This End User License Agreement ("Agreement") is entered into between S-Cube Technologies LLC ("Company") and the individual or entity using the Field Service Management software — WorqWize ("Customer" or "User"). By accessing, installing, or using the WorqWize platform, the User agrees to be bound by this Agreement.
1. Definitions
- FSM Software means the Company's Field Service Management platform (WorqWize), including web applications, mobile applications, APIs, databases, updates, and related documentation.
- Authorized Users means employees, contractors, or agents permitted by Customer to use the WorqWize Software.
- Services means all software, support, hosting, maintenance, and related services provided by the Company.
2. License Grant
Subject to compliance with this Agreement and payment of all applicable fees, Company grants Customer a limited, non-exclusive, non-transferable, non-sublicensable license to access and use the FSM Software solely for Customer's internal business operations.
Customer shall not:
- Copy, reproduce, or redistribute the WorqWize Software except as expressly permitted;
- Reverse engineer, decompile, disassemble, or attempt to derive source code;
- Modify, create derivative works from, or exploit the software;
- Resell, lease, sublicense, or commercially distribute the software;
- Use the software for unlawful, harmful, or competitive analysis purposes.
3. Ownership and Intellectual Property
The FSM Software, including all source code, object code, workflows, designs, documentation, trademarks, algorithms, and enhancements, remains the exclusive property of Company and its licensors. No ownership rights are transferred under this Agreement.
4. User Accounts and Security
Customer is responsible for:
- Maintaining confidentiality of login credentials;
- All activities conducted through authorized accounts;
- Ensuring Authorized Users comply with this Agreement.
Customer shall promptly notify Company of any unauthorized access or security breach.
5. Data and Privacy
Customer retains ownership of its operational and customer data uploaded into the WorqWize Software. Customer grants Company a limited right to process, store, and transmit such data solely for:
- Providing the Services;
- System maintenance and support;
- Security, backup, and performance improvements.
Company will implement commercially reasonable measures to protect Customer data.
6. Acceptable Use
Customer agrees not to:
- Upload malicious code, malware, or harmful content;
- Interfere with platform stability or security;
- Circumvent usage limits or access controls;
- Use the software in violation of applicable laws or regulations.
Company may suspend access for violations of this section.
7. Subscription and Fees
Use of the FSM Software may require payment of subscription or licensing fees pursuant to a separate order form, proposal, or invoice. Failure to pay fees may result in suspension or termination of access.
8. Updates and Modifications
Company may provide updates, patches, enhancements, or new features at its discretion. Company may modify features or functionality provided such changes do not materially reduce core service capabilities.
9. Support and Availability
Support services, uptime commitments, and maintenance windows shall be governed by any applicable service agreement or support policy. Company does not guarantee uninterrupted or error-free operation.
10. Confidentiality
Each party agrees to protect confidential information disclosed by the other party using reasonable care and not disclose such information except:
- To employees or contractors with a need to know; or
- As required by law.
Confidential information does not include information that is publicly available or independently developed.
11. Disclaimer of Warranties
THE FSM SOFTWARE IS PROVIDED "AS IS" AND "AS AVAILABLE." TO THE MAXIMUM EXTENT PERMITTED BY LAW, COMPANY DISCLAIMS ALL WARRANTIES, INCLUDING: MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND ANY IMPLIED WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE.
12. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW, COMPANY SHALL NOT BE LIABLE FOR: INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING LOSS OF PROFITS, BUSINESS INTERRUPTION, OR DATA LOSS.
COMPANY'S TOTAL LIABILITY SHALL NOT EXCEED THE AMOUNTS PAID BY CUSTOMER TO COMPANY DURING THE TWELVE (12) MONTHS PRECEDING THE CLAIM.
13. Term and Termination
This Agreement remains effective until terminated. Company may suspend or terminate access if Customer:
- Violates this Agreement;
- Fails to pay required fees; or
- Uses the software unlawfully.
Upon termination, Customer's license immediately ends, Customer must cease all use of the FSM Software, and certain provisions shall survive termination, including confidentiality, ownership, and limitation of liability.
14. Export Compliance
Customer agrees to comply with all applicable export control and sanctions laws related to use of the FSM Software.
15. Governing Law
This Agreement shall be governed by the laws of Arizona, USA, without regard to conflict of law principles. Any disputes shall be resolved in the courts located in Arizona.
16. Entire Agreement
This Agreement constitutes the complete agreement between the parties regarding the WorqWize Software and supersedes prior discussions or agreements relating to the subject matter herein.
17. Contact Information
For questions regarding this Agreement, contact: