This End Customer License Agreement (this “Agreement”) is a binding contract concluded between you and Logpresso (“Logpresso” or “Company”) which governs your use of the Logpresso Watch client program and the Services (collectively, “Software”) that the Company licenses to you. The Software features may vary depending on the country, operating system, device model, your network operator and the version of the Software.
PLEASE READ THIS AGREEMENT CAREFULLY BEFORE ACCESSING OR USING THE SOFTWARE BECAUSE IT CONSTITUES A BINDING LEGAL AGREEMENT BETWEEN THE YOU AND LOGPRESSO. IF YOU ARE AN EMPLOYEE OF OR CONSULTANT OR CONTRACTOR TO AN ENTITY SUBSCRIBING TO THE SOFTWARE (COLLECCTIVELY, “CUSTOMER”), YOUR AGREEMENT TO THIS AGREEMENT WILL BE DEEMED TO BE THE AGREEMENT BETWEEN THE CUSTOMER AND LOGPRESSO, AND YOU AND THE CUSTOMER REPRESENT AND WARRANT THAT YOU HAVE AUTHORITY OR HAVE BEEN PROVIDED THE AUTHORITY TO BIND THE CUSTOMER TO THE TERMS AND CONDITIONS OF THIS AGREEMENT.
BY ACCESSING OR USING THE SOFTWARE, CUSTOMER ACKNOWLEDGES THAT CUSTOMER HAS READ AND UNDERSTOOD THIS AGREEMENT, AND CUSTOMER AGREES TO COMPLY WITH AND BE BOUND BY ITS TERMS. IF CUSTOMER IS NOT WILLING TO BE BOUND BY THE TERMS OF THIS AGREEMENT, CUSTOMER MAY NOT ACCESS OR USE THE SOFTWARE.
The terms and definitions of this Agreement shall have the meaning specified as follows:
- 1.1 “Customer” refers to a person or entity that signs this Agreement and uses the Services provided by the Company.
- 1.2 “Agreement” refers to the Agreement signed between the Company and the Customer pertaining to the use of the Services and Software.
- 1.3 “Services” refer to all Company services regarding “Logpresso Watch” that is provided to the Customer.
- 1.4 “Software” refers to the client program that must be installed for the use of Services, the website linked to the client program, and all Services provided to the Customer through the client program and the website.
- 1.5 “License” refers to the right granted by the Company to the Customer to use the Software under certain conditions.
2. Conclusion of this Agreement
2.1 The Agreement shall constitute a legally binding contract when the person who wishes to become a Customer applies for use of the Services by indicating his or her consent to this Agreement, and the Company accepts the Customer’s application. The Company’s acceptance will be shown by the indication that the use of Services is possible.
2.2 The Company may reject an applicant’s application or cancel its acceptance for use in the following cases:
- (a) The applicant did not use his/her real name or used the name or other information of a third person;
- (b) The applicant is under the age of 14;
- (c) The applicant provided untruthful information for the application or failed to meet the application requirements;
- (d) The applicant tried to use the Services using an unauthorized or detour route in a country where the Company does not provide the Services;
- (e) The applicant tried to sign up for purposes prohibited under relevant laws and regulations or for other wrongful purposes such as purposes to undermine public order or social decency;
- (f) The applicant is re-applying after the applicant’s membership has been terminated due to his or her breach of this Agreement.
- (g) There are other causes equivalent to any item in this paragraph that causes the Company to find the Customer’s application unacceptable.
2.3 The Company may suspend acceptance of the Customer’s application in any of the following cases until the causes are resolved.
- (a) The Company's facilities do not have enough space, it is difficult to support a specific mobile device, or there is a technical obstacle;
- (b) A failure in Services or methods of payment for Services occurs;
- (c) There are other causes equivalent to any item in this paragraph that cause the Company to find it inappropriate to accept the applicant’s application.
3. Effect and Changes to the Agreement
3.1 This Agreement shall take effect when the Company notifies the Customer of this Agreement by posting them on the Company’s website or Software or through other methods (via text, e-mail, messenger, etc.), and the Customer indicates his or her consent. Membership registration is necessary to use special Services, but the Customer’s membership does not affect the validity of this Agreement.
3.2 The Company may modify this Agreement, if needed, to the extent that it does not violate relevant laws and regulations. In such case, the Company shall announce in a manner prescribed in Section 2.1. or send individual notices to the Customers regarding the modifications and provide both the previous and modified versions of the Agreement and information of the effective date and reasons for the modification within a period starting from seven (7) days before the effective date and ending one (1) day before the effective date. Provided; however, any significant change to the Customer’s rights or obligations shall be announced or notified to the Customer at least thirty (30) days before the effective date in the manner prescribed above.
3.3 The Customer shall be deemed to have accepted the modified Agreement in the event that the Customer does not expressly reject the modification within the above period, even after the Company has announced or notified the Customer of the modified Agreement in accordance with Section 2.2, stating that the Customer will be deemed to have accepted the modified Agreement without the Customer’s express rejection to the modification before the effective date of modification. A Customer who does not accept the modified Agreement may terminate this Agreement within the above period.
4.2 The Company may announce a separate operation policy if needed. In the event such an operation policy overlaps with this Agreement, the operation policy shall prevail.
5. Grant of Limited License
5.1 The Company hereby grants and the Customer accepts a personal, nonexclusive, nontransferable license, without right of sublicense, to install, use and execute the Software, in conformance with the third party licensor’s terms, conditions and restrictions that may accompany the Software.
5.2 The Customer may install, use and execute the Software to the extent for which the Customer have paid the Company a license fee, and the Customer’s use of the Software must be for internal inspections only.
5.3 No license is granted in the source code of the Software.
6.1 The Customer must adhere to the following provisions when using the Software.
- (a) The Customer shall not modify or create derivative works of any Software without the express written consent of the Company or as expressly provided in this Agreement
- (b) The Customer shall not reverse engineer or attempt to discover any source code or underlying ideas or algorithms of any Software (except to the extent that applicable law prohibits reverse engineering restrictions)
- (c) The Customer shall not provide, lease, lend, sublicense, use for timesharing or service bureau purposes or otherwise use or allow the use of the Software for the benefit of any third party (including by way of multiplexing or pooling) other than permitted by the Company in writing
- (d) The Customer shall not disclose the results of any benchmark testing, technical results or other performance data relating to the Software without the Company’s prior written consent
- (e) The Customer shall not use any Software, or allow the transfer, transmission, export, or re-export of any Software or portion thereof in violation of any export control laws or regulations, or in violation of any laws or regulations governing Customer or Customer’s business
- (f) The Customer shall not allow any third parties to engage in the above activities
6.2 If the Customer is an entity, the Customer agrees to be responsible for the compliance of each of the Customer’s employees, contractors and agents with this Agreement.
6.3 The Customer will not engage in and will not permit or assist any third party to engage in any of the uses or activities prohibited (or any uses or activities inconsistent with the limitations described) in this Section 6.1(collectively, “Unauthorized Uses”). Any such Unauthorized Use, and any installation of or access to the Software provided under this Agreement, outside of the scope of the applicable license grants (including, without limitation, outside the applicable license type and/or permitted number) or otherwise not in accordance with this Agreement,constitute or result in infringement of the Company’s intellectual property rights as well as a breach of this Agreement. The Customer will notify the Company promptly of any such Unauthorized Uses or other unauthorized installation or access.
7. Intellectual Property
7.1 Ownership. The Software is proprietary to the Company or its licensors, and protected under applicable copyright, patent, and trademark laws and the unfair competition prevention and trade secret protection Act. The Customer further acknowledges and agrees that, as between the Customer and the Company, the Company owns and shall continue to own all right, title and interest in and to the Software, including associated intellectual property rights under the applicable laws. This Agreement does not grant the Customer any ownership interest in or to the Software, but only a limited license to use that is revocable in accordance with the terms of this Agreement.
7.2 Open Source Software. The Software may contain or be provided with open source libraries, components, utilities and other open source software (collectively, “Open Source”), which Open Source may have applicable license terms as identified on a website designated by the Company or otherwise provided with the applicable documentation. Notwithstanding anything to the contrary herein, use of the Open Source shall be subject to the applicable Open Source license terms and conditions to the extent required by the applicable Company (which terms shall not restrict the license rights granted to the Customer hereunder but may contain additional rights).
8. Limited Warranty and Disclaimers
8.1 Limited Warranty. The Company warrants that the Software features, including the Logpresso Watch, will be provided to the Customer normally during the period in which the Customer has the right to use the Software legally (“Warranty Period”). During this time, the Company's entire liability and the Customer’s exclusive remedy during the Warranty Period (“Limited Warranty”) will be, with the exception of any statutory warranty or remedy that cannot be excluded or limited under law, at the Company's option, (i) to attempt to correct or work around errors, if any, or (ii) to refund the license fees, if any, paid by the Customer and terminate the license provided in this Agreement or any other materials associated with this Agreement. Such refund is subject to the return, during the Warranty Period, of the Company’s materials, with a copy of the Customer’s license identification, to the Company. The Customer may have additional legal rights under law which vary from jurisdiction to jurisdiction.
8.2 DISCLAIMER. EXCEPT FOR THE EXPRESS LIMITED WARRANTY PROVIDED IN SECTION 8.1 (LIMITED WARRANTY), AND TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE COMPANY AND ITS SUPPLIERS MAKE, AND THE CUSTOMER RECEIVES, NO WARRANTIES, REPRESENTATIONS, OR CONDITIONS OF ANY KIND, EXPRESS OR IMPLIED (INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NONINFRINGEMENT, OR WARRANTIES OTHERWISE IMPLIED BY STATUTE OR FROM A COURSE OF DEALING OR USAGE OF TRADE) WITH RESPECT TO ANY SOFTWARE AND SOFTWARE RELATED MATERIALS (INCLUDING, WITHOUT LIMITATION, THE DIAGNOSIS RESULTS POSTED ON THE LOGPRESSO WATCH’S WEBSITE AND BLOCKING FUNCTIONS). ANY STATEMENTS OR REPRESENTATIONS ABOUT THE SOFTWARE AND/OR SERVICES AND THEIR FEATURES OR FUNCTIONALITY IN THE LICENSED MATERIALS OR ANY COMMUNICATION WITH LICENSEE ARE FOR INFORMATION PURPOSES ONLY, AND DO NOT CONSTITUTE A WARRANTY, REPRESENTATION, OR CONDITION. WITHOUT LIMITING THE FOREGOING, THE COMPANY DOES NOT WARRANT:
- (a) THAT THE OPERATION OR OUTPUT OF THE SOFTWARE AND SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, SECURE, ACCURATE, RELIABLE, OR COMPLETE, OR SUPPORT BY THE COMPANY OR ANY THIRD PARTY;
- (b) THAT ERRORS WILL BE CORRECTED BY THE COMPANY OR ANY THIRD PARTY; OR
- (c) THAT THE COMPANY OR ANY THIRD PARTY WILL RESOLVE ANY PARTICULAR SUPPORT REQUEST OR THAT SUCH RESOLUTION WILL MEET THE CUSTOMER’S REQUIREMENTS OR EXPECTATIONS. NOTHING IN THE FOREGOING RESTRICTS THE EFFECT OF WARRANTIES OR CONDITIONS WHICH MAY BE IMPLIED BY LAW WHICH CANNOT BE EXCLUDED, RESTRICTED OR MODIFIED NOTWITHSTANDING A CONTRACTUAL RESTRICTION TO THE CONTRARY.
9. Limitation of Liability
9.1 LIMITATION ON TYPE AND AMOUNT OF LIABILITY. IN NO EVENT WILL THE COMPANY OR ITS SUPPLIERS HAVE ANY LIABILITY (DIRECTLY OR INDIRECTLY) FOR ANY INCIDENTAL, SPECIAL, INDIRECT, CONSEQUENTIAL OR PUNITIVE DAMAGES; FOR LOSS OF PROFITS, USE, REVENUE, OR DATA; OR FOR BUSINESS INTERRUPTION (REGARDLESS OF THE LEGAL THEORY FOR SEEKING SUCH DAMAGES OR OTHER LIABILITY). IN ADDITION, THE LIABILITY OF THE COMPANY AND ITS SUPPLIERS ARISING OUT OF OR RELATING TO THE SOFTWARE AND SERVICES PROVIDED BY THE COMPANY WILL NOT EXCEED THE AMOUNT PAID OR PAYABLE BY THE CUSTOMER FOR SUCH SOFTWARE OR SERVICES, RESPECTIVELY.
9.2 APPLICATION OF AND BASIS FOR LIMITATIONS. THE LIMITATIONS OF LIABILITY IN THIS SECTION WILL APPLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW TO ANY DAMAGES OR OTHER LIABILITY, HOWEVER CAUSED AND REGARDLESS OF THE THEORY OF LIABILITY, WHETHER DERIVED FROM CONTRACT, TORT (INCLUDING, WITHOUT LIMITATION, NEGLIGENCE) OR OTHERWISE, EVEN IF THE COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LIABILITY AND REGARDLESS OF WHETHER THE LIMITED REMEDIES AVAILABLE HEREUNDER FAIL OF THEIR ESSENTIAL PURPOSE. ALSO, THE CUSTOMER AGREES THAT THE LICENCE FEES RELATED TO THE SOFTWARE AND SERVICES AND OTHER FEES CHARGED BY THE COMPANY AND PAID BY CUSTOMER ARE BASED ON AND REFLECTIVE OF THE ALLOCATION OF RISK CONTEMPLATED BY THIS SECTION 9 (LIMITATIONS OF LIABILITY) AND THAT THE LIABILITY LIMITATIONS IN THIS SECTION 9 (LIMITATIONS OF LIABILITY) ARE AN ESSENTIAL ELEMENT OF THE AGREEMENT BETWEEN THE PARTIES.
10. Provision of Service
10.1 The Services shall be available for use on a 24/7 basis with no holidays or breaks except for technical or operational reasons. However, in order for the Customer to use the Software, the Customer must be connected to the Internet properly.
10.2 The Company may suspend the Services temporarily without prior announcement or notice in cases of:
- (a) Urgent system checks, expansions, replacements, breakdowns, or malfunctions;
- (b) National emergencies, power outages, natural disasters, or other force majeure events equivalent thereto;
- (c) Suspension of telecommunications services by facilities-based telecommunications business operator set forth under the Telecommunications Business Act; or
- (d) Service disruptions due to capacity overload, etc.
10.3 If the Services are to be suspended due to any of the items in the preceding provision, the Company shall make prior notice of such suspension on the Company’s Website. Provided, however, if the Services are suspended due to causes beyond the Company’s control and thus which cannot be announced in advance, this shall be notified after the fact.
11. Change to and Suspension of the Services
11.1 The Company may change the Services for operational and technical purposes to provide better Services. In case the Company modifies the Services in a way that results in the removal of a part of the Services, the Company shall notify the Customer of such changes prior to the effective date of change on the Company’s Website.
11.2 The Company may suspend the entire Services under circumstances in which the Company is unable to continue providing the Services due to business discontinuation such as business transfer, split, merge; expiration of an agreement executed with a third party for providing Service; or critical management issues such as a dramatic drop in profit of Services. In such cases, the Company shall notify the Customer of the suspension of service on the Company’s Website or a linked page, stating the date and reason for the suspension, thirty (30) days before the suspension date, and notify the Customer in accordance with Section 19.
12. Paid Service
12.1 A paid Service contract is established when the Company approves payment by displaying a message such as ‘payment completed’ or ‘subscription completed’ on the website, after the Customer clicks on the button for applying for paid services such as ‘Payment’ or ‘Subscribe’ in the website, and then makes the payment according to the policy or method set by the provider of the payment method selected by the Customer. The Company provides paid Service purchased by the Customer from the moment of the payment is made unless otherwise specified.
12.2 In case of periodic payments, the Company notifies on its website whether a payment is a periodic payment, and the periodic payment will be processed on the same day on which the first payment was made and through the payment method of the Customer used in his/her first payment (if a specific month does not contain such date, on the next day).
12.3 The period of use of the paid Services or contents purchased by the Customer shall be in accordance with the period specified at the time of purchase. However, if Services are suspended pursuant to Section 11.2., the Customer may use any paid Services or contents without a fixed period until the date the Service is to be discontinued pursuant to the notice of the suspension of Service.
12.4 If payment is made in foreign currency, the amount actually billed may differ from the displayed amount due to exchange rates and fees.
13. Term and Termination
13.1 Term and Termination. Each license under this Agreement will become effective as of the latest to occur of:
- (a) this Agreement becoming effective; and
- (b) payment by the Customer of the applicable fees, excluding licenses (such as evaluation licenses) where no fees are required. The Company or the Customer may each terminate this Agreement and the Services related to the license if the other party is in breach of this Agreement and fails to cure such breach within ten (10) days after written notice of the breach; however, if the Customer is in breach of Section 5 (Grant of Limited License) or Section 6 (Restrictions), the Company may terminate this Agreement, the Customer’s license, and the provision of Services relating to the Software immediately upon written notice of the breach.
13.2 Effect of Termination of Agreement or License. Upon termination or expiration of this Agreement, the licenses granted hereunder will terminate. Upon termination or expiration of any license granted to the Customer, the Customer must cease all use of Software and all data derived from the Software to which such license applies.
13.3 Survival. Sections 5 to 9, Section 12 and Section 17 to 20 will survive any termination or expiration of this Agreement.
14. Cancellation of Order
14.1 Customer who has entered into a paid Service contract with the Company may withdraw his/her orders within a specific period of time as stipulated in the relevant laws and regulations. However, if the paid Service includes Services which cannot be canceled under the Act on Consumer Protection in Electronic Commerce, etc., the Company shall take the necessary procedures required by the relevant laws for limiting the right to cancel orders.
15. Refund of a Payment
15.1 When Customer applies for a refund of any payment, the Company deducts the daily fee multiplied by the number of days used (from the day of payment to the day of application for a refund) from the total fee paid by the Customer and reimburses the remaining amount.
15.2 If the Service for which the Customer has concluded a contract is a service that has been discounted based on the contract period, the daily fee in Section 15.1 will be calculated without applying the discount. However, if the discount rate differs depending on the contract period, the short-term discount rate will be applied if Customer concluded a long-term use contract and terminated the contract after the contract period for the short-term discount rate has lapsed.
16. Restrictions on the Use of the Services
16.1 The Company may restrict the Customer from using the Services if the Customer breaches an obligations prescribed in this Agreement or disrupts the smooth operation of the Services.
16.2 In case the Company restricts the Customer from using the Services in accordance with the preceding provision, the Company shall notify the Customer of:
- (a) The reason for the restriction;
- (b) Details of the restriction; and
- (c) The appeals procedure.
16.3 If the Customer wishes to appeal the Company’s decision, the Customer shall submit an appeal letter with the reason for appeal to the Company via in-person delivery, e-mail, or other method equivalents thereto within fourteen (14) days from the day the Customer receives the Company’s notice of suspension.
16.4 The Company shall respond to the reason of appeal in the appeal letter via in-person delivery, e-mail, messaging services on the Company’s website, or any other method equivalent thereto within fourteen (14) days from the day the Company receives the appeal letter in the preceding provision. Provided, however, if the Company finds it difficult to respond to the appeal letter within the aforementioned timeline, it shall notify the Customer of the reason for the delay and of an expected timeline.
16.5 In case the Company finds the reason for appeal valid, it shall take necessary measures accordingly.
17.1 The Customer agrees that the Company may audit the Customer’s use of the Software for compliance with these terms at any time, upon reasonable notice. In the event that such audit reveals any use of the Software by the Customer other than in full compliance with the terms of this Agreement, the Customer shall reimburse the Company for all reasonable expenses related to such audit in addition to any other liabilities incurred as a result of such non-compliance.
18.1 The Company and the Customer shall indemnify the other if one party violates this Agreement causing damage or loss to the other party. Provided, however, neither party shall be liable for damage or loss that did not arise out of willful misconduct or gross negligence of the other party.
19.1 The Company may notify the Customer by e-mail, electronic memo, text messages (SMS/MMS), or SNS message, etc.
19.2 For communicating to all customers, the Company may substitute individual notification as set forth in Section 19.1 by posting a notice or displaying a pop-up screen on the Company’s Website for seven (7) or more days.
20. General Provisions
20.1 Jurisdiction and Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the Republic of Korea. Any disputes between the Company and the Customer shall be settled by arbitration at the Korean Commercial Arbitration Board in accordance with the Arbitration Rules of the Korean Commercial Arbitration Board with Korean Language.
20.2 Complaint Resolution and Dispute Settlement. For the convenience of the Customer, the Company shall display on the Company’s website the procedures for making suggestions or filing a complaint. Should the Company find the Customer’s suggestion or compliant valid, the Company shall resolve it in a reasonably swift manner, provided that the Company shall notify the Customer of the reasons for delayed resolution and expected timeline on the Company’s website if a longer period of time is required to resolve the complaint.
20.3 Equitable Relief. The parties agree that a material breach of this Agreement would cause irreparable injury to the Company for which there may be no adequate remedy at law. Accordingly, the Company shall have the right to apply to any court of competent jurisdiction for injunctive relief and specific performance, without prejudice to any remedies available to it at law or in equity.
20.4 Entire Agreement, Amendment. This Agreement constitutes the entire agreement between the parties with respect to the provision of the Software and maintenance services. This Agreement supersedes and cancels all previous written and previous or contemporaneous oral communications, proposals, representations, and agreements relating to the subject matter contained herein, except for the Company’s operational policies.
20.5 Export. Software and documentation, including any technical data provided by the Company hereunder, may be subject to export, re-export or import control laws under the country of origin, destination, or use, including regulations under such laws. The Customer shall comply fully with all international and national laws and regulations that apply to the Software and documentation and to the Customer and the Customer representative’s use thereof, including, but not limited to, the U.S. Export Administration Regulations, end-user, end-use and destination restrictions issued by U.S. and other governments. Without limiting the generality of the foregoing, The Customer expressly agrees that the Customer shall not, and shall cause the Customer Representatives to agree not to, export, directly or indirectly, re-export, divert, or transfer the Software and documentation or any technical data thereof to any destination, company or person restricted or prohibited by U.S. laws or regulations or laws or regulations of any other applicable jurisdiction. The Customer represents and warrants that (i) the Customer is not located in a country that is subject to a U.S. government embargo, or that has been designated by the U.S. government as a “terrorist supporting” country; and (ii) the Customer is not listed on any U.S. government list of prohibited or restricted parties.
20.6 Severability. If any term or provision of this Agreement is held to be void or unenforceable by any judicial or administrative authority, such determination shall not affect the validity or enforceability of the remaining terms and provisions of this Agreement. The remaining provisions of this Agreement shall remain in effect and shall be construed in accordance with its terms.
20.7 No Waiver. The failure of the Company to enforce at any time any of the provisions of this Agreement, or the failure by the Company to require at any time performance by the Customer of any of the provisions of this Agreement, shall in no way be construed to be a present or future waiver of such provisions, nor in any way affect the right of the Company to enforce such provision thereafter. The express waiver by the Company of any provision, condition, or requirement of this Agreement shall not constitute a waiver of any future obligation to comply with such provision, condition or requirement.
20.8 Language. With regard to the effect of this Agreement, Customers located in Korea shall be governed by the Korean version of this Agreement, while Customers located outside of Korea shall be governed by the English version of this Agreement. If there are any inconsistencies between the two versions, the prevailing version for the respective Customer shall prevail.
20.9 U.S. Government End User Purchasers. All Software, including all components thereof, and documentation qualify as “commercial items,” as that term is defined at Federal Acquisition Regulation (“FAR”) (48 C.F.R.) 2.101, consisting of “commercial computer software” and “commercial computer software documentation” as such terms are used in FAR 12.212. Consistent with FAR 12.212 and DoD FAR Supp. 227.7202-1 through 227.7202-4, and notwithstanding any other FAR or other contractual clause to the contrary in any agreement into which this Agreement may be incorporated, the Customer may provide to Government end user or, if this Agreement is direct, Government end user will acquire, the Software and documentation with only those rights set forth in this Agreement. Use of either the Software or documentation or both constitutes agreement by the Government that all Software and documentation are “commercial computer software” and “commercial computer software documentation,” and constitutes acceptance of the rights and restrictions herein.
Addendum (February 11, 2022)
This Agreement shall be effective from February 11, 2022.