Rotulus End User License Agreement

Version 1.1 — effective 2026-10-12

PLEASE READ THIS AGREEMENT CAREFULLY. IT IS A LEGAL AGREEMENT BETWEEN YOU AND LICENSOR. YOU ACCEPT IT WHEN YOU AGREE TO IT IN THE INSTALLER OR THE DISK IMAGE, WHEN YOU CHECK THE BOX THAT REFERS TO IT WHEN YOU BUY A LICENSE KEY, OR WHEN YOU INSTALL, COPY OR USE ROTULUS OR ENTER A LICENSE KEY IN IT. IF YOU DO NOT AGREE, DO NOT INSTALL OR USE THE SOFTWARE.

IMPORTANT TERMS IN BRIEF. There is no free tier. Presenting or any other playback of a script, Show Sync, and the live view of Share Script in a Browser need a valid License Key on each computer that uses them; opening, editing, importing and exporting files keep working without one; and a show that is already running is not stopped for a licensing reason (Sections 2 and 3). An Annual License lasts twelve months from the day its key is issued and is renewed only if You buy a renewal, never automatically. A Lifetime License key has no end date and works with every version released before its Update Period ends (Section 7). The Software checks rotulus.io about once a day, never within 20 hours of the last check, for updates and withdrawn keys; the check sends no License Key, name or email address (like any web request, it reveals the computer's IP address), and You can turn it off (Section 3.7). The Software comes with no warranty (Section 11), Licensor's liability is limited (Section 12), and You are responsible for rehearsal and backup at live events (Section 9). This summary does not replace the full terms below.

1. Parties and Definitions

This End User License Agreement ("Agreement") is between You and Licensor.

"Licensor" means Mathusek Technologies LLC, a Utah limited liability company, at 10939 N Alpine Hwy PMB 119, Highland, UT 84003, and any successor to whom this Agreement is transferred under Section 15.8.

"You" means the person who accepts this Agreement or, if that person accepts it for a company or other organization, that organization. "You" also means a person under 18 for whom a parent, guardian or organization accepts this Agreement (Section 15.11). A person who accepts this Agreement for an organization confirms that they have authority to bind that organization.

"Software" means the Rotulus teleprompter application for Windows and macOS, in object-code form, including its installers, updates, documentation, the web page it serves for Share Script in a Browser, and any License Key issued for it.

"License Key" means a code that Licensor issues to a named person or organization (the "licensee") and that the Software checks on Your computer. The kinds of License Key are described in Section 2.

"Present" and "presenting" mean playing or showing a script for an audience, in present mode or otherwise.

"Show Sync" means the feature of the Software that links computers running the Software so that they follow the same show, including a computer used as an editor station.

"Keyed Features" means presenting, any other playback of a script in any mode of the Software, Show Sync, and serving the live view of a script to web browsers with Share Script in a Browser. They need a valid License Key (Section 3.1). Moving through a script by hand while it is not playing, for example with the mouse wheel, the arrow keys or a game controller's stick, is not playback.

"Annual License" means a Personal License or an Organization License that lasts for twelve (12) months from the day its License Key is issued (its "License Term"), extended by each renewal under Section 7.3. During its License Term, it lets You use the Keyed Features in every version of the Software. It gives no right to use the Keyed Features after its License Term ends, except during the expiry grace period in Section 3.4.

"Lifetime License" means a Personal License or an Organization License whose License Key has no end date. With it, You may use the Keyed Features, with no time limit, in any version of the Software released on or before the last day of its Update Period, on any computer that can run that version, within the limits in Sections 2.3 and 2.4. "Lifetime" describes how long the License Key works: the key has no end date. It does not refer to the life of the buyer, the licensee or Licensor, and it is not a promise that the Software will be sold, updated or supported for any period, or that any version will run on future computers or operating systems.

"Update Period" means, for a Lifetime License, the period that starts on its purchase date and ends three (3) years later, as extended by each Update Year bought for it.

"Update Year" means an extension of a Lifetime License's Update Period by twelve (12) months, bought at Licensor's renewal price at the time of purchase (Section 7.4).

"Your Content" means the scripts, documents, runlists, fonts and other material You create, import or open with the Software.

2. License Grant

2.1 No free tier. There is no free tier: the Keyed Features need a valid License Key, whatever the purpose of the use, including personal, educational and nonprofit use. Section 2.10 describes the free License Keys that beta testers get during the closed beta.

2.2 Use of the Software. Licensor grants You a non-exclusive, non-transferable, non-sublicensable license to install and use the Software as follows:

(a) With a valid License Key, You may use the Software as the kind of License Key You hold allows (Sections 2.3 to 2.7).

(b) Without a valid License Key, You may use the Software for everything except the Keyed Features, for example to open, edit, import, export and save Your Content and to link Google Docs.

To try the Software before buying, You can ask Licensor for a Trial Key (Section 2.6) once License Keys are on sale. A purchase can also be refunded within 14 days, on the conditions set out in the section "14-day Refund Policy" of the Rotulus Terms of Sale.

2.3 Personal License. A Personal License is issued to one named person, and only that person may use it, for their own personal or business purposes, including paid shows. That person may use the Software with it on any two (2) computers at a time, for example a show computer and its Show Sync backup. These may include a computer owned by a client or an employer while that person is working for them. When the job ends, that person must remove the License Key from any computer they do not own. A Personal License belongs to the named person, even if an employer or someone else paid for it.

2.4 Organization License. An Organization License is issued to a named company or other organization. Its staff, including individual contractors while they work for it, may use the Software with each of its License Keys on up to two (2) computers at a time, including a client's computer while they work on a job for that client. When the job ends, they must remove the License Key from the client's computer. The organization may move each License Key between its staff and its computers at any time, and is responsible for making sure that everyone who uses its License Keys follows this Agreement.

2.5 Annual and Lifetime Licenses. Each Personal License and each Organization License is either an Annual License or a Lifetime License, as Your order and the License Key state. Section 7 sets out how long each one lasts, how renewals and Update Years work, and what happens when a License Term or an Update Period ends.

2.6 Fixed-term keys. A Show Pass and a Trial Key are fixed-term keys: each ends on a fixed date, stated when it is issued.

(a) Show Pass. A Show Pass is sold for 7 or 30 days. It starts on the later of the start date chosen when it is bought and the day Licensor sends its License Key, and ends at 11:59 p.m. on the last day of that period, in Your local time. It may be used on up to two (2) computers at a time, under the rules in Section 2.3 or Section 2.4, depending on whether it is issued to a person or to an organization.

(b) Trial Key. A Trial Key is free. It is issued on request to a named person, follows the rules in Section 2.3, and works for fourteen (14) days, counting the day it is issued, until 11:59 p.m. on the fourteenth day, in Your local time. Licensor issues one Trial Key per person and per organization, unless Licensor agrees to extend one or to issue another.

A fixed-term key works in every version of the Software until its end date. It never renews and cannot be transferred, and neither the grace period in Section 3.3 nor the expiry grace period in Section 3.4 extends it. Once it has ended, the Keyed Features need another valid License Key. Everything else keeps working, Your Content stays available to You, and a show that is already running when the key ends is not stopped because the key ended (Section 3.2).

2.7 Tester License. A Tester License is an Annual License that Licensor gives free of charge to a beta tester who completes the Rotulus closed beta (one real show or full rehearsal with the Software, plus the feedback call of about 20 minutes), as the section "The Tester License" of the Rotulus Beta Test Agreement describes. Licensor issues it once the tester has done the show or rehearsal and booked the feedback call, and may withdraw it if that call is not held as that agreement requires (Section 8.2). It is a Personal License issued to the tester or, if the tester's employer does not allow its staff to accept gifts from vendors, an Organization License issued to that employer. Its License Term is twelve (12) months from the day it is issued, and it can be renewed like any Annual License (Section 7.3). It cannot be transferred. Once it is issued, it can be withdrawn only on the grounds in Section 8.2.

2.8 Transfers. A License Key cannot be transferred, except as follows. A Personal License can be transferred once, on request, to another person: Licensor issues a new License Key in the new person's name, at no charge, and withdraws the old one. An Organization License moves freely inside the organization (Section 2.4), and can be moved to another organization on request, for example when a business is sold. Tester Licenses, Trial Keys and Show Passes cannot be transferred. An employer that wants a license it keeps when a person leaves should buy an Organization License.

2.9 People who follow a shared script. People who view a script through Share Script in a Browser, or edit it there with the edit code You give them, use a web browser and need no License Key of their own. The computer that serves the live view needs one (Section 3.1).

2.10 Pre-release versions and the closed beta. Versions marked beta, preview, test or pre-release are provided for testing and feedback. They may contain defects. Use of them may also be subject to the Rotulus Beta Test Agreement, which controls if it conflicts with this Agreement, except that Section 15.3 always applies. During the closed beta, Licensor emails each beta tester who has accepted the Rotulus Beta Test Agreement a free License Key issued to that tester (a "beta key"), as that agreement describes. With it, the beta tester may use the Keyed Features in every version of the Software, pre-release or released, through the last day of the closed beta (Section 3.8). A beta key covers two (2) computers at a time, like every License Key (Section 3.1). A beta tester who completes the closed beta earns a Tester License (Section 2.7).

2.11 Reservation of rights. The Software is licensed, not sold. Licensor and its licensors retain all right, title and interest in the Software, including all intellectual property rights. No rights are granted except those expressly stated in this Agreement.

3. License Keys, the Key Lock and the Online Check

3.1 What needs a License Key. Using a Keyed Feature on a computer needs a valid License Key on that computer, such as a beta tester's beta key during the closed beta (Section 2.10). Every computer that uses Show Sync needs one, including a computer used only as an editor station; one License Key covers two (2) computers at a time (Sections 2.3, 2.4, 2.6 and 2.10). A License Key is valid if it is genuine, has not been withdrawn, has not ended (counting the expiry grace period in Section 3.4), and covers the version of the Software in use (Sections 2.6, 2.10, 7.2 and 7.4). Every version of the Software contains a check that enforces the need for a valid License Key (the "key lock") and makes the Keyed Features unavailable without one. The key lock does not count the computers that use a License Key; the two-computer limit is a term of this Agreement. Opening, editing, importing, exporting and saving files, and linking Google Docs, always work without a License Key, and Your Content always stays available to You.

3.2 A show that is already running. If a License Key ends, is removed, is withdrawn or stops being accepted while You are presenting, the Software does not stop that presentation, or the Show Sync link or live view it is using, for that reason. A valid License Key is needed again the next time a Keyed Feature is started.

3.3 Grace period for a computer that loses its key. If a computer had a valid License Key in the last three (3) days, and that key is missing there or cannot be read, for example because the key file has been deleted or damaged, or has been withdrawn because Licensor replaced it or because it became public (Section 8.2), the Keyed Features keep working on that computer for three (3) days from the day the Software first finds the key missing, unreadable or withdrawn, with a banner, so that You have time to enter the key again or the key that replaces it. There is no such grace period for a License Key withdrawn on any other ground in Section 8.2, such as a transfer (Section 2.8), a refund or a payment dispute not decided in Licensor's favor, or for a License Key that You remove from the computer. This grace period is separate from the expiry grace period in Section 3.4, and it never extends a Trial Key, a Show Pass or a beta key past its end date.

3.4 When an Annual License ends. Thirty (30), seven (7) and one (1) day before an Annual License's License Term ends, Licensor sends a reminder to the email address on its record, and during the last thirty (30) days the Software shows a reminder in edit mode each day. For fourteen (14) days after the License Term ends, You may keep using the Keyed Features with that License Key (the "expiry grace period"); the Software shows a banner asking You to renew. After the expiry grace period, the Keyed Features need a valid License Key, and opening, editing, importing, exporting and saving files keep working. A show that is already running is not stopped for a licensing reason (Section 3.2). The expiry grace period does not extend the License Term, and it does not apply to Trial Keys, Show Passes or beta keys. A reminder that does not arrive does not extend the License Term or the expiry grace period. Sections 3.2, 3.3 and 3.4 describe how the license works. They are not a promise that the Software will run without interruption (Section 11).

3.5 Lost keys. If You lose a License Key, Licensor aims to re-send it within one business day to the email address on Licensor's record for it. If You can no longer use that address, write to support@rotulus.io. Once You prove the order, Licensor can send the key to a new address by issuing a new License Key and withdrawing the one it replaces (Section 8.2).

3.6 Checked on Your computer. The Software checks a License Key on Your computer and shows the licensee's name. It does not send the License Key, or the name or email address in it, to Licensor to check it. The Software also makes the online check in Section 3.7. A later version may send the short report described in Section 3.9.

3.7 The online check. Every version of the Software includes an online check. When the computer is online, about once a day, never within 20 hours of the last check, the Software downloads a small file from rotulus.io, signed by Licensor, that lists the latest version of the Software and the license numbers of License Keys that have been withdrawn (never a name or email address; anyone can open the file), and compares that file with the License Key on the computer. When a check is due, the Software makes it shortly after it starts. The check sends no License Key, name or email address; like any web request, it reveals the computer's IP address and the version of the Software. If a newer version exists, the Software shows a note in edit mode with a link to the download page; You install updates by hand. If the file shows that the License Key has been withdrawn (Section 8.2), the Software stops accepting it for the Keyed Features the next time the Software starts, and never during a show. Where the grace period in Section 3.3 applies, the Software stops accepting it only when that grace period ends. The check never blocks opening, editing, importing, exporting or saving files. If the check fails, nothing changes and no message appears; a check that gets no answer is tried again later. The Software needs neither the check nor an internet connection for the Keyed Features. The check is on by default, and You can turn it off in Preferences. With the check off, a version of the Software accepts a License Key withdrawn after its release, and later versions may refuse it. The section "Update and license check" of the Rotulus Privacy Policy describes the check.

3.8 The end of the closed beta. The last day of the closed beta is December 31, 2026, unless Licensor extends it, so the first day without the closed beta is planned for January 1, 2027 and will not be earlier than that date. If Licensor extends the closed beta, it announces the new last day at https://rotulus.io and by email, and emails a new beta key that works through that day to each beta tester whose Rotulus Beta Test Agreement is still in effect and who has accepted its newest version.

3.9 Reports of a changed copy (planned). A later version of the Software is planned to check whether its own program files have been changed, and whether the keys it uses to check License Keys have been replaced. This Section 3.9 applies only from the first version of the Software that does this. Before that version is released, Licensor emails each holder of a License Key and each beta tester, and posts a notice at https://rotulus.io (see "Changes to this policy" in the Rotulus Privacy Policy). Until then the Software sends no such report. From that version on, when the online check in Section 3.7 is on and the Software finds that its files have been changed or that the keys it uses to check License Keys have been replaced, it may send Licensor a short report: the license number of the License Key (only when the stored key checks out), the version of the Software, the platform, the processor type, a failure code and the name of the first program file that failed. The report holds no script, no License Key, and no name or email address; like any web request, it reveals the computer's IP address. When the online check is off, the Software sends no report. Anyone could send a report that names any license number, so a report is never treated as proof by itself, and Licensor will not withdraw a License Key, or treat You as in breach, on a report alone. Before that version is released, Licensor adds to the Rotulus Privacy Policy who receives a report and how long it is kept.

4. Restrictions

4.1 Except as this Agreement expressly allows, or as applicable law allows in a way that cannot be waived by contract, You will not:

(a) copy the Software except to install it as Section 2 allows and to make reasonable backup copies;

(b) sell, resell, rent, lease, lend, sublicense, distribute, publish or otherwise make the Software or a License Key available to anyone else, except as Sections 2.4, 2.8, 2.9 and 4.2 allow;

(c) share, post or disclose a License Key, or use one issued to someone else, except that an organization's staff, including individual contractors while they work for it, may use a License Key issued to that organization;

(d) reverse engineer, decompile, disassemble, or attempt to derive the source code of the Software, except to the extent that applicable law gives You a right to do so that cannot be waived by contract (for example, to make the Software work with other programs), and except as Section 4.3 allows;

(e) modify, adapt, translate or create derivative works of the Software;

(f) remove, alter or obscure any copyright, trademark or proprietary notice in the Software;

(g) disable, bypass or tamper with the License Key check, the key lock, the online check or any integrity check in the Software, for example by changing the Software or by setting a computer's clock back to extend a key (turning the online check off in Preferences, or keeping a computer offline, is not a breach of this item); or

(h) use the Software in violation of any applicable law.

4.2 Rental companies and dry hire. Renting or lending the Software or a License Key is not allowed (Section 4.1(b)). A rental company's Organization License covers its own staff, including individual contractors while they work for it, when they operate the Software on equipment the company rents out (crewed hire). A client who operates rented equipment itself (dry hire) needs a License Key in its own name, such as a Show Pass. The rental company may buy that License Key for the client, issued in the client's name; that is not reselling. Before a computer goes out on dry hire, the rental company must remove its own License Key from it; it may leave the Software installed without a key. Only resellers with a written agreement with Licensor may resell License Keys.

4.3 Security research. Section 4.1(d) does not stop good-faith security research on the Software that follows the policy at https://rotulus.io/security/, including reporting problems to Licensor privately first, as long as the research does not bypass the License Key check, the key lock or the online check and You do not publish ways around them.

5. Your Content

5.1 You own Your Content. This Agreement gives Licensor no rights in it.

5.2 The Software keeps Your Content on Your computer and has no feature designed to send Your Content to Licensor (error reports are designed to leave it out, as described below). These features move Your Content over a network, and only when You use them:

(a) Show Sync sends script content and playback state directly between the computers You connect with its pairing code, over Your network. It does not pass through Licensor or any internet service. A computer You connect may belong to someone else, for example a producer's computer used as an editor station.

(b) Share Script in a Browser serves Your script to web browsers that can reach Your computer over a network it is connected to, for people who have the watch code, and accepts changes from people who have the edit code. It stops when You stop sharing or close the Software.

(c) If You link a Google Doc, the Software downloads that document from Google when You import it and again from time to time to check for changes; for a document that is not shared by link, Your web browser downloads it instead. Licensor does not receive it.

Error reports, which are off unless You turn them on, are designed to leave Your Content out. The section "Automatic error reports" of the Rotulus Privacy Policy describes what they contain. The online check in Section 3.7 sends none of Your Content.

5.3 You decide who receives Your Content through these features and who gets a pairing code, watch code or edit code. You are responsible for having the rights to use Your Content, including client material and imported fonts, and for keeping Your own backups of it.

6. Privacy

The Rotulus Privacy Policy, published at https://rotulus.io/privacy/, describes what the Software stores on Your computer, what it can send and to whom, including the online check, what Licensor keeps about License Keys and purchases, and the choices You have. Send privacy requests to privacy@rotulus.io.

7. License Terms, Renewals and Updates

7.1 Updates. Licensor is not obligated to release updates, and does not promise any particular update, feature or fix, or any release schedule. You install updates by hand. Which versions a License Key works with is set out in Sections 2.6, 7.2 and 7.4. Updates are governed by this Agreement unless they come with a different version of it (Section 15.5).

7.2 Annual Licenses. An Annual License's License Term is twelve (12) months from the day its License Key is issued, extended by each renewal (Section 7.3). During the License Term, the License Key works for the Keyed Features in every version of the Software, including every version released during the License Term. Once the License Term and the expiry grace period in Section 3.4 have ended, the Keyed Features need another valid License Key, such as a renewed one, in every version of the Software; an Annual License gives no right to use them after that. Opening, editing, importing, exporting and saving files keep working, and Your Content stays available to You.

7.3 Renewals. You can renew an Annual License, including a Tester License, at any time by buying a renewal at Licensor's renewal price at the time, as published at https://rotulus.io/pricing/. Licensor never charges You for a renewal automatically. A renewal adds twelve (12) months to the License Term, counted from its current end date or, if the License Term has already ended, from the day the renewal is bought. Licensor issues a License Key with the new end date. A renewal can be refunded within 14 days, on the conditions set out in the section "14-day Refund Policy" of the Rotulus Terms of Sale; only the renewal's License Key is then withdrawn, and the earlier License Key keeps its own end date.

7.4 Lifetime Licenses. A Lifetime License's License Key has no end date (Section 1). Its Update Period starts on the purchase date and lasts three (3) years. Each Update Year You buy, at Licensor's renewal price at the time as published at https://rotulus.io/pricing/, extends the Update Period by twelve (12) months, counted from its current end or, if the Update Period has already ended, from the day the Update Year is bought; Licensor then issues a License Key with the new end of the Update Period. Licensor never charges You for an Update Year automatically. After the Update Period ends, the License Key keeps working for the Keyed Features in every version released on or before its last day. On request by email to support@rotulus.io, Licensor then sends a download link for the latest version that the License Key covers. A version released after that still opens, edits, imports, exports and saves files, but the Keyed Features in it need a further Update Year or another valid License Key. You can upgrade an Annual License to a Lifetime License as the section "Prices" of the Rotulus Terms of Sale describes.

8. Term and Termination

8.1 This Agreement remains in effect until it ends under this Section. You may end it at any time by uninstalling the Software and deleting all copies of it; ending it does not by itself give You a refund (the section "14-day Refund Policy" of the Rotulus Terms of Sale sets out when a purchase is refunded). A License Key lasts as Sections 2.6, 2.10 and 7 describe, unless it is withdrawn under Section 8.2: an Annual License until its License Term and expiry grace period end, a Lifetime License with no end date, a Show Pass or Trial Key until its end date, and a beta key through the last day of the closed beta.

8.2 Withdrawn License Keys. A License Key is withdrawn when You receive a refund for it; when a payment for it is returned to the payer through a dispute or chargeback that is not decided in Licensor's favor; when Licensor replaces it, for example after moving a lost key to a new email address (Section 3.5); or when a license is transferred (Section 2.8), in which case Licensor withdraws the old key at once. When a key is replaced or a license is transferred, the license continues under the new key. A renewal or an Update Year does not withdraw the earlier License Key (Sections 7.3 and 7.4). Licensor may also withdraw a License Key at once if it has been obtained by fraud, for example paid for with a stolen card, if it has become public, or if this Agreement ends under Section 8.3. Licensor may withdraw a License Key that is shared or used in breach of Section 4 in any other way only after notice: Licensor first emails the licensee, says what the breach is and allows seven (7) days, for a License Key shared privately in breach of Section 4.1(c), or fourteen (14) days, for any other breach, to respond or to put it right, and withdraws the key only if, by the end of that time, the licensee has neither shown that there is no breach nor put it right. Licensor may also withdraw a beta key if the Rotulus Beta Test Agreement ended because the beta tester breached it, may withdraw a Tester License issued before its feedback call if that call is not held as that agreement requires, and may withdraw any License Key at once where needed to comply with Section 15.3. If a License Key became public without any breach of this Agreement by the licensee, Licensor issues the licensee a new License Key at no charge. Licensor will tell the licensee by email when a key is withdrawn; the email that delivers a replacement key counts as that notice, and so does a refund confirmation when the licensee paid for the key. When a License Key is withdrawn, the license under it ends, including any License Term, and You must stop using it. Later versions of the Software may refuse a withdrawn key, and once Licensor lists its license number in the file the online check downloads, versions with the check turned on stop accepting it as Section 3.7 describes. A withdrawal does not affect what Section 2.2(b) allows without a License Key.

8.3 This Agreement, and Your right to use the Software, end at once, without notice, if You breach Section 4.1(g) or if You post or publish a License Key where the public can find it. If You breach Section 4.1(c) in any other way, for example by giving a License Key to a colleague or by using one issued to someone else, Licensor will first email You at the address on its record for Your License Key, say what the breach is and allow You seven (7) days to respond or to put it right. If You breach any other item of Section 4.1, Licensor will first email You in the same way and allow You fourteen (14) days to respond or to put it right. In either case, Licensor may end this Agreement by email if, by the end of that time, You have neither shown that there is no breach nor put it right.

8.4 When this Agreement ends, You must stop using the Software and delete all copies of it. Your Content remains Yours. Sections 1, 2.11, 4, 5, 9, 11, 12, 13 and 15 survive the end of this Agreement.

9. Live Events — Your Responsibility for Backup

The Software is intended for use at live events. You acknowledge that any software, computer, display or network can fail without warning. You are solely responsible for rehearsing with the Software before each event, for keeping a backup of Your scripts, and for arranging suitable fallback measures (for example a backup computer, printed scripts or a second operator). The Software must not be used in any situation where its failure could lead to death, personal injury or physical harm.

10. Support

Licensor offers support by email, as described at https://rotulus.io/support/. Any reply time stated there is a goal, not a guarantee. Licensor does not operate, attend or monitor Your events, and does not promise that any problem will be fixed, or fixed by a particular time. This Section does not change Section 9 (Live Events), Section 11 (Disclaimer of Warranties) or Section 12 (Limitation of Liability).

11. Disclaimer of Warranties

THE SOFTWARE IS PROVIDED "AS IS" AND "AS AVAILABLE", WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, LICENSOR DISCLAIMS ALL WARRANTIES, EXPRESS, IMPLIED OR STATUTORY, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, AND ANY WARRANTY THAT THE SOFTWARE WILL BE UNINTERRUPTED, ERROR-FREE, OR COMPATIBLE WITH ANY HARDWARE, DISPLAY OR OTHER SOFTWARE.

The 14-day Refund Policy in the Rotulus Terms of Sale is a refund policy, not a warranty.

12. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL LICENSOR BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, BOOKINGS, FEES, GOODWILL OR DATA, OR ANY COST OF A CANCELED, DELAYED OR DISRUPTED EVENT, ARISING OUT OF OR RELATING TO THE SOFTWARE OR THIS AGREEMENT, HOWEVER CAUSED AND UNDER ANY THEORY OF LIABILITY, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, LICENSOR'S TOTAL LIABILITY UNDER THIS AGREEMENT AND THE ROTULUS TERMS OF SALE TOGETHER, FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE SOFTWARE, THIS AGREEMENT OR ANY PURCHASE UNDER THE ROTULUS TERMS OF SALE, WILL NOT EXCEED THE GREATER OF (A) THE AMOUNTS PAID TO LICENSOR, BY YOU OR BY ANYONE ELSE, FOR LICENSE KEYS FOR THE SOFTWARE THAT ARE ISSUED TO YOU OR THAT YOU BOUGHT, IN THE TWELVE (12) MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM, OR (B) FIFTY US DOLLARS (US $50).

NOTHING IN THIS AGREEMENT EXCLUDES OR LIMITS ANY LIABILITY THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW, SUCH AS LIABILITY FOR FRAUD OR FOR DEATH OR PERSONAL INJURY CAUSED BY NEGLIGENCE.

13. Third-party Components and Services

13.1 The Software includes open-source components licensed under their own terms, which are listed in the third-party notices distributed with the Software and published at https://rotulus.io/third-party/. Nothing in this Agreement limits Your rights under those licenses for those components.

13.2 Some features work with services run by others, such as Google for linked Google Docs. Your use of those services is subject to their own terms, and Licensor is not responsible for them.

14. Versions of This Agreement

14.1 Each version of the Software comes with a version of this Agreement, which is shown when You install it. This version 1.1 applies to versions of the Software released with it, and to later versions until a new version of this Agreement replaces it (Section 15.5).

15. General

15.1 Governing law and courts. This Agreement is governed by the laws of the State of Utah, USA, without regard to its conflict-of-laws rules. The exclusive venue for any dispute is the state and federal courts located in the State of Utah, and both parties consent to that jurisdiction. Either party may instead bring an individual claim in a small claims court that has jurisdiction over it, including one in the county where You live.

15.2 Rights You cannot waive. Nothing in this Agreement limits any right You have under the consumer protection laws of the place where You live that cannot be waived or limited by contract.

15.3 Export and sanctions. The Software contains encryption and is subject to U.S. export control and sanctions laws, including the Export Administration Regulations and the regulations of the U.S. Treasury Department's Office of Foreign Assets Control. You confirm that You are not located in, ordinarily resident in, or acting for anyone in, a country or region that U.S. law subjects to an embargo or to comprehensive sanctions or export restrictions (on the effective date of this version: Cuba, Iran, North Korea, Syria, and the Crimea, Donetsk and Luhansk regions of Ukraine), or in Russia or Belarus, and that You are not named on, or owned or controlled by anyone named on, a U.S. government restricted-party list. You will not export, re-export, transfer or use the Software in violation of those laws, or for any use they prohibit. Licensor may refuse, suspend or withdraw a License Key where needed to comply with those laws.

15.4 U.S. Government users. The Software and its documentation are "commercial computer software" and "commercial computer software documentation". U.S. Government end users acquire them under 48 C.F.R. 12.212 or 48 C.F.R. 227.7202, as applicable, with only the rights set out in this Agreement.

15.5 Changes to this Agreement. Licensor may publish new versions of this Agreement. A new version applies to versions of the Software released with it or later. You accept it when You install such a version, or when You accept it at checkout when buying a License Key. A new version does not take away rights that an earlier version gave for versions of the Software released before it. Licensor posts each version, with its date, at https://rotulus.io/eula/, and emails License Key holders and beta testers, at the email address on Licensor's record, about any material change before it applies.

15.6 Entire agreement. This Agreement, together with the Rotulus Terms of Sale for any License Key You buy and, for pre-release versions, the Rotulus Beta Test Agreement, is the entire agreement between You and Licensor about the Software and supersedes any prior understanding. If this Agreement and the Rotulus Terms of Sale conflict, the Terms of Sale control on price, payment, delivery and refunds, and this Agreement controls on the use of the Software. Except as Section 15.5 describes, this Agreement may be amended only in a writing signed by both parties.

15.7 Severability and waiver. If any provision is held unenforceable, it will be enforced to the maximum extent permissible and the rest of this Agreement remains in effect. A failure to enforce any provision is not a waiver.

15.8 Assignment. You may not assign this Agreement without Licensor's written consent, except together with a License Key transfer that Section 2.8 allows. Licensor may assign this Agreement, in whole or in part, without Your consent, to an entity Licensor controls or to any successor to the Software. Licensor will post notice of an assignment at https://rotulus.io and email it to License Key holders and beta testers at the email address on Licensor's record. License Keys issued before an assignment stay valid.

15.9 Notices and contact. Questions about this Agreement, and legal notices to Licensor: support@rotulus.io (https://rotulus.io). Privacy requests: privacy@rotulus.io. Licensor may send notices to the email address on its record for Your License Key, or show them in the Software.

15.10 United States only. From the first sale, Licensor will sell License Keys only to customers in the United States, which in this Agreement means the 50 states, the District of Columbia, US territories and APO/FPO addresses. Trial Keys and the closed beta are only for people who live in the United States. The Rotulus download page and installers are intended for visitors in the United States. The rest of rotulus.io, and the file that the Software's online check downloads (Section 3.7), are delivered the same way to every country. A customer, Trial Key holder or beta tester who cannot reach the download page, for example while abroad, can write to support@rotulus.io for a download link, which Licensor sends where Section 15.3 allows. Before issuing any License Key, including a Trial Key, a beta key or a Tester License, Licensor checks the licensee, and any buyer who pays for it, against the US government's Consolidated Screening List. A listed party gets no License Key, and any payment for that key is refunded unless US law requires Licensor to hold it.

15.11 Age. You must be 18 or older to buy a License Key, to get a Trial Key or to join the closed beta. A person who buys for an organization must also be able to bind it. If You are under 18, Your parent or guardian, or the organization You use the Software for, must accept this Agreement for You.