Terms of Service

IMPORTANT: THIS SOFTWARE END USER LICENSE AGREEMENT ("EULA" OR AGREEMENT) IS A LEGAL AGREEMENT BETWEEN YOU (EITHER AN INDIVIDUAL OR, IF PURCHASED OR OTHERWISE ACQUIRED BY OR FOR AN ENTITY, AN ENTITY) AND KI HO MILITARY ACQUISITION CONSULTING, INC. YOU SHOULD READ AND MUST AGREE TO THESE TERMS BEFORE COMPLETING THE ACCOUNT CREATION PROCESS AND USING FILERELAY APPLICATION. THIS AGREEMENT PROVIDES A LICENSE TO USE THE APPLICATION AND CONTAINS WARRANTY AND LIABILITY DISCLAIMERS. BY DOWNLOADING, INSTALLING OR USING THE SOFTWARE, YOU ARE ACCEPTANING FILERELAY APPLICATION AND AGREEING TO BECOME BOUND BY THE TERMS OF THIS AGREEMENT. IF YOU DO NOT AGREE TO BE BOUND BY THESE TERMS, THEN DO NOT COMPLETE THE ACCOUNT CREATION PROCESS.

This Ki Ho Military Acquisition Consulting, Inc. ("KIHOMAC") End User License Agreement accompanies a software application product ("Application"). The term Application shall also include (and the terms and conditions of this Agreement shall apply to) any upgrades, modified versions, updates, additions, and copies of the Application licensed to you by KIHOMAC. This Application is licensed to you as the end user. You as used in the remainder of this License Agreement refers to the licensee.

KIHOMAC grants to you a nonexclusive, nontransferable license to use the Application and any written information (whether contained in user or technical manuals, training materials, specifications or otherwise) specifically pertaining to the Application and made available to you with the Application in any manner (including on-line) (Documentation), provided that you agree to the following:

  1. Scope. You shall only use the Application on a single desktop or laptop computer. If used as web application, you may use the Application on any computer, as long as it is used by you and not installed on the computer. This is a license, not a transfer of title, to the Application and Documentation, and KIHOMAC retains exclusive ownership of all copies of the Application and Documentation.

  2. Copyright; Trade Secrets. The Application is owned by KIHOMAC, and its structure, organization and code are the valuable trade secrets of KIHOMAC. The Application is also protected by United States Copyright Law and International Treaty provisions. You must treat the Application just as you would any other copyrighted work, including maintaining and reproducing all copyright and other proprietary notices on all copies, in any form, of the Application in the same form and manner that such copyright and other proprietary notices are included on the Application. You acknowledge that the Application and Documentation contain trade secrets of KIHOMAC, its suppliers or licensors, including, but not limited to the internal design and structure of individual programs and associated interface information.

  3. Responsibility for Data. You have sole responsibility for all Files that you store on KIHOMAC's servers through use of the Application. You acknowledge and agree that KIHOMAC will not be responsible for any failure of the Application to store a File, for the deletion of a File stored on the Application, or for the corruption of or loss of any data, information or content contained in a File.

  4. Files. You will not use the Application to transmit, route, provide connections to or store any material that infringes any copyrights or otherwise violates or promotes the violation of the intellectual property rights of any third party. KIHOMAC reserves the right, at its sole discretion, at any time, to remove Files that it believes to be in violation of this Agreement.

  5. Ownership of Files. KIHOMAC does not claim any ownership rights on any Files that you make available through the Application. However, by making Files available through the Application, you grant KIHOMAC the non exclusive, worldwide, transferable right, on a royalty-free basis, with a right to sublicense this right only to third parties assisting KIHOMAC in providing the Application, to use, copy, distribute and process Files through the Application on your behalf and on behalf of your customers solely for the purposes of ensuring secure transfer and delivery of such Files.

  6. Restrictions.

    1. You agree not to modify, adapt, translate, reverse engineer, decompile, disassemble or otherwise attempt to discover the source code of the Application.

    2. You may not make error corrections to or otherwise modify the Application or create derivative works based on the Application.

    3. You may not transfer, assign, sell, rent, lease, or sublicense the Application or your rights thereto, to any other person or entity, and you acknowledge that any attempted transfer, assignment, sale, rental, lease, sublicense or use shall be void.

    4. You may not use the Application to develop any application or other technology having the same primary function as the Application, including but not limited to using the Application in any development or test procedure that seeks to develop like software or other technology, or to determine if such software or other technology performs in a similar manner as the Application.

    5. You may not disclose, provide or otherwise make available trade secrets contained within the Application and Documentation in any form to any third party without the prior written consent of KIHOMAC. You shall implement reasonable security measures to protect such trade secrets.

    6. In the event that you fail to comply with this EULA, KIHOMAC may terminate the license and delete your account (with all other rights of both parties and all other provisions of this EULA surviving any such termination), which may result in a loss of any and all information you may have had on the account.

    7. You may not upload or transmit any File: (i) that you do not have the lawful right to copy, transmit, distribute, and display (including any Files that would violate any confidentiality or fiduciary obligations that you might have with respect to the Files); (ii) for which you do not have the consent or permission of each identifiable person in the Files to use the name, voice, signature, photograph, or likeness of each such person (to the extent each is implicated by the Files); (iii) that infringes or misappropriates the intellectual property rights or violates the privacy rights of any third party (including without limitation copyright, trademark, patent, trade secret, or other intellectual property right, or moral right or right of publicity); (iv) that is false or misleading; (v) that is defamatory; (vi) that is obscene, pornographic, or offensive; (vii) that promotes bigotry, racism, hatred, or harm against any individual or group; or (viii) that violates, or encourages any conduct that would violate, any applicable law or regulation or would give rise to civil liability.

    8. KIHOMAC reserves the right to investigate and prosecute violations of this Agreement, including without limitation possible infringement of any intellectual property rights and possible security breaches, to the fullest extent of the law. KIHOMAC may involve and cooperate with law enforcement authorities in prosecuting users who violate this Agreement. You acknowledge that, although KIHOMAC has no obligation to monitor your access to or use of the Service, it has the right to do so for the purpose of operating the Service, to ensure your compliance with this Agreement, or to comply with applicable law or the order or requirement of a court, administrative agency, or other governmental body. KIHOMAC reserves the right at all times to disclose, at its sole discretion, any Files as necessary to (a) satisfy any law, regulation, or governmental request or (b) reduce or prevent what KIHOMAC considers to be, in its sole discretion, a serious or imminent threat to your health or safety, or the health or safety of another.

    9. The making and use of additional copies of the Application is limited to necessary backup purposes only.

  7. Disclaimer of Warranty. KIHOMAC MAKES NO WARRANTY OR REPRESENTATION, EITHER EXPRESS OR IMPLIED, WITH RESPECT TO FILERELAY APPLICATION, ITS QUALITY, PERFORMANCE, MERCHANTIBILITY, OR FITNESS FOR A PARTICULAR PURPOSE. AS A RESULT, THE FILERELAY APPLICATION IS LICENSED AS IS, AND YOU THE LICENSEE ARE ASSUMING THE ENTIRE RISK AS TO ITS QUALITY AND PERFORMANCE. THE APPLICATION IS PROVIDED TO YOU FREE OF CHARGE. KIHOMAC PROVIDES NO TECHNICAL SUPPORT, WARRANTIES OR REMEDIES FOR THE APPLICATION.

  8. Limitation of Liability. IN NO EVENT WILL KIHOMAC BE LIABLE FOR DIRECT, INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES (INCLUDING DAMAGES FOR LOSS OF PROFITS, LOSS OF BUSINESS OR THE LIKE) RESULTING FROM ANY DEFECT IN THE FILERELAY APPLICATION OR ITS DOCUMENTATION, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN PARTICULAR, KIHOMAC SHALL HAVE NO LIABILITY FOR ANY INFORMATION STORED OR DISTRIBUTED USING THE FILERELAY APPLICATION. KIHOMAC'S LIABILITY TO YOU FOR ACTUAL DAMAGES FOR ANY CAUSE WHATSOEVER, AND REGARDLESS OF THE FORM OF THE ACTION, WILL BE LIMITED TO THE LESSER OF $10 OR THE AMOUNT PAID BY YOU TO LICENSE THE APPLICATION. THE FOREGOING LIMITATIONS ON LIABILITY ARE INTENDED TO APPLY TO ALL ASPECTS OF THIS EULA.

  9. Benefit of Bargain; Failure of Essential Purpose. THE DISCLAIMER OF WARRANTY AND LIMITED LIABILITY SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN YOU AND KIHOMAC. KIHOMAC WOULD NOT BE ABLE TO PROVIDE THE APPLICATION ON AN ECONOMIC BASIS WITHOUT SUCH LIMITATIONS. SUCH DISCLAIMER AND LIMITATIONS SHALL APPLY NOTWITHSTANDING THE FAILURE OF THE ESSENTIAL PURPOSE OF THIS AGREEMENT OR ANY REMEDY AVAILABLE HEREUNDER.

  10. Changes. KIHOMAC reserves the right, at its sole discretion, to modify or update, in whole or in part, any of the terms and conditions of this Agreement. It is your responsibility to review this Agreement any time you use the Application. Your continued use of or access to the FileRelay Application following the posting of any changes to this Agreement constitutes acceptance of those changes. KIHOMAC may also, in the future, offer new services and / or features. Unless otherwise noted by KIHOMAC, such new features and / or services shall be subject to the terms and conditions of this Agreement.

  11. Indemnity. You shall indemnify and hold KIHOMAC harmless from and against all loss, liability, costs, charges, claims and damages to any persons or property based on a breach by you of this Agreement, including reasonable attorney's fees.

  12. No Waiver. The failure of either party to enforce any rights granted hereunder or to take action against the other Party in the event of any breach hereunder shall not be deemed a waiver by that party as to subsequent enforcement of rights or subsequent actions in the event of future breaches.

  13. Term and Termination. This Agreement and the license granted herein shall remain effective until terminated. You may terminate this Agreement and the license at any time by destroying all copies of the Application and any Documentation. Your rights under this Agreement will terminate immediately without notice from KIHOMAC if you fail to comply with any provision of this Agreement. Upon termination, you shall destroy all copies of this Application and Documentation in its possession or control.

  14. Governing Law and General Provisions. This Agreement will be governed by the laws in force in the Commonwealth of Virginia. This Agreement will not be governed by the United Nations Convention on Contracts for the International Sale of Goods, the application of which is expressly excluded. If any part of this Agreement is found void and unenforceable, it will not affect the validity of the balance of the Agreement, which shall remain valid and enforceable according to its terms. You agree that the Application will not be shipped, transferred or exported into any country or used in any manner prohibited by the United States Export Administration Act or any other export laws, restrictions or regulations. Except as otherwise set forth in Section 10, this Agreement may only be modified in writing signed by an authorized officer of KIHOMAC.

  15. U.S. GOVERNMENT END USERS. The Application is a "commercial item," as that term is defined in 48 C.F.R. 2.101 (Oct. 1995), consisting of "commercial computer software" and "commercial computer software documentation," as such terms are used in 48 C.F.R. 12.212 (Sept. 1995). Consistent with 48 C.F.R. 12.212 and 48 C.F.R. 227.7202-1 through 227.7202-4 (June 1995), all U.S. Government End Users acquire the Software with only those rights set forth herein.

  16. Survival. All of your confidentiality obligations and all limitations of liability and disclaimers and restrictions of warranty shall survive termination of this Agreement. In addition, Section 15 of this Agreement shall survive termination of this Agreement.