End User License Agreement
VD Custodian™ Enterprise Monitoring Software
1. Agreement to Terms
By downloading, installing, or using VD Custodian™ software ("Software"), you agree to be bound by the terms of this End User License Agreement ("EULA"). If you do not agree to these terms, do not install or use the Software.
2. License Grant
Subject to the terms and conditions of this End User License Agreement, VD Custodian grants you a limited, non-exclusive, non-transferable, non-sublicensable license to download, install, and use the Software in object code form only, along with the corresponding user documentation (collectively referred to as the "Product") for your internal business purposes as expressly permitted herein. The term "Product" shall include any changes, enhancements, updates, modifications, patches, or other improvements to the Software and Documentation delivered to you by VD Custodian. This license is granted solely for your use of the Software in connection with the monitoring and management services as expressly permitted under this Agreement.
3. Your Use of Software
As part of the monitoring services provided by VD Custodian, the company will make available to you for download a software agent designed to be installed on the computing devices of your employees, contractors, and workforce members whom you intend to monitor using the services. This Software shall be deployed exclusively on devices within your organizational control and used solely for the purpose of collecting monitoring data, performance metrics, and security information as part of your legitimate business operations.
The Software must be used strictly in accordance with all applicable laws, regulations, and industry standards governing employee monitoring, data privacy, and workplace surveillance. You acknowledge that you are solely responsible for ensuring that your deployment and use of the Software complies with all relevant legal requirements in your jurisdiction, including but not limited to obtaining necessary employee consent, providing appropriate notice of monitoring activities, and maintaining compliance with data protection regulations.
You may install and configure the Software on devices belonging to or used by your workforce solely for the purpose of monitoring work-related activities, measuring productivity, ensuring security compliance, and protecting organizational assets. The Software shall not be used for any purpose outside the scope of legitimate business monitoring activities or in any manner that would violate applicable privacy laws or employment regulations.
4. Permitted Use
You are expressly authorized to use the Software for the following legitimate business purposes within your organization:
The monitoring and surveillance of employee workstations, servers, and computing infrastructure within your organizational network for the purpose of ensuring productivity, security, and compliance with established corporate policies and procedures. This includes the collection and analysis of system performance data, user activity patterns, application usage statistics, and network traffic information necessary for operational oversight and security management.
The generation of comprehensive reports, analytics, and business intelligence derived from monitoring data to support management decision-making, performance evaluation, resource allocation, and strategic planning initiatives. Such reports may include productivity metrics, security incident summaries, compliance audit trails, and operational efficiency assessments.
The implementation and enforcement of organizational security policies through real-time monitoring of system access, data transfers, application usage, and user behavior to detect potential security threats, policy violations, or unauthorized activities that may compromise organizational assets or data integrity.
The maintenance of regulatory compliance through systematic documentation and reporting of user activities, data access patterns, and system usage as required by applicable industry regulations, legal mandates, or contractual obligations governing your organization's operations.
5. Restrictions
You may NOT:
- Reverse engineer, decompile, or disassemble the Software
- Remove or modify any proprietary notices or labels
- Use the Software for illegal surveillance or privacy violations
- Redistribute, sublicense, or sell the Software
- Use the Software beyond the scope of your purchased license
6. Data Privacy and Security
You are responsible for ensuring that your use of the Software complies with all applicable data protection laws, including but not limited to GDPR, CCPA, and local privacy regulations. You must obtain appropriate consent from employees and users before monitoring their activities.
7. Intellectual Property
The Software and all related intellectual property rights are and remain the exclusive property of VD Custodian™ and its licensors. This EULA does not grant you any rights to patents, copyrights, trade secrets, trademarks, or any other rights in respect to the Software.
8. Warranty Disclaimer
THE SOFTWARE IS PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND. WE DISCLAIM ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.
9. Limitation of Liability
IN NO EVENT SHALL WE BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION, LOSS OF PROFITS, DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, RESULTING FROM YOUR USE OF THE SOFTWARE.
10. Data Loss and Business Impact Disclaimer
DATA LOSS DISCLAIMER: VD Custodian™ and its affiliates, officers, directors, employees, agents, suppliers, and licensors (collectively, "VD Custodian") SHALL NOT BE RESPONSIBLE OR LIABLE FOR ANY LOSS, CORRUPTION, DESTRUCTION, ALTERATION, OR UNAUTHORIZED ACCESS TO ANY DATA, INCLUDING BUT NOT LIMITED TO:
- Monitoring data, screenshots, recordings, or log files collected by the Software
- User data, personal information, or confidential business information
- System configurations, settings, or customizations
- Database records, reports, or analytical outputs
- Any other information stored, processed, or transmitted through the Software
BUSINESS IMPACT DISCLAIMER: VD Custodian EXPLICITLY DISCLAIMS ALL RESPONSIBILITY AND LIABILITY FOR ANY BUSINESS IMPACT, DISRUPTION, OR CONSEQUENCES ARISING FROM THE USE OR INABILITY TO USE THE SOFTWARE, INCLUDING BUT NOT LIMITED TO:
- Business interruption, operational downtime, or service disruptions
- Loss of revenue, profits, business opportunities, or competitive advantage
- Employee productivity losses or workforce management issues
- Compliance failures, regulatory violations, or legal proceedings
- Damage to business reputation, customer relationships, or goodwill
- Third-party claims, penalties, or sanctions
USER RESPONSIBILITY: You acknowledge and agree that:
- You are solely responsible for implementing appropriate data backup and recovery procedures
- You assume all risks associated with the deployment and use of the Software in your environment
- You must maintain adequate insurance coverage for data loss and business interruption risks
- VD Custodian makes no warranties regarding data integrity, system reliability, or business continuity
- You waive any claims against VD Custodian for damages arising from data loss or business impact
FORCE MAJEURE: VD Custodian shall not be liable for any failure to perform or delay in performance under this Agreement due to circumstances beyond its reasonable control, including but not limited to acts of God, natural disasters, cyber attacks, government actions, network failures, or infrastructure outages.
THIS DISCLAIMER APPLIES REGARDLESS OF WHETHER SUCH DAMAGES WERE FORESEEABLE AND WHETHER VD CUSTODIAN HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU.
11. Termination
This EULA is effective until terminated. You may terminate it at any time by uninstalling the Software. We may terminate this EULA immediately upon notice if you breach any term. Upon termination, you must cease all use of the Software and destroy all copies.
12. Governing Law
This EULA shall be governed by and construed in accordance with the laws of the jurisdiction where your organization is headquartered, without regard to conflict of law principles.
13. Updates and Modifications
We reserve the right to update or modify this EULA at any time. Changes will be effective upon posting the updated EULA. Your continued use of the Software after such changes constitutes acceptance of the new terms.
14. Contact Information
For questions about this EULA or the Software, contact: