d) any liability that cannot be excluded or limited under applicable law. Nothing in this Agreement limits either party's liability for death or personal injury caused by its negligence, or for any other liability that applicable law does not permit to be limited or excluded.

7.10 Indemnification by the Customer. The Customer will defend, indemnify, and hold harmless the Vendor and its affiliates, and their respective officers, directors, employees, and agents, from and against any third-party claim, demand, suit, or proceeding, and any resulting losses, damages, liabilities, penalties, settlements, and reasonable attorneys' fees and costs, to the extent arising out of or relating to: (a) the use of the Software, the Agent, mr-support, or the Hosted Service by the Customer, its Operators, or its End Users; (b) the deployment of an Agent on, or remote access to, any Endpoint without the authorization, notice, or consent required by law, or any unauthorized access, surveillance, or monitoring; (c) any use of the Software for unlawful surveillance, "stalkerware," or unauthorized access to systems or data; (d) the Customer's violation of any applicable law, including wiretap, privacy, data-protection, employment-monitoring, and computer-access laws; (e) the Customer's breach of this Agreement; (f) the Customer's use of the Software in any High-Risk Activity as described in Section 7.13; or (g) any content, branding, configuration, script, credential, or data that the Customer, its Operators, or its End Users provide to, store in, deploy through, or process with the Software.

7.11 Indemnification by the Vendor. The Vendor will defend the Customer against any third-party claim alleging that the Software, as provided by the Vendor and used in accordance with this Agreement, directly infringes that third party's patent, copyright, or trademark, or misappropriates its trade secret, and the Vendor will indemnify the Customer for damages and reasonable attorneys' fees finally awarded against the Customer by a court of competent jurisdiction, or agreed to in settlement by the Vendor, for such a claim. This Section 7.11 does not apply, and the Vendor will have no obligation, to the extent a claim arises from: (a) modification of the Software by anyone other than the Vendor, or use of any version of the Software other than a current, unmodified version where use of a current version would have avoided the claim; (b) combination, operation, or use of the Software with software, hardware, data, or services not provided by the Vendor, where the claim would not have arisen but for the combination; (c) the Customer's white-label branding, logos, names, accent colors, or other content, materials, scripts, or configurations supplied by or on behalf of the Customer, its Operators, or its End Users; (d) the Customer's continued allegedly infringing activity after being notified to stop or after being provided a non-infringing modification or replacement; or (e) use of the Software in violation of this Agreement or applicable law. If the Software becomes, or in the Vendor's reasonable opinion is likely to become, the subject of an infringement claim, the Vendor may, at its option and expense, (i) procure the right for the Customer to continue using the Software, (ii) modify or replace it to make it non-infringing while preserving materially equivalent functionality, or (iii) if neither (i) nor (ii) is commercially reasonable, terminate the affected license or Hosted Service subscription and refund the Customer any prepaid, unused fees for the terminated portion (and, for a perpetual On-Premises license, a pro-rata portion of the one-time license fee amortized over thirty-six (36) months). This Section 7.11, subject to the super-cap in Section 7.8, states the Vendor's entire liability, and the Customer's exclusive remedy, for any claim of infringement or misappropriation.

7.12 Indemnification Procedure. The party seeking indemnification (the "Indemnified Party") will: (a) promptly notify the other party (the "Indemnifying Party") in writing of the claim (provided that a delay in notice will relieve the Indemnifying Party of its obligations only to the extent it is actually prejudiced); (b) give the Indemnifying Party sole control of the defense and settlement of the claim (except that the Indemnifying Party may not settle any claim in a manner that imposes any non-monetary obligation, liability, or admission of fault on the Indemnified Party without its prior written consent, not to be unreasonably withheld); and (c) provide reasonable cooperation at the Indemnifying Party's expense. The Indemnified Party may participate in the defense with counsel of its own choosing at its own expense.

7.13 High-Risk Activities. The Software is designed for general business remote-access and management use. It is not designed, intended, or authorized for use in any environment or application where the failure, delay, or unintended operation of the Software — including remote power control (shutdown, restart, or wake), remote code or script execution, blanking of the screen, or blocking of local input — could lead to death, personal injury, or severe physical, environmental, or property damage, including the operation of life-support or other medical devices, nuclear facilities, aircraft or other flight or air-traffic control systems, or safety-critical industrial control systems (collectively, "High-Risk Activities"). The Customer will not use, and will not permit any Operator or End User to use, the Software for any High-Risk Activity; the Customer assumes all risk arising from any such use; and the Customer will defend and indemnify the Vendor against any claim arising out of or relating to the use of the Software in any High-Risk Activity, as provided in Section 7.10.

Article 8. Term, Termination, and Effect of Termination

8.1 Effectiveness of this Agreement. This Agreement takes effect on the earlier of the date the Customer first installs or configures a Control Server or otherwise accepts this Agreement, and, as to each Operator, on the date that Operator accepts an invitation to the Control Server. It remains in effect for the duration of the applicable license or subscription term described in this Article and until terminated in accordance with it. The version of this Agreement in effect is 2026.07 unless a superseding version applies under Section 9.15.

8.2 Term of the On-Premises License. Subject to the Customer's continued compliance with this Agreement and to the license-enforcement and sunset terms in Section 8.7 and Article 3, a perpetual On-Premises license granted under an Order Form or the Vendor's then-current published pricing is perpetual in duration and does not expire on a fixed date. A perpetual On-Premises license entitles the Customer to run the licensed version of the Software indefinitely; however, entitlement to Software updates, upgrades, and Vendor support is provided only for so long as the Customer maintains any applicable maintenance or support subscription described in the Order Form or applicable support or service-level terms, except that Mandatory Security Updates are provided and applied without regard to the status of any maintenance subscription and are exempt from any license countdown.

8.3 Term of the Hosted Service. A subscription to the Hosted Service begins on the start date stated in the Order Form or at checkout, including any 7-day card-verified free trial, and continues for the subscription term stated there. Unless the Customer cancels in accordance with Section 8.4, each subscription term automatically renews for successive terms of equal length at the Vendor's then-current fees, and the Customer authorizes the Vendor and its payment processor (Stripe) to charge the Customer's payment method for each renewal until the subscription is cancelled.

8.4 Cancellation and Termination for Convenience of the Hosted Service. The Customer may cancel the Hosted Service, or elect not to renew, at any time through the account controls the Vendor makes available or by written notice to the Vendor. Cancellation takes effect at the end of the then-current billing period (or, during the free trial, at the end of the trial), and, except as required by law or a stated refund policy, no refund or credit is due for the unused portion of any paid period. A trial that is not cancelled before it ends converts into a paid subscription and begins to incur fees. The Vendor may terminate the Hosted Service for convenience on 30 days' prior written notice, in which case the Vendor will refund any prepaid, unearned fees for the terminated period.

8.5 Suspension (Hosted Service).

8.5.1 Non-payment. If a charge for the Hosted Service fails, the account enters dunning as described in Section 5.9, and the Vendor may suspend the Customer's access to the Hosted Service following the applicable dunning period. Suspension does not relieve the Customer of its obligation to pay fees that have accrued. If the failed amount remains unpaid after the applicable grace period, the Vendor may terminate the subscription and deactivate the affected license as described in Section 8.7. Suspension or deactivation of the Control Server disables Operator access; it does not by itself remove Agents from Endpoints, which remain the Customer's responsibility to remove under Section 8.8.

8.5.2 Emergency suspension. The Vendor may suspend all or any part of the Hosted Service, or access by a specific Operator or to a specific Endpoint, immediately and without prior notice where the Vendor reasonably believes that continued operation presents a security risk, involves unlawful use (including unlawful surveillance or stalkerware), materially breaches Article 4, or threatens the integrity, security, or availability of the Hosted Service, the Licensing Service, or other customers. The Vendor will notify the Customer promptly and will restore the suspended access once the Customer has cured the condition giving rise to the suspension. A suspension under this Section does not relieve the Customer of its payment obligations and is without prejudice to the Vendor's termination rights.

8.6 Termination for Cause.

8.6.1 Material breach. Either party may terminate this Agreement (or the affected Order Form) if the other party materially breaches this Agreement and fails to cure the breach within thirty (30) days after receiving written notice describing it in reasonable detail.

8.6.2 Immediate termination by the Vendor. Notwithstanding Section 8.6.1, the Vendor may suspend or terminate this Agreement, any license, and any Order Form immediately, without a cure period, if the Customer or any Operator: (a) circumvents, disables, tampers with, or attempts to defeat the license validation, heartbeat, grace-period, sunset, or usage-scope mechanisms of the Software, or uses the Software beyond the scope, deployment count, or model authorized by the applicable Order Form or published pricing; (b) removes, obscures, or alters the required "powered by MyRemoting" attribution or any copyright, trademark, or proprietary notice; (c) uses the Software for any unlawful purpose, including unlawful surveillance, stalkerware, or unauthorized access to systems, or in violation of Article 4; or (d) fails to pay fees when due and does not cure that failure within 10 days after notice. Termination under this Section 8.6.2 is in addition to the Vendor's other rights and remedies.

8.7 Effect of Termination — License Deactivation and Sunset. Upon expiration or termination of a license or the Hosted Service, the license validated by the Software is subject to deactivation through the Software's sunset mechanism after the applicable grace period, as described in Article 3. For clarity: (a) license validation occurs offline against the Ed25519 public key embedded in the Software and does not require Vendor connectivity; (b) where the Licensing Service is used for the periodic heartbeat, the Software continues to operate through the Heartbeat Grace Window and displays a prominent countdown or warning before deactivation; and (c) Mandatory Security Updates continue to apply and are not withheld by the sunset mechanism. Where the Customer has elected the convert-to-Hosted ("let us host it") path, the Customer keeps and owns its license, and the Customer's prior Self-Hosted Control Server instance enters the Conversion Grace Period and then deactivates as described in Section 2.6.

8.8 Effect of Termination — Cessation of Use and Removal. Upon expiration or termination of the applicable license or subscription, and subject to any grace period expressly provided in Section 8.7, the Customer must promptly stop all use of the affected Software and cause the Control Server, all Agents, and mr-support and any related components to be uninstalled and removed from the Customer's infrastructure and from each Endpoint, and must destroy or return any copies in its possession or control. The Customer remains responsible for removing Agents from Endpoints even where deactivation of the Control Server has disabled Operator access.

8.9 Effect of Termination — Data.

8.9.1 Self-Hosted (On-Premises). For Self-Hosted deployments, the Customer controls the Control Server and all data it holds, including inventory, audit logs, session recordings, and agent-encrypted credential blobs, and is responsible for exporting, retaining, or deleting that data. The Vendor does not hold this data and has no obligation to return or delete it. The Vendor's obligations with respect to Heartbeat Metadata and any optional support telemetry the Customer enabled are governed by Article 6.

8.9.2 Hosted Service. For the Hosted Service, on termination the return, export, and deletion of Endpoint and Operator data processed by the Vendor as processor are governed by the DPA. Following the post-termination retrieval period stated in the DPA, the Vendor will delete or de-identify such data as provided in the DPA, except for data the Vendor is required to retain by law. Because the credential vault is agent-encrypted, the Vendor stores only ciphertext it cannot read, and any such stored credential blobs are deleted with the associated account data.

8.10 Accrued Rights and Fees. Termination or expiration does not relieve the Customer of its obligation to pay all fees that accrued or became payable before the effective date of termination, and, for the Hosted Service terminated by the Vendor for cause under Section 8.6, all fees for the remainder of the then-current subscription term become immediately due. Except as required by law or under a stated refund policy, fees already paid are non-refundable. All fees are exclusive of taxes as provided in Section 5.10.

8.11 Survival. The following provisions survive expiration or termination of this Agreement, together with any other provision that by its nature should survive: this Article 8 (including the perpetual nature of a fully-paid On-Premises license and accrued-fee obligations); Section 1.6 (Definitions); the intellectual property, ownership, reservation-of-rights, and feedback provisions of Article 2; the required-attribution obligation; the warranty disclaimers and "AS IS" provisions, the limitation-of-liability provisions, the High-Risk Activities provision, and the indemnification provisions of Article 7; the confidentiality provisions of Article 9; the data and privacy obligations that by their terms survive (including the DPA); and the governing-law, venue, equitable-relief, and general provisions of Article 9. Termination of this Agreement is without prejudice to any other right or remedy available to a party at law or in equity.

Article 9. Compliance, Governing Law, and General Provisions

9.1 Export Controls and Economic Sanctions. The Customer will comply with all applicable export control, import, and economic-sanctions laws and regulations, including those administered by the U.S. Department of Commerce (Export Administration Regulations) and the U.S. Department of the Treasury's Office of Foreign Assets Control (OFAC). The Customer represents and warrants that (a) it is not located in, organized under the laws of, or ordinarily resident in any country or territory subject to comprehensive U.S. sanctions, and it is not owned or controlled by, or acting on behalf of, any party on a U.S. government restricted-party or sanctions list; and (b) it will not, directly or indirectly, export, re-export, transfer, or make the Software (including the Control Server, the Agent, and mr-support) available to any such country, territory, or party, or use the Software for any purpose prohibited by applicable law. The Customer is responsible for its own compliance with these laws when it installs Agents on, or remotely accesses, Endpoints located in other jurisdictions.

9.2 Confidentiality. Each party, as Receiving Party, will (a) use the other party's Confidential Information only as necessary to exercise its rights and perform its obligations under this Agreement, and (b) protect it using at least the same degree of care it uses for its own confidential information of like importance, and no less than a reasonable degree of care. The Receiving Party may disclose Confidential Information to the extent required by law or legal process, provided it gives reasonable prior notice (where legally permitted) so the Disclosing Party may seek protective treatment. This Section states the parties' confidentiality obligations for this Agreement; the Vendor's processing of Endpoint and Operator data under the Hosted Service is governed additionally by Section 9.13 and the DPA.

9.3 Governing Law. This Agreement, and any dispute or claim arising out of or relating to it or its subject matter (including non-contractual disputes or claims), is governed by and construed in accordance with the laws of the State of Utah, without regard to its conflict-of-laws principles. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

9.4 Venue. Subject to Section 9.5, the parties consent to the exclusive jurisdiction of, and venue in, the state and federal courts located in Washington County, Utah for any action or proceeding arising out of or relating to this Agreement, and each party waives any objection to that venue on grounds of inconvenient forum.

9.5 Dispute Resolution. Before commencing any formal proceeding, the parties will first attempt in good faith to resolve any dispute arising out of or relating to this Agreement by escalating it to each party's authorized representatives for informal negotiation for a period of at least thirty (30) days after written notice of the dispute. If the dispute is not resolved within that period, either party may bring the dispute exclusively in the courts identified in Section 9.4 (Venue), subject to the class-action waiver in Section 9.5.1 and the jury-trial waiver in Section 9.5.2, and subject to each party's right to seek injunctive or other equitable relief under Section 9.16 to protect its intellectual property or Confidential Information. In the alternative, the Vendor and the Customer may agree in an Order Form to resolve disputes by binding arbitration (for example, administered by the American Arbitration Association under its Commercial Arbitration Rules, seated in Washington County, Utah, before a single arbitrator, with judgment on the award enforceable in any court of competent jurisdiction), in which case the arbitration terms stated in that Order Form control over this Section.

9.5.1 Class-Action Waiver. To the maximum extent permitted by applicable law, each party may bring claims against the other only in its individual capacity, and not as a plaintiff or class member in any purported class, collective, consolidated, or representative proceeding. No arbitrator or court may consolidate more than one party's claims or preside over any form of representative or class proceeding. This waiver is an essential part of the parties' agreement to the dispute-resolution mechanism; if it is found unenforceable as to a particular claim, that claim (and only that claim) will be severed and brought in the courts identified in Section 9.4, and the remainder of this Section 9.5 will remain in effect.

9.5.2 Jury-Trial Waiver. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EACH PARTY IRREVOCABLY WAIVES ANY RIGHT TO A TRIAL BY JURY IN ANY ACTION, PROCEEDING, OR COUNTERCLAIM ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE SOFTWARE.

9.6 Force Majeure. Neither party is liable for any delay or failure to perform (other than the Customer's payment obligations) to the extent caused by conditions beyond its reasonable control, including acts of God, natural disasters, fire, flood, epidemic or pandemic, war, terrorism, civil unrest, labor disputes, governmental action, failures or interruptions of the internet, third-party hosting or telecommunications providers, or utility or power outages. The affected party will use commercially reasonable efforts to mitigate the effect and resume performance. This Section does not extend, and is independent of, the license grace windows and Mandatory Security Update behavior described in this Agreement, which continue to apply according to their own terms.

9.7 Assignment. The Customer may not assign, delegate, or otherwise transfer this Agreement or any of its rights or obligations under it, in whole or in part, whether by operation of law or otherwise, without the Vendor's prior written consent, and any attempted assignment in violation of this Section is void. The Vendor may assign or transfer this Agreement, in whole or in part, without the Customer's consent, including to an affiliate or in connection with a merger, acquisition, reorganization, or sale of all or substantially all of its assets or the business line to which this Agreement relates. Subject to the foregoing, this Agreement binds and benefits the parties and their permitted successors and assigns.

9.8 Entire Agreement; Order of Precedence. This Agreement, together with any Order Form and, for the Hosted Service, the DPA, constitutes the entire agreement between the parties regarding its subject matter and supersedes all prior or contemporaneous agreements, proposals, and understandings, whether written or oral, on that subject. No purchase order or other Customer business form, and no click-through or other terms attached to it, will add to or modify this Agreement, and any such terms are void. If there is a conflict among the documents, the following order of precedence controls, from highest to lowest: (a) the DPA (solely with respect to the processing of personal data under the Hosted Service); (b) the applicable Order Form (solely as to the specific terms it expressly varies); (c) this Agreement; (d) the Vendor's then-current published pricing; and (e) the Documentation. A term in an Order Form varies this Agreement only if it expressly references the provision it modifies. This Section 9.8 states the single order of precedence for this Agreement, and Section 1.4 is subject to it.

9.9 Third-Party Components. The Software incorporates Third-Party Components (for example, WireGuard and Go libraries) that are licensed to the Customer under their own respective license terms and not under this Agreement. To the extent an open-source license requires terms that conflict with this Agreement, that open-source license governs solely with respect to the corresponding component. Further detail regarding these components and the data article is set out in Section 9.13 and the data-and-privacy provisions cross-referenced there.

9.10 Severability. If any provision of this Agreement is held to be invalid, illegal, or unenforceable, that provision will be modified to the minimum extent necessary to make it enforceable, or if it cannot be so modified, severed, and the remaining provisions will remain in full force and effect.

9.11 No Waiver. No failure or delay by either party in exercising any right under this Agreement operates as a waiver of that right, and no single or partial exercise of any right precludes any further exercise of it or of any other right. A waiver is effective only if in writing and signed by the party granting it, and applies only to the specific instance and purpose for which it is given.

9.12 Notices. Notices under this Agreement must be in writing and are deemed given: (a) when delivered, if delivered personally or by nationally recognized overnight courier; (b) three (3) business days after mailing, if sent by certified or registered mail, return receipt requested; or (c) when sent, if by email with confirmation of transmission (except that notices of breach, indemnification, or termination may not be given by email alone). Notices to the Vendor must be sent to I Own Software LLC, 321 N Mall Dr, Suite R259, Saint George, UT 84790. Notices to the Customer may be sent to the account, billing, or administrative contact associated with the Customer's deployment or subscription. Each party may change its notice address by giving notice under this Section.

9.13 Data and Open-Source Cross-Reference. The parties' respective roles and responsibilities for data are governed by Article 6, including the distinction between Self-Hosted deployments (where the Customer controls the Control Server and the data it holds, and the Vendor receives only Heartbeat Metadata and any optional support telemetry the Customer enables) and the Hosted Service (where the Vendor acts as a data processor and the Customer as the data controller under the DPA, including the international-transfer mechanism referenced in Section 6.3.4). The Third-Party Components identified in Section 9.9 are addressed there as well.

9.14 Independent Contractors. The parties are independent contractors. Nothing in this Agreement creates any partnership, joint venture, agency, fiduciary, or employment relationship between them. Neither party has authority to bind the other or to incur any obligation on the other's behalf.

9.15 Amendments. The Vendor may modify this Agreement from time to time, including to reflect changes in the Software, applicable law, or the Vendor's business practices. The current version identifier of this Agreement is 2026.07. The Vendor will provide reasonable prior notice of a material change by a method described in Section 9.12 or by posting an updated version at iownsoftware.com or myremoting.iownsoftware.com and updating the version identifier. A change takes effect on the effective date stated in the notice, and the Customer's continued setup or use of the Control Server, or an Operator's continued use of the Software, after that date constitutes acceptance of the modified Agreement. If the Customer does not agree to a material change, its exclusive remedy is to stop using the Software and, for the Hosted Service, cancel its subscription in accordance with the billing terms before the change takes effect. Except as stated in this Section, this Agreement may be amended only by a written instrument signed by both parties, and terms specific to a Customer may be varied through an Order Form as provided in Section 9.8.

9.16 Equitable Relief. The parties agree that a breach or threatened breach of the intellectual-property, license-restriction, or required-attribution provisions of Article 2, the reverse-engineering restrictions of Section 2.9, or the confidentiality provisions of Section 9.2 may cause the non-breaching party irreparable harm for which monetary damages would be an inadequate remedy. Accordingly, the non-breaching party is entitled to seek injunctive or other equitable relief to prevent or restrain such a breach, without the necessity of posting a bond or proving actual damages, in addition to any other remedy available at law or in equity.

9.17 No Third-Party Beneficiaries. This Agreement is entered into solely for the benefit of the Vendor and the Customer and, with respect to the indemnification, disclaimer, and limitation-of-liability provisions, the Vendor's affiliates and other indemnified parties. It does not create, and is not intended to create, any right, benefit, or cause of action in or on behalf of any other person, including any Operator (except as to the limited individual undertaking described in Section 1.2) or any End User.

9.18 U.S. Government End Users. The Software is "commercial computer software" and the Documentation is "commercial computer software documentation" as those terms are used in FAR 12.212 and DFARS 227.7202. If the Software or Documentation is licensed to or on behalf of the U.S. Government or any of its agencies or contractors, it is provided only with the rights granted to all other end users under this Agreement, and no additional or greater rights are conveyed.

Acceptance

By checking "I accept" and continuing, or by using the Software, the Customer agrees to this Agreement, version 2026.07.