End User License Agreement (EULA)

1.1 Right to Use

Subject to and in consideration of your full compliance with the terms and conditions of this EULA, Licensor grants to You a personal, non-exclusive license to use the Software during the period stated in the applicable Order (if no period is specified, You may use the Software perpetually).

If You are an individual consumer, this license grant allows You to use the Software in connection with Your own personal use.

If You are a business entity, this license grant allows You to use the Software in connection with the internal business operations of Your entity.

1.2 Rights Reserved

The Software is licensed and not sold. Except for the license expressly granted in this EULA, Licensor, on behalf of itself and its affiliates and suppliers, retains all rights in and to the Software and in all related materials ("Works"). The rights in these Works are valid and protected in all forms, media and technologies existing now or hereafter developed. Any use of Works other than as expressly set forth herein is strictly prohibited.

1.3 Ownership

Licensor, on behalf of itself and its affiliates, retains ownership of the Works and all related intellectual property rights.

2.1 Required Conduct

You and Your Permitted Third Parties must do the following:

• A. Run the Software only on the hardware for which it was intended to operate, when applicable;
• B. Treat the Software as Shooters Global confidential information;
• C. Abide by the export control and economic sanctions laws of the United States, the European Union and other applicable jurisdictions. Under these laws, the Software must not be used, sold, leased, exported, imported, re-exported or transferred except in compliance with such laws, including, without limitation, export licensing requirements, end user, end-use and end-destination restrictions, prohibitions on dealings with sanctioned individuals and entities, including but not limited to persons on the Office of Foreign Assets Control's Specially Designated Nationals and Blocked Persons List, or the U.S. Department of Commerce Denied Persons List. You represent and warrant that You are not the subject or target of, and that You are not located in a country or territory (including without limitation, North Korea, Cuba, Iran, Syria, and Crimea) that is the subject or target of economic sanctions of the United States, European Union or other applicable jurisdictions.

2.2 Prohibited Conduct

Except as otherwise permitted by this EULA or by mandatory law (meaning a law that the parties cannot change by contract), You must not, and must not allow Your Permitted Third Parties, to do the following:

• A. Modify or remove any proprietary notices or markings on or in the Software;
• B. Install and operate counterfeit versions of Software (i.e. software provided by anyone other than Shooters Global or an authorized representative of Shooters Global) on Shooters Global hardware;
• C. Violate or circumvent any technological use restrictions in the Software;
• D. Use any trademarks or service marks of Licensor, its affiliates or suppliers;
• E. Copy, republish, upload, post or transmit the Software in any way;
• F. Modify or create derivative works based upon the Software, or decompile, disassemble, reverse engineer, or otherwise attempt to derive source code from the Software, in whole or in part;
• G. Attack or attempt to undermine the security, integrity, authentication or intended operation of the Software;
• H. Use the Software to create other software, products or technologies unless the Software contains Development Tools as described in Section 3;
• I. Assign this EULA, or any right or obligation under this EULA, or delegate any performance, without Shooters Global's prior written consent, unless You are transferring the Software in accordance with the Transferability Section 3 below. Even if Shooters Global consents to an assignment, You remain responsible for all obligations under this EULA that You incurred prior to the effective date of the assignment.

8.1 Limitations on Damages.

The limitations, exclusions and disclaimers set forth in a Pre-Existing Agreement or Shooters Global Terms of Sale that applies your Order (in each case, the "Order Terms") shall apply to all disputes, claims or controversies (whether in contract, tort or otherwise) between You and Licensor or Shooters Global related to or arising out of: (a) this EULA; (b) the breach, termination or validity of this EULA; or (c) any Orders (each, a "Dispute"). In the absence of applicable Order Terms, the terms set forth in this Section shall apply to all Disputes.

The terms of this Section are agreed allocations of risk constituting part of the consideration for Licensor's licensing of Software to You and will apply even if there is a failure of the essential purpose of any limited remedy, and regardless of whether a party has been advised of the possibility of the liabilities. If applicable law prohibits any portion of the limits on liability stated below, the parties agree that such limitation will be automatically modified, but only to the extent required to make the limitation compliant with applicable law.

A. Limitation on Direct Damages

Except for Your obligation to pay for the Software, or for Your violation of the License Grant and License Conditions set forth herein or of Licensor's or Shooters Global's intellectual property rights, the total liability of You and Licensor (including Licensor's affiliates and suppliers) arising out of any Dispute is limited to the amount You paid for the Software that is the subject of the Dispute, but excluding amounts received as reimbursement of expenses or payment of taxes. Notwithstanding anything otherwise set forth above, Licensor and its affiliates have no liability for any direct damages resulting from Your use or attempted use of Third Party Software, Free Software or Development Tools.

B. Disclaimer of Certain Other Damages

Except for Your obligation to pay for the Software, or for Your violation of the License Grant and License Conditions set forth herein or of Licensor's or Shooters Global's intellectual property rights, neither You nor Licensor (including Licensor's affiliates and suppliers) shall have any liability under this EULA for special, consequential, exemplary, punitive, incidental or indirect damages, or for lost profits, loss of revenue, loss or corruption of data, loss of use or procurement of substitute products or services.

8.2 Regular Backups

You are solely responsible for Your data. You must back up Your data before Licensor or a third party performs any remedial, upgrade or other work on Your production systems. You acknowledge that it is a best practice to have more than one back up copy of Your data. If applicable law prohibits exclusion of liability for lost data, then Licensor will only be liable for the cost of the typical effort to recover the lost data from Your last available back up.

8.3 Limitation Period

Except as stated in this Section, all claims must be made within the period specified by applicable law. If the law allows the parties to specify a shorter period for bringing claims, or the law does not provide a time at all, then claims must be made within 18 months after the cause of action accrues.

9.1 Notices

The parties will provide all notices under this EULA in writing. Unless provided otherwise in an Order, You must provide notices to the local Shooters Global entity in Your Order, or, if Your Order is not with a Shooters Global entity, by e-mail to info@shooters.global.

9.2 Waiver and Severability

Failure to enforce a provision of this EULA will not constitute a waiver of that or any other provision of this EULA. If a court of competent jurisdiction determines that any part of this EULA or document that incorporates this EULA by reference is unenforceable, that ruling will not affect the validity of all remaining parts.

9.3 Modifications

Licensor may, in its sole discretion, update this EULA, Terms of sale at any time. Any changes that Licensor makes will only apply to Orders that occur after Licensor posts those changes online.

9.4 Governing Law and Jurisdiction

The governing law and jurisdiction provisions set forth in Your Order Terms shall apply to this EULA.

9.5 Dispute Resolution and Binding Individual (non-class) Arbitration.

This Section only applies if You are an individual consumer that resides in (or obtained the Software in) the United States or Canada. All Disputes shall be resolved exclusively and finally by binding individual arbitration. This means You and Licensor waive any right to litigate disputes in a court or before a jury and neither You nor Licensor shall be entitled to join, consolidate, or include any claims belonging to or alleged or arising from, by or on behalf of any third party to an arbitration brought hereunder, or to arbitrate any claim as a class action, class representative, class member, or in a private attorney general capacity.

If You reside in (or obtained the Software in) the United States, the arbitration will be administered by the American Arbitration Association (AAA), or JAMS. If You reside in (or obtained the Software in) Canada, arbitration will be at ADR Chambers pursuant to the general ADR Chambers Rules for Arbitration located at www.adrchambers.com. The arbitration shall be conducted in the English language. The arbitration panel shall have exclusive authority to resolve any arbitrability issues including any dispute over this EULA or this arbitration provision's scope, application, meaning and enforceability. The arbitration panel shall be empowered to grant whatever relief would be available in court, including without limitation preliminary relief, injunctive relief and specific performance.

Any award of the arbitration panel shall be final and binding immediately when rendered, and judgment on the award may be entered in any court of competent jurisdiction. If any portion of this arbitration agreement is found unenforceable, the unenforceable portion shall be severed, and the remaining arbitration terms shall be enforced (but in no event will there be a class arbitration). Consumer claimants (individuals whose transaction is intended for personal, family or household use) may elect to pursue their claims in small-claims court rather than arbitration. Licensor will be responsible for paying any individual consumer's arbitration/arbitrator fees. Notwithstanding the foregoing, Licensor may apply to any relevant government agency or any court of competent jurisdiction to preserve its rights under this EULA and to obtain any injunctive or preliminary relief, or any award of specific performance, to which it may be entitled, either against You or against a non-party; provided, however, that no such administrative or judicial authority shall have the right or power to render a judgment or award (or to enjoin the rendering of an arbitral award) for damages that may be due to or from either party under this EULA, which right and power shall be reserved exclusively to an arbitration panel proceeding in accordance herewith.

9.6 Third Party Rights

Other than as expressly set out in this EULA, this EULA does not create any rights for any person who is not a party to it, and no person who is not a party to this EULA may enforce any of its terms or rely on any exclusion or limitation contained in it.

9.7 Entire Agreement

You acknowledge that You have read this EULA, that You understand it, that You agree to be bound by its terms, and that this EULA, along with the Order Terms into which this EULA may be incorporated (as applicable), is the complete and exclusive statement of the agreement between You and Licensor regarding Your use of the Software.

All content referenced in this EULA by hyperlink is incorporated into this EULA in its entirety and is available to You in hardcopy form upon Your request. The pre-printed terms of Your purchase order or any other document that is not issued or signed by Licensor or Shooters Global do not apply to Software.

You represent that You did not rely on any representations or statements that do not appear in this EULA when accepting this EULA.