UltraVPN Software License and
Terms of Service

Effective 11/3/2020

IMPORTANT:

PLEASE READ THE TERMS AND CONDITIONS OF THIS SOFTWARE LICENSE AND TERMS OF SERVICE CAREFULLY BEFORE USING THE SOFTWARE (AS DEFINED BELOW).

This UltraVPN Software License and Terms of Service (the «Agreement«) for the UltraVPN software (including any associated documentation, the «Software«), and all other online properties and websites owned or operated by UltraVPN through which the Software is made available (together with the Software, the «Service») is a legal contract between the individual accepting and agreeing to this Agreement («you«) and Intersections LLC. dba Aura or its affiliates («UltraVPN«, «we«, or «us«).

Please read carefully the terms and conditions of this Agreement. By clicking an «I accept» button (or any similar button), you acknowledge that you have read, understood, and agree to be bound by all of the terms and conditions of this Agreement including the requirement of binding arbitration for all legal disputes. If you do not agree to this Agreement, you must destroy, return or delete all copies of the Software in your possession.

As provided in greater detail in this Agreement (and without limiting the express language of this Agreement), you acknowledge the following:

• the Service is licensed, not sold to you, and you may use the Service only as set forth in this Agreement;
• the use of the Service may be subject to separate third party terms of service and fees, including, without limitation, your mobile network operator’s or Internet provider’s terms of service and fees, including fees charged for data usage and overage, which are your sole responsibility;
• you consent to the collection, use and disclosure of your personally identifiable information in accordance with the Privacy Policy;
• we provide the Service to you on an «as is» basis without warranties of any kind and UltraVPN’s liability to you is limited;
• disputes arising between you and UltraVPN will be resolved by binding arbitration. By accepting this Agreement, as provided in greater detail in Section 15 below, you and UltraVPN are each waiving the right to a trial by jury or to participate in a class action.

1. Eligibility

The Service is not available to persons who are not eligible or to any users previously suspended, terminated or removed from the Service by UltraVPN. «Eligible» means 18 years of age or older. By downloading, using or accessing the Service, you represent and warrant that you are Eligible or have the permission of a parent or guardian to use the Service. Notwithstanding the foregoing, if you are under 13 years of age, then you must not use or access the Service at any time or in any manner.

2. Privacy Policy

Your privacy is important to UltraVPN. Please read our Privacy Policy carefully for information relating to UltraVPN’s collection, use, and disclosure of your personal information. The Privacy Policy is hereby incorporated into this Agreement by reference.

3. Modification of this Agreement

UltraVPN may make changes to this Agreement at any time for a variety of reasons, such as to reflect changes in applicable law or to account for additional features in the Service or functionality. If a revision materially alters your rights as determined by UltraVPN in its sole discretion, we will use reasonable efforts to notify you in advance of the change becoming effective, including by sending a notification to the e-mail address(es) associated with your account or a pop-up or banner within the Service. The most current version of this Agreement for the Service will be posted on the UltraVPN website. Changes will be effective no sooner than the day they are publicly posted. If you do not want to agree to any changes made to this Agreement, you should stop using the Service, because by continuing to use the Service after the date the changes become effective, you indicate your agreement to be bound by the updated Agreement.

4. User Feedback

You may occasionally interact with our Customer Support team or provide feedback about the Service or the Software to us. If you provide UltraVPN with any feedback about the Service, we may use that feedback and incorporate it into our products and services or share publicly, without any obligation to you.

5. The Software

5.1. Software License

The Service, including the Software, is licensed, not sold, to you. Subject to this Agreement and any other agreements that apply to the Service or Software and to which you are a party, UltraVPN grants you a limited, revocable, nonexclusive, personal, nontransferable license during the term of this Agreement to install and use the Software in object code format, to access the Service for internal and personal purposes only, and on no more than six (6) Devices (as defined in Section 6.1 below). The Software is «in use» on a Device for purposes of this paragraph when it is loaded into the temporary memory (e.g., RAM) or installed into the permanent memory (e.g., hard disk, CD-ROM or other storage device) of a Device.

5.2. Software License Restrictions

You may not (and may not allow a third party to):

5.3 Content Restrictions

You may not (and may not allow a third party to) copy, reproduce, capture, store, retransmit, distribute, or burn to CD (or any other format) any copyrighted content that you access or receive while using the Software or the Service. You assume all risk and liability for any such prohibited use of copyrighted content.

5.4 Recurring Payments for Service

Our Service is billed on a subscription basis («Subscription(s)«). You will be billed in advance on a recurring and periodic basis («Billing Cycle«). Billing cycles are set on a regular basis, typically monthly or yearly. You agree to pay for the subscription that you select for the Service and you authorize us to automatically charge the payment method our service provider has on file for your recurring payments.

At the end of each Billing Cycle, your Subscription will automatically renew under the same conditions as your existing conditions, unless you cancel it or we cancel it. You may cancel your Subscription renewal by contacting our customer support team at [email protected]. Once you have cancelled your automatic renewal, recurring subscription fees for Service fees will no longer be charged to the payment method we have on file for your account, and your subscription will remain active only until the end of the term for which you have fully paid the Service fee.

A valid payment method, including credit card, is required to process the payment for your Subscription. You shall provide us or our third-party payment processor, with accurate and complete billing information including full name, address, state, zip code, and valid payment method information. By submitting such payment information, you automatically authorize us to charge all Subscription fees incurred through your account to any such payment instruments. All amounts paid are non-refundable. You further agree to be responsible for all taxes associated with the Service, along with any transaction fees and currency conversions added by your financial institution and intermediaries. All amounts are in US Dollars. If the billing method we agree is by credit or debit card («Payment Card«), you: (a) represent that you are authorized to use such Payment Card; (b) authorize us to charge your Payment Card on a periodic basis for the Fees when due, including upon sign up for the Service and upon renewal; (c) agree to keep your Payment Card details valid and current and (d) agree to pay any processing fees that are charged by the third-party payment processors or Payment Card issuer. If your Payment Card is declined when we attempt to charge it, we may try to charge it again at a later time. If we do not receive payment, we may suspend or terminate your paid Service subscription.

5.5 Open Source

The Open-Source code components that are included with the Software are redistributed by UltraVPN under the terms of the applicable Open-Source Code license for such component. Your receipt of Open-Source code components from UltraVPN under this Agreement neither enlarges nor curtails your rights or obligations defined by the Open-Source Code license applicable to the Open-Source Code component. Copies of the Open-Source Code licenses for the Open-Source Code components that are included with the Software are included with or referenced in the Software’s Documentation.

5.6 Price Changes

We may change the fees that we charge for the Service, at any time in our sole discretion, provided that we will give you at least thirty (30) days’ prior notice of such changes. Unless otherwise specified in such notice to you, any changes to the subscription fees will take effect in the billing period immediately following our notice to you.

6. The Service

6.1 Availability

You may use the Software solely to access the Service. A computer or other equipment enabled to access the Internet (a «Device») is required to utilize the Service. You are solely responsible for ensuring that your Device is sufficient and compatible for use with the Service. The speed and quality of the Service may vary and the Service is subject to unavailability, including emergencies, third party service failures, transmission, equipment or network problems or limitations, interference, signal strength, and maintenance and repair, and may be interrupted, refused, limited or curtailed.

6.2 Suspension or Termination of the Service

UltraVPN may, from time to time, temporarily suspend your access to the Service or any component thereof: (a) for maintenance; (b) to address any emergency security concerns; or (c) if required to do so by a governmental or regulatory authority or as a result of a change in applicable law. We may even suspend or terminate the Services entirely, in which event we will notify you in advance unless extenuating circumstances, such as safety or security concerns, prevent us from doing so.

6.3 Changes to the Service

UltraVPN continually changes and improves the Service. UltraVPN will provide you with prior written notice if UltraVPN makes a change to the Service resulting in a material decrease in core functionality used by UltraVPN’s general customer base.

6.4 Third Party Policies

If You choose to access and use third-party websites, services or content, or purchase products from third parties, including without limitation through third-party payment vendors, your personal information may be available to a third-party content provider. If you choose to visit or use any third-party products or services, Aura policies and this Agreement will not apply to your activities or any information you disclose while using third-party products or services or otherwise interacting with third parties. How third parties handle and use your personal information related to their sites and services is governed by their security, privacy and other policies, if any, and not our policies. Aura has no responsibility for any third party’s policies, or any third party’s compliance with them.

7. Prohibited Conduct

7.1. BY USING THE SOFTWARE OR THE SERVICE YOU AGREE NOT TO:

8. User Accounts and Data

10. Ownership; Proprietary Rights

The Software and the Service are owned and operated by UltraVPN and its partners. The visual interfaces, graphics, design, compilation, information, computer code (including source code or object code), products, software, services, and all other elements of the Service or the Software provided by UltraVPN (the «Materials«) are protected by United States copyright, trade dress, patent, and trademark laws, international conventions, and all other relevant intellectual property and proprietary rights, and applicable laws. All Materials contained on the Software or Service (excluding any Materials on third-party websites) are the property of UltraVPN or its Affiliates and/or third-party licensors. All trademarks, service marks, and trade names are proprietary to UltraVPN or its Affiliates and/or third-party licensors. As used in this Agreement, «Affiliate» means any entity directly or indirectly controlling, controlled by, or under common control with Intersections LLC. dba Aura, where «control» means ownership of more than 50% of the voting equity or membership interests of an entity or the ability to direct an entity. Except as expressly authorized by UltraVPN, you agree not to sell, license, distribute, copy, modify, publicly perform or display, transmit, publish, edit, adapt, create derivative works from, or otherwise make unauthorized use of the Materials. UltraVPN reserves all rights not expressly granted in this Agreement.

11. Indemnification

To the fullest extent permitted by law, you agree to indemnify, save, and hold UltraVPN and its Affiliates, and each of their respective contractors, subcontractors, officers, directors, shareholders, employees, agents and its third-party suppliers, licensors, and partners (collectively, the «UltraVPN Entities«) harmless from any claims, losses, damages, liabilities, including legal fees and expenses, arising out of your use and misuse of the Software or Service, any violation by you of this Agreement, or any breach of the representations, warranties, and covenants made by you herein. UltraVPN reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify the UltraVPN Entities, and you agree to cooperate with UltraVPN’s defense of these claims. UltraVPN will use reasonable efforts to notify you of any such claim, action, or proceeding upon becoming aware of it.

12. Export

The Software and the Service may be subject to United States export controls. You may not export or re-export the Software without: (a) the prior written consent of UltraVPN, (b) complying with any applicable export control laws, and (c) obtaining all appropriate permits and licenses. In any event, you may not remove or export from the United States or allow the export or re-export of any part of the Software or the Service in violation of any restrictions, laws or regulations of the United States Department of Commerce, the United States Department of Treasury Office of Foreign Assets Control, or any other United States or foreign agency or authority. As defined in FAR section 2.101, the Software and the Service are «commercial items» and according to DFAR section 252.227-7014(a)(1) and (5) are deemed to be «commercial computer software» and «commercial computer software documentation.» Consistent with DFAR section 227.7202 and FAR section 12.212, any use modification, reproduction, release, performance, display, or disclosure of such commercial software or commercial software documentation by the U.S. Government will be governed solely by this Agreement and will be prohibited except to the extent expressly permitted by this Agreement. The Software and the Service may contain information that is controlled and restricted from export by the United States export controls restrictions, regulations, and laws described above (the «Controlled Information»). If UltraVPN, in its sole discretion, determines that it cannot implement the Service in a manner to exclude access to Controlled Information where required, if you are in a country or territory that is subject to such regulation, you shall not be provided access to the Software or the Service.

13. Disclaimers; No Warranties

The following provisions of this Section 13 apply to the fullest extent permitted by law:

13.1. No Warranties

The UltraVPN Entities disclaim all warranties, statutory, express or implied, including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, and non-infringement of proprietary rights. No information, whether oral or written, obtained by you from UltraVPN or through the Service will create any warranty not expressly stated herein. You expressly acknowledge that as used in this Section 13 the term UltraVPN includes the UltraVPN Entities.

13.2. «As is» and «As available» and «With All Faults»

You expressly agree that use of the Service and the Software is at your sole risk. The Service, the Software and any data, information, third-party software, services, or applications made available in conjunction with or through the Service are provided on an «as is» and «as available», «with all faults» basis and with no assurances that the Software or the Service will withstand attempts to evade security mechanisms or that there will be no cracks, bugs, disablements or other circumvention. The UltraVPN Entities do not warrant that the Service will be uninterrupted or free of errors, viruses or other harmful components and do not warrant that any of the foregoing will be corrected. You understand and agree that you use, access, download the Software and otherwise obtain or transmit materials, data, or other content while using the Service at your own discretion and risk.

14. Limitation of Liability and Damages

The following provisions of this Section 14 apply to the fullest extent permitted by law:

14.1. Limitation of Liability

Under no circumstances, including, but not limited to, negligence, will UltraVPN or the UltraVPN Entities be liable for any special, indirect, incidental, consequential, punitive, reliance, or exemplary damages (including without limitation damages arising from any unsuccessful court action or legal dispute, lost business, lost revenues, or loss of anticipated profits or any other pecuniary or non-pecuniary loss or damage of any nature whatsoever) arising out of or relating to this Agreement or that result from your use of or your inability to use the Service or Software, or any other interactions with UltraVPN, even if UltraVPN or an UltraVPN authorized representative has been advised of the possibility of such damages.

14.2. Limitation of Damages

In no event will the total liability of UltraVPN or its affiliates, contractors, employees, agents, or third-party partners, licensors, or suppliers to you for all damages, losses, and causes of action arising out of or relating to this Agreement or your use of the Service or the Software (whether in contract, tort including negligence, warranty, or otherwise), exceed the amount paid by you, if any, for accessing the Software and the Service during the twelve months immediately preceding the date of the claim or twenty five United States dollars, whichever is greater.

14.3. Basis of the Bargain

You acknowledge and agree that UltraVPN has offered the Software and the Service, set its prices, and entered into this Agreement in reliance upon the warranty disclaimers and the limitations of liability set forth herein, that the warranty disclaimers and the limitations of liability set forth herein reflect a reasonable and fair allocation of risk between you and UltraVPN, and that the warranty disclaimers and the limitations of liability set forth herein form an essential basis of the bargain between you and UltraVPN. UltraVPN would not be able to provide the Service or the Software to you on an economically reasonable basis without these limitations.

14.4. Consumer End Users (Outside of the USA)

This Section 14.4 applies only if you reside and use the Service and Software outside of the United States.

15. Dispute Resolution and Arbitration

15.1. Generally

In the interest of resolving disputes between you and UltraVPN in the most expedient and cost-effective manner, you and UltraVPN agree that any and all disputes arising out of or relating in any way to this Agreement or your use of the Service shall be resolved by binding arbitration. Arbitration is more informal than a lawsuit in court. Arbitration uses a neutral arbitrator instead of a judge or jury, may allow for more limited discovery than in court, and can be subject to very limited review by courts. Arbitrators can award the same damages and relief that a court can award. Our agreement to arbitrate disputes includes, but is not limited to all claims arising out of or relating to any aspect of this Agreement, whether based in contract, tort, statute, fraud, misrepresentation or any other legal theory, and regardless of whether the claims arise during or after the termination of this Agreement.

15.2. No class actions or jury trials

This Arbitration Agreement involves interstate commerce and shall be governed by the Federal Arbitration Act, 9 U.S.C. §§ 1-16 («FAA»), and not by state law. If you or we elect to resolve a dispute by arbitration, neither you nor we will be able to have a court or jury trial or participate in a class action or class arbitration. Other rights that you and we would have if you or we went to court will not be available or will be more limited in arbitration, including discovery and appeal rights. You and we each understand and agree that by allowing each other to elect to resolve any dispute through individual arbitration, WE ARE EACH WAIVING THE RIGHT TO A COURT OR JURY TRIAL. IF ANY PARTY ELECTS ARBITRATION, THAT DISPUTE SHALL BE ARBITRATED ON AN INDIVIDUAL BASIS, AND NOT AS A CLASS ACTION, REPRESENTATIVE ACTION, CLASS ARBITRATION OR ANY SIMILAR PROCEEDING. The arbitrator(s) may not consolidate the claims of multiple parties, and may not otherwise preside over any form of a representative or class proceeding.

15.3. Notice; Process

A party who intends to seek arbitration must first send a written notice of the dispute to the other party, by certified mail or Federal Express (signature required), or in the event that we do not have a physical address on file for you, by electronic mail («Notice«). The Notice must (a) describe the nature and basis of the claim or dispute; and (b) set forth the specific relief sought («Demand«). We agree to use good faith efforts to resolve the claim directly, but if we do not reach an agreement to do so within 30 days after the Notice is received, you or UltraVPN may commence an arbitration proceeding. During the arbitration, the amount of any settlement offer made by you or UltraVPN shall not be disclosed to the arbitrator until after the arbitrator makes a final decision and award, if any; provided that if our dispute is finally resolved through arbitration in your favor, UltraVPN shall pay you the greater of (i) the amount awarded by the arbitrator, if any, or (ii) the greatest amount offered by UltraVPN in settlement of the dispute prior to the arbitrator’s award, whichever is greater.

15.4. Procedure Generally

Arbitrations shall be administered by the JAMS («JAMS«) pursuant to the applicable JAMS rules in effect at the time the arbitration is initiated. You may obtain information about arbitration, arbitration procedures and fees from JAMS by calling 800-352-5267 or visiting http://www.jamsadr.com/. If JAMS is unable or unwilling to arbitrate a dispute, then the dispute may be referred to any other arbitration organization or arbitrator we both agree upon in writing or that is appointed pursuant to section 5 of the FAA. The arbitrator shall be authorized to award any relief that would have been available in court, provided that the arbitrator’s authority is limited to you and us alone, except as otherwise specifically stated herein. No arbitration decision will have any preclusive effect as to non-parties. The arbitrator’s decision shall be final and binding. You and we agree that this Arbitration Agreement extends to any other parties involved in any Claims, including but not limited to affiliated companies and vendors. This Arbitration Agreement shall take precedence over the rules of the arbitration organization or arbitrator in the event of any conflict.

15.5. Fees

In the event that you commence arbitration in accordance with this Agreement, UltraVPN will reimburse you for your payment of the filing fee, unless your claim is for greater than US $10,000, in which case the payment of any fees shall be decided by the Rules. Any arbitration hearings will take place at a location to be agreed upon in Herndon, Virginia for United States residents, and at a location to be mutually agreed upon for all other persons, provided that if the claim is for US $10,000 or less, you may choose whether the arbitration will be conducted solely on the basis of documents submitted to the arbitrator, through a non-appearance based telephonic hearing, or by an in-person hearing as established by the Rules. If the arbitrator finds that either the substance of your claim or the relief sought in the Demand is frivolous or brought for an improper purpose (as measured by the standards set forth in the United States Federal Rule of Civil Procedure 11(b)), then the payment of all fees will be governed by the Rules. In such case, you agree to reimburse UltraVPN for all monies previously disbursed by it that are otherwise your obligation to pay under the Rules. Regardless of the manner in which the arbitration is conducted, the arbitrator shall issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the decision and award, if any, are based. The arbitrator may make rulings and resolve disputes as to the payment and reimbursement of fees or expenses at any time during the proceeding and upon request from either party made within 14 days of the arbitrator’s ruling on the merits.

15.6. Enforceability

If Section 15.2 above is found to be unenforceable or if the entirety of this Section 15 is found to be unenforceable, then the entirety of this Section 15 will be null and void.

16. Miscellaneous

16.1. Assignment

This Agreement, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by UltraVPN without restriction. Any assignment attempted to be made in violation of this Agreement shall be void.

16.2. Entire Agreement

This Agreement (including any documents incorporated here by reference) constitutes the entire agreement between you and UltraVPN concerning its subject matter, and it supersedes any other prior or contemporaneous agreements or terms, written or oral.

16.3. Force Major

Neither UltraVPN nor you will be liable for inadequate performance to the extent caused by events beyond the reasonable control of a party, which may include denial-of-service attacks, internet disturbance, strikes, riots, pandemics or epidemics, natural disasters, acts of God, war, terrorism, and governmental action.

16.4. Governing Law

This Agreement will be governed by and construed in accordance with the laws of the Commonwealth of Virginia, USA, exclusive of its choice of law principles.

16.5. Interpretation

This Agreement was prepared and written in English. Any non-English translations of this Agreement which may be made available are provided for convenience only and are not valid or legally binding. Use of section headings in this Agreement is for convenience only and will not have any impact on the interpretation of particular provisions. The use of the words «includes,» «including,» «such as,» «for example,» and similar terms are deemed not to limit what else might be included.

16.6. Jurisdiction

You agree that in the event of a dispute that is not subject to arbitration pursuant to Section 15, or if Section 15 is found to be unenforceable, any action at law or in equity arising out of or relating in any way to this Agreement or UltraVPN will be filed only in the state or federal courts located in the Herndon, Virginia, and you hereby consent and submit to the personal and exclusive jurisdiction of such courts for the purposes of litigating any such action.

16.7. Notice

All notices must be in writing and will be deemed given when: (a) personally delivered, (b) verified by written receipt, if sent by postal mail with verification of receipt service or courier, (c) received, if sent by postal mail without verification of receipt, or (d) verified by automated receipt or electronic logs if sent by email, provided that no bounce or other technical error message was received in response. Notices to UltraVPN must be sent to Intersections LLC. dba Aura at 2553 Dulles View Drive, Suite 400, Herndon, VA 20171, marked to the attention of the Legal Department, with a copy emailed to [email protected]. Email is insufficient for providing non-routine legal notices such as indemnification claims, breach notices, and termination notices («Non-Routine Notices«) to UltraVPN. You may grant approvals, permission, extensions and consents by email. Notices to you may be sent to the email address associated with your account for the Service. You consent to receiving certain electronic communications from us in connection with your use of the Service. You agree that any notices or other communications sent to you electronically will satisfy any legal notice requirements. You must keep contact details associated with your account and accurate, and you will notify UltraVPN in writing of any changes to such details.

16.8. Severability

If any provision of this Agreement is held to be unlawful, void, or for any reason unenforceable, then that provision will be limited or eliminated from this Agreement to the minimum extent necessary and will not affect the validity and enforceability of any remaining provisions.

16.9. Survival

Upon termination or expiration of this Agreement for any reason, the following provisions will survive such termination or expiration: Sections 4, 5.3, and 10 through 16.

16.10. Third Party Beneficiaries

There are no third party beneficiaries to this Agreement.

16.11. Waiver

The failure of UltraVPN to exercise or enforce any right or provision of this Agreement will not constitute a waiver of such right or provision. Any waiver of any provision of this Agreement will be effective only if in writing and signed by UltraVPN. Any cause of action arising out of or related to the Service by you against UltraVPN must commence within 1 year after the cause of action accrues.

17. Apple App Store Additional License Terms

17.1 If the Software is provided to you through Apple Inc. (Apple Inc. together with all of its affiliates, «Apple») App Store, the following terms and conditions apply to you in addition to all the other terms set forth herein:

18. Contact Information

Should you have any questions concerning this Agreement, or if you desire to contact UltraVPN for any reason, please email [email protected] or write to:

UltraVPN
c/o Intersections LLC. dba Aura

2553 Dulles View Drive, Suite 400,
Herndon, VA 20171
Attention: Chief Legal Officer