================================================================================ SIMPLITAKE END USER LICENSE AGREEMENT (EULA) ================================================================================ Publisher: SimpliTake LLC ("SimpliTake") Product: SimpliTake desktop software for Windows (the "Software") Contact: INFO@simplitake.com | https://simplitake.com Copyright (c) SimpliTake LLC. All rights reserved. This End User License Agreement ("EULA") is a legal agreement between you (the licensee, "You") and SimpliTake LLC. BY INSTALLING, ACTIVATING, OR USING THE SOFTWARE, YOU AGREE TO THIS EULA. IF YOU DO NOT AGREE, DO NOT INSTALL OR USE THE SOFTWARE. This EULA summarizes the binding terms. The complete terms, including the full disclaimers and limitation of liability, are set out in USER_AGREEMENT.txt (English) and USER_AGREEMENT_es.txt (Spanish), which are incorporated by reference. If there is any conflict, USER_AGREEMENT.txt controls. -------------------------------------------------------------------------------- KEY TERMS -------------------------------------------------------------------------------- 1. LICENSE. SimpliTake grants You a personal, non-exclusive, non-transferable, PERPETUAL license to install and use the Software on the licensed Windows computer(s), subject to this EULA and the User Agreement. 2. ONE-TIME PURCHASE. The Software is a ONE-TIME PURCHASE. There are NO subscriptions, NO recurring fees, and NO mandatory cloud or account service. 3. ACTIVATION; OFFLINE ACTIVATION. Payment is processed securely through Stripe. After successful payment, you will receive a payment confirmation (receipt). Please email that confirmation along with your Computer ID to INFO@SimpliTake.com using the email address you want the license file sent to. We will manually generate your license file on an offline system and email it back to you. You can then import the license file inside the program. After activation, the Software is designed to run FULLY OFFLINE. The Software itself never contacts any server or service at any time. 4. YOUR DATA. Each project is saved as a single, self-contained .simplitake file that embeds the source PDF and your takeoff data. Your files are stored locally, under your control. SimpliTake does not upload or store your project content on any server. You are responsible for backing up your files. 5. OWNERSHIP. The Software is licensed, not sold. SimpliTake LLC and its licensors retain all intellectual property rights in the Software. You retain all rights to your own PDFs, drawings, and project data. 6. RESTRICTIONS. You may not resell, rent, sublicense, or host the Software as a service; reverse engineer it (except as allowed by law or open-source terms); remove notices; or circumvent activation or technical protections. 7. MEASUREMENT TOOL ONLY. The Software is a MEASUREMENT AND MARKUP TOOL ONLY. It does NOT provide pricing, costs, estimates, bids, or material lists, and does not create takeoffs automatically. ALL MEASUREMENTS MUST BE INDEPENDENTLY VERIFIED AND PHYSICALLY CONFIRMED BY YOU OR A QUALIFIED PROFESSIONAL BEFORE USE in construction, contracting, permitting, or bidding. You are solely responsible for accuracy and for compliance with applicable codes, contracts, and permits. (See User Agreement Sections 8-10.) 8. NO WARRANTY. THE SOFTWARE IS PROVIDED "AS IS" AND "AS AVAILABLE," WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT, TO THE MAXIMUM EXTENT PERMITTED BY LAW. YOU USE THE SOFTWARE AT YOUR OWN RISK. 9. LIMITATION OF LIABILITY. TO THE MAXIMUM EXTENT PERMITTED BY LAW, SIMPLITAKE LLC WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, DATA, REWORK, OR MATERIALS. THE TOTAL LIABILITY OF SIMPLITAKE LLC WILL NOT EXCEED THE AMOUNT YOU PAID FOR THE LICENSE. 10. THIRD-PARTY COMPONENTS. The Software includes open-source components under their own licenses; see THIRD_PARTY_NOTICES.txt, THIRD-PARTY-LICENSES.txt, and the "licenses" folder. 11. PRIVACY. The Software is fully offline and does not collect, transmit, or sell your personal information or project content. See PRIVACY.txt. 12. TERM. This EULA is effective until terminated and terminates automatically upon material breach. Sections 5-9 survive termination. 13. GOVERNING LAW. This EULA is governed by the laws of the United States and the State in which SimpliTake LLC is organized, without regard to conflict-of-laws principles. 14. ENTIRE AGREEMENT. This EULA together with USER_AGREEMENT.txt and the referenced notices and exhibits is the entire agreement regarding the Software. Technical support is limited to activation and basic installation issues only. For all other matters, please visit simplitake.com. Questions or issue reports: INFO@simplitake.com. BY INSTALLING OR USING THE SOFTWARE, YOU ACKNOWLEDGE YOU HAVE READ AND AGREE TO THIS EULA AND THE USER AGREEMENT.