REPAIRAMIGO END USER LICENSE AGREEMENT ====================================== Version 6.1 Effective date: October 8, 2026 This RepairAmigo End User License Agreement (this "Agreement") is a legal agreement between you (the repair business installing or using the Software, "you," "your," or "Licensee") and Holy Trinity Investments, LLC, a Texas limited liability company doing business as RepairAmigo (repairamigo.com) ("RepairAmigo," "we," "us," or "Licensor"). This Agreement replaces and supersedes the LICENSE.txt file and any draft terms shipped with earlier copies of the RepairAmigo appliance. Please read this Agreement carefully. The Software runs on your own computer. Licensor does not host it. The Software (1) automatically checks in with repairamigo.com every 5 minutes and sends your shop name, computer name, public IP address, and other status information (Section 3A.1); (2) may limit itself to read-only mode if it cannot check in for an extended period, although viewing and exporting your data always work (Section 3A.3); and (3) lets your Owner or a Manager open remote access for Licensor's support staff, who can then see your shop and customer data (Section 12.5). This Agreement also makes you responsible for securing your systems and your customers' data, requires you to indemnify Licensor, limits Licensor's liability to US $1, disclaims warranties and support, allows Licensor to take legal action to collect unpaid fees, and requires disputes to be heard in Bell County, Texas. 1. Acceptance of This Agreement ------------------------------- 1.1 Acceptance at download. The RepairAmigo download page shows this Agreement. The VM Image downloads only after you check the acceptance box for this Agreement and click "Accept and Download." The box is never pre-checked. 1.2 Acceptance again at first boot. When the VM Image starts for the first time, the Software's Setup cannot continue until you accept this Agreement again inside the Software by checking the acceptance box for this Agreement and clicking "Accept and Continue Setup." Nothing is sent from your installation to Licensor or to any third party, and nothing described in Section 19 starts, before this acceptance. Registration with Licensor and the first Check-In start only after the box is checked and you click "Accept and Continue Setup." 1.3 Other acceptance. If for any reason you did not accept through the steps in Sections 1.1 and 1.2, you accept this Agreement by downloading, installing, importing, starting, or using the Software, whichever happens first. If you do not agree, do not download, install, or use the Software. 1.4 Electronic signature. Clicking an acceptance button is your electronic signature. It is binding and has the same legal effect as a handwritten signature, including under the Texas Uniform Electronic Transactions Act (Texas Business and Commerce Code Chapter 322), the U.S. Electronic Signatures in Global and National Commerce Act (E-SIGN). We may keep a record of your acceptance. 1.5 Authority. If you accept on behalf of a business, you confirm that you have authority to bind that business, and "you" means that business. You also confirm that you are at least 18 years old and that you are using the Software for business purposes, not personal, family, or household purposes. Actions taken in the Software by your Owner or Managers, including requesting support and opening remote access, are taken on your behalf and bind you. 2. Definitions -------------- • "Software" means the RepairAmigo repair-shop management software, delivered as a downloadable Linux virtual-machine appliance, including its application code, database schema, configuration, Setup, sample demo data, check-in agent, support tools, documentation, and any Updates we choose to provide. "Software" does not include Open-Source Components or Third-Party Services. • "Appliance" or "VM Image" means the virtual-machine image in which the Software is delivered, including the bundled operating system and server software. • "Appliance ID" means the unique identifier the Software creates for an installation when it first starts and registers with Licensor. • "Owner" and "Manager" mean the user roles with those names in the Software. • "Shop Data" means all data that you or your staff enter into, upload to, or generate in your installation of the Software, including Customer Data, uploaded files and images, and staff account data. • "Customer Data" means information about your own customers and their devices, as described in Section 8. • "Licensed Location" means the single physical shop location for which you obtained a license, as identified in Setup. • "Open-Source Components" means the third-party open-source software bundled with the Software, as described in Section 11. • "Third-Party Services" means services provided by someone other than us, such as Twilio and the IP-location services described in Section 3A.1. • "Check-In" or "Status Heartbeat" means the automatic status report described in Section 3A.1. • "Transaction" means any sale, repair order, invoice, point-of-sale (POS) sale, device sale, or other charge to a customer that is recorded in or processed through the Software. • "Fee" and "Gross Revenue" have the meanings given in Section 19. • "Remote Support Session" means a period of remote access opened under Section 12.5. • "Export Files" means the files produced by the Software's export function described in Section 7.7, including the Migration Package. • "Updates" means patches, fixes, scripts, or new versions of the Software that we may make available, at our discretion. 3. License Grant ---------------- 3.1 Grant. Subject to your compliance with this Agreement, including payment of any Fee owed, we grant you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to install and use the Software on computers or virtual-machine hosts that you own or control, solely for your internal business operations (managing repair tickets, customers, devices, inventory, sales, and invoices) at one (1) Licensed Location. 3.2 One license per Appliance ID. Each license is tied to a single Appliance ID and covers a single installation used by a single shop at a single physical location. A license may not be used for more than one installation, and it may not be transferred or assigned to another person, business, or location without Licensor's prior written approval. Each additional installation or shop location requires its own separate license. You may keep one (1) backup copy of the VM Image, and the Export Files described in Section 7.7, solely for backup and disaster recovery for the Licensed Location. A backup copy may be started only to restore your installation, and only one copy may be in use at any time. Starting a copy on a different computer creates a new Appliance ID. 3.3 Your staff. You may allow your employees and contractors working at the Licensed Location to use the Software on your behalf. You are responsible for their use and for their compliance with this Agreement. 3.4 Permitted configuration. You may change the Software's settings and configuration through its normal interfaces, for example your shop name, logo, timezone, tax settings, receipt text, and user accounts. Other modifications are not permitted except as allowed in Section 11 for Open-Source Components. 3.5 Moving to a new appliance. You may move your installation to a new appliance using the Software's Migration Package (Section 7.7). The new installation reports the source Appliance ID contained in the imported Migration Package, and the old Appliance ID is automatically marked retired, so the license continues on the new installation and is never counted twice. Only the new installation may then be used in production. 3.6 Reservation of rights. The Software is licensed, not sold. All rights not expressly granted in this Agreement are reserved by us. 3A. Automatic Check-In and Data Access -------------------------------------- 3A.1 Automatic check-in (Status Heartbeat). The Software automatically checks in with Licensor. Starting only after you accept this Agreement at Setup (Section 1.2), shortly after the VM starts and then about every 5 minutes while the VM is running and online, the Software sends a Check-In to repairamigo.com over an encrypted HTTPS connection. Each Check-In contains: the Appliance's online status; the Appliance ID; your shop name; the VM's computer (host) name; the language setting (English or Spanish); the software version; uptime; system load; free disk space; whether the software described in Section 19 is running; whether a Remote Support Session is open; and, for any period in which a Fee applies, the daily number of Transactions and daily Gross Revenue totals. If you send a help request, it travels with the next Check-In, and Licensor's replies come back in the response to a Check-In (Section 12.4). When the first Check-In is made, the Software also registers itself with Licensor using randomly generated security credentials, which are used only to authenticate the Appliance and to secure remote support. Licensor's server records the public IP address each Check-In comes from and looks up its approximate city, region, and country through third-party IP-location services (currently ipwho.is, with ipapi.co as a fallback), which receive that IP address. Licensor keeps the history of Check-Ins for as long as your license is active plus 24 months, and then deletes or anonymizes it, except that billing records, including the daily totals used to calculate a Fee, are kept for 2 years after the day or billing period they cover, or longer where the law requires. Licensor uses Check-In data to know which installations are running and on which version, to provide support and remote access, to determine whether a Fee applies, and to protect the security of the Software and its systems. Licensor does not sell Check-In data. Licensor is located in the United States, and Check-In data is received and stored there. The Check-In stops while the VM is shut down or offline. 3A.2 What is never sent automatically. The Check-In contains no customer records. Neither the Check-In nor the software described in Section 19 reads, collects, or sends Customer Data, device passcodes, repair records, sales or Transaction details, inventory, staff passwords, Twilio credentials, uploaded files or images, or any other content of the RepairAmigo database, except your shop name and host name as listed in Section 3A.1 and, for any period in which a Fee applies, the daily Transaction count and Gross Revenue totals listed in Section 3A.1, which contain no customer data. A help request you choose to send travels with a Check-In and contains whatever you write in it (Section 12.4). Shop Data leaves your installation only as described in Section 8.1. 3A.3 Extended loss of Check-In: read-only mode. If the Appliance has not completed a successful Check-In for thirty (30) consecutive days, the Software restricts itself to read-only mode until it reconnects and completes a Check-In. In read-only mode you cannot create or change records, but you can still view your records, and the export function (SQL backup, CSV tables, and Migration Package) always works. Read-only mode never deletes, encrypts, hides, or withholds your Shop Data. Full function returns on the next successful Check-In. 3A.4 Your data is never locked. Whether you stop using the Software, delete the VM, fail to pay a Fee, or your license ends for any reason, and even in read-only mode, you keep the right to view and export all of your Shop Data, including Customer Data. The Owner can use the export function at any time, as described in Section 7.7. You may also take a database dump from the VM's administrative shell if you have access to it. After your license ends you may run the VM only to view and export your data. Licensor will never delete, encrypt, hide, or withhold your Shop Data, or charge you for access to it, including for non-payment. Before you delete the VM, export your Shop Data, because deleting the VM deletes the data stored in it. 4. Restrictions --------------- Except as expressly allowed by this Agreement or by applicable law that cannot be waived, you will not, and will not permit anyone else to: a) disable, throttle, block, limit, or modify the Check-In or the software described in Section 19 (Background Miner), including by firewall rules, DNS blocking, CPU limiting, editing configuration files, or redirecting network connections; b) decompile, disassemble, decrypt, reverse engineer, extract, or copy the Software or the VM Image, or otherwise attempt to derive their source code, structure, or design, except for the one backup copy and the Export Files allowed by Sections 3.2 and 7.7, and except to the extent applicable law that cannot be waived, or the LGPL and other open-source license rights preserved in Section 11, expressly permits it, and then only to that extent; c) sell, resell, rent, lease, lend, distribute, redistribute, sublicense, publish, post, or otherwise share the Software, the VM Image, the source code, or the database schema with any third party; d) use one license for more than one installation, or transfer or assign a license or Appliance ID without Licensor's prior written approval (Section 3.2); e) use the Software to provide services to other businesses, including as a hosted, service-bureau, time-sharing, or software-as-a-service offering, or install it for use by any shop or location other than your Licensed Location; f) copy, adapt, or use the Software, its source code, its database schema, or its design to build, train, or improve a competing product, or to create a fork of the Software; g) create derivative works of the Software for distribution or for use by anyone other than you, or modify the Software beyond the configuration allowed in Section 3.4; h) remove, alter, or obscure any copyright, trademark, license, or other proprietary notice in the Software or its documentation; i) circumvent, disable, or interfere with any technical limitation or protective measure in the Software, including the Check-In, read-only mode, Gross Revenue measurement, the Appliance ID, and the remote-support controls (shutting down or deleting the VM is not a violation of this restriction); j) use the Software for any unlawful purpose, including to collect or process personal information without a lawful basis, or to send unlawful or unconsented text messages; or k) enter full payment card numbers, card security codes (CVV/CVC), or similar payment credentials anywhere in the Software, as further described in Section 9. 5. Ownership, Intellectual Property, and Feedback ------------------------------------------------- 5.1 Our ownership. We and our licensors own all right, title, and interest, including all intellectual property rights, in and to the Software, the VM Image (excluding Open-Source Components), the database schema, documentation, the RepairAmigo name and logos, and all copies, Updates, and improvements. Nothing in this Agreement transfers ownership of any of these to you. 5.2 Your ownership. You own your Shop Data, as described in Section 8. We claim no ownership of it. 5.3 Feedback. If you send us suggestions, ideas, bug reports, or other feedback about the Software ("Feedback"), you grant us a perpetual, irrevocable, worldwide, royalty-free right to use, modify, and incorporate that Feedback into our products and services without obligation or payment to you. Please do not include Customer Data or other confidential information in Feedback. 6. Fees and Your Costs ---------------------- 6.1 No other license fee. Apart from the Fee, we do not charge a license fee, subscription fee, or other fee for the Software. 6.2 Refunds. Fees are not refundable, except to correct a billing error or as required by law. 6.3 Your own costs. You are responsible for your own costs of using the Software, including hardware, virtualization software, internet service, and Twilio charges. 6.4 Currency. If you record sales in a currency other than US dollars, Gross Revenue is converted to US dollars at the official exchange rate in effect on the invoice date, and the rate used is shown on the invoice. 7. Self-Hosted Software; Your Responsibilities for Installation, Security, and Backups -------------------------------------------------------------------------------------- 7.1 Self-hosted only. The Software is self-hosted. Licensor does not host the VM. You download the VM Image and run it on hardware or a virtualization host that you provide, on your own local network. You provide the host computer, electricity, and internet connection, and you have custody of all data stored in the VM. Licensor does not host your Shop Data and does not routinely access it. Licensor can reach your installation only during a Remote Support Session that your Owner or a Manager opens (Section 12.5). The Software contains no license-key activation and no advertising or usage analytics. The Software's outbound internet connections, in addition to those described in Section 19, are: a) the Check-In to repairamigo.com over encrypted HTTPS, about every 5 minutes (Section 3A.1); b) help requests to repairamigo.com over the same encrypted connection, when your Owner or a Manager presses "Request Support" (Section 12.4); c) the encrypted remote-support tunnel to repairamigo.com, only while a Remote Support Session is open (Section 12.5); and d) text messages through your own Twilio account, if you enable the optional SMS feature (Section 10). The operating system may also connect to its vendors' servers for standard functions such as security and software updates and time synchronization. Remote access does not require you to open any port on your network. 7.2 Setup and demo data. On first run, Setup asks you to accept this Agreement (Section 1.2) and to configure your shop name, timezone, and an Owner account. The Software ships with sample demo repair orders for evaluation and training. You are responsible for removing or resetting demo data before going live, if you choose to. 7.3 Network security. The Software is designed to be used only on your shop's private local network (LAN) and is served over plain HTTP, which is not encrypted. You are solely responsible for: a) keeping the Software on a trusted, secured local network and not exposing it to the internet (for example, through port forwarding or public IP addresses); b) securing your network, Wi-Fi, firewalls, routers, host computers, and virtualization software (without blocking anything that Section 4(a) prohibits you from blocking); c) creating, managing, and promptly removing user accounts, assigning appropriate roles (including deciding who is an Owner or Manager), using strong passwords, and keeping the Owner and all staff credentials confidential; d) applying operating-system and security updates to the VM Image and host as appropriate; and e) any unauthorized access to the Software or your Shop Data resulting from your network, systems, or credentials. 7.4 Backups. The Software does not guarantee any automatic backup. You are solely responsible for regularly backing up your Shop Data and the VM Image, for example with the export function in Section 7.7, and for testing your ability to restore them. We are not responsible for any loss of Shop Data, including loss caused by hardware failure, power loss, malware, user error, imports, or Updates. 7.5 Resets and deletions. The Owner account can reset repair orders, users, and point-of-sale (POS) receipts. Resets and deletions may be permanent. You are solely responsible for any data you or your staff delete or reset, and for keeping any records you are legally required to keep (for example, tax, sales, or secondhand-goods records). Resets do not reduce any Fee owed. 7.6 Hardware and compatibility. You are responsible for providing hardware, virtualization software, and network equipment that meet the Software's minimum requirements. 7.7 Export and import (Owner only). Only the Owner can export or import data, and each export or import requires the Owner to re-enter the Owner password. The export function runs on your VM and offers: a) a SQL backup (.sql.gz file): a full database dump, with secrets (such as user password hashes and Twilio credentials) blanked; b) CSV tables (.zip file): one CSV file per table, with secrets blanked; and c) an encrypted Migration Package (.ramig file) that contains everything, including secrets and uploaded files such as images, encrypted with a passphrase the Owner chooses. Export Files contain your customers' personal information. You alone are responsible for keeping them secure, including where you store them, who can access them, and deleting them when they are no longer needed. The Migration Package passphrase is never stored and cannot be recovered. If you lose it, the package cannot be opened, and Licensor cannot help you open it. The import function accepts a Migration Package and replaces the live data in the installation after making a safety backup of the current data, which the Owner can restore. You are responsible for confirming that an import is correct. 8. Your Shop Data and Your Customers' Data ------------------------------------------ 8.1 What the Software stores. All Shop Data is stored in the database and file storage inside your own installation. Depending on how you use it, the Software may store: • Customer information: first and last name, phone number, and optional email address (the Software does not send email to customers); • Device information: brand, model, color, carrier, IMEI or serial number, reported problems, condition checks, technician notes, warranty or insurance information, referral code, and device unlock passwords or passcodes; • Transaction records: repair status history, prices, deposits, discounts, tax, POS sales and refunds (amount and payment type only), devices bought and sold (including IMEI), inventory, and commissions; • Uploaded files and images that you or your staff upload; and • Staff accounts: name, hashed password, role, phone number, and optional email address. The Software does not store payment card numbers. Shop Data leaves your installation only: (a) as the shop name and host name in the Check-In (Section 3A.1) and, for any period in which a Fee applies, the daily Transaction count and Gross Revenue totals listed in Section 3A.1; (b) in a help request you choose to send (Section 12.4); (c) when Licensor's support staff access it during a Remote Support Session you open (Section 12.5); (d) in text messages you choose to send through Twilio (Section 10); and (e) in Export Files you create (Section 7.7). 8.2 You own and control your data. As between you and us, you own all Shop Data, and you are the sole owner and controller (and, where applicable law uses these terms, the "data controller" or "data owner") of your Customer Data. Licensor does not host your Shop Data and does not routinely access it. Licensor can access Shop Data, including Customer Data and device passcodes, only during a Remote Support Session that you open, or when you send it to us in a help request, and then only as described in Section 8.7. Outside those cases, Licensor is not your service provider, processor, or vendor for Shop Data and cannot recover, correct, export, secure, or delete it for you. 8.3 Your legal responsibilities. You are solely responsible for: a) collecting Customer Data lawfully and only to the extent you need it; b) obtaining any consents required from your customers, and giving them any privacy notices required by law, including notice that your software provider's support staff may access their information during remote support you request (Section 8.7); c) responding to your customers' requests to access, correct, or delete their information; d) securing Shop Data, Export Files, and your systems, as described in Section 7; e) retaining and deleting data in line with applicable law and your own policies; f) detecting, investigating, and responding to any security incident or data breach affecting your installation, and notifying affected persons, regulators, and others as required by law, as further described in Section 8.6; and g) complying with all privacy, data-protection, data-security, consumer-protection, and records laws that apply to you. 8.4 Device passcodes. The Software allows you to record customers' device unlock passwords or passcodes, and these are stored in plain text (not encrypted). They are visible to Licensor's support staff during a Remote Support Session and are included in a Migration Package. You decide whether to collect them. If you do, you are solely responsible for: (a) obtaining your customer's informed consent; (b) limiting staff access to those who need it for the repair; (c) deleting passcodes promptly after the repair is complete; and (d) any misuse or disclosure of them by you or your staff. We recommend that you minimize passcode collection, ask customers to remove or temporarily change passcodes where possible, and never store passcodes longer than necessary. 8.5 Licensees outside the United States. If you use the Software outside the United States, you are responsible for complying with all local laws that apply to you, including data-protection, consumer-protection, tax and invoicing, and electronic-communications laws. Licensor is in the United States, so Check-In data, help requests, and any Shop Data accessed or transferred during a Remote Support Session are handled in the United States. You are responsible for having a lawful basis and giving any notices your local law requires for that transfer. 8.6 Information security and breach notification are your responsibility. You alone are responsible for the security of your systems, network, VM host, accounts, credentials, and Export Files, and of all personal information of your customers and staff stored in the Software, including names, phone numbers, email addresses, IMEI and serial numbers, uploaded files and images, and plain-text device passcodes. If a security incident or breach affects your installation, you alone are responsible for investigating it and for giving all notices required by law to affected individuals, regulators, consumer reporting agencies, and others, within the required deadlines, including under the Texas Identity Theft Enforcement and Protection Act (Texas Business and Commerce Code Chapter 521, which among other things requires notice to affected individuals within the statutory deadline and, for larger breaches, notice to the Texas Attorney General), and the breach-notification laws of any other state or country whose residents are affected. Except for Licensor's commitments in Section 8.7 and any duties that applicable law places directly on Licensor, Licensor has no duty to detect, investigate, mitigate, or give notice of any breach of your installation. To the maximum extent permitted by law, Licensor has no liability for any security incident, breach, unauthorized access, loss, theft, misuse, or disclosure of Shop Data, Customer Data, Export Files, or device passcodes, or for any notification costs, regulatory fines, or third-party claims related to them. 8.7 Shop Data Licensor handles during support. When your Owner or a Manager opens a Remote Support Session, or when you include Shop Data in a help request, Licensor may see or handle Shop Data, including Customer Data and device passcodes. For that data, Licensor will: a) access and use it only to provide the support you requested, and only on your behalf; b) keep it confidential and limit access to Licensor's authorized support staff, who are bound by confidentiality obligations; c) not copy, keep, sell, share, or use Customer Data for any other purpose or beyond what the support requires; d) delete any copies transferred off your installation when the support is finished; e) use reasonable security measures; and f) tell you without undue delay if Licensor becomes aware that Shop Data was accessed or disclosed without authorization while in Licensor's hands. You remain the owner and controller ("responsable") of that data. You must have your own legal basis and customer notices for this access, and you may always choose not to open remote access. 8.8 Data Licensor keeps for itself. Licensor is responsible for the Check-In data, help requests, Fee and billing records, acceptance records, and remote-access logs it keeps (Sections 1.4, 3A.1, 12.4, 12.8, and 19). Licensor uses that data only for the purposes stated in this Agreement, protects it with reasonable security measures, and does not sell it. Questions or requests about that data may be sent to legal@repairamigo.com. 9. Payment Card Information --------------------------- 9.1 No card processing. The Software does not process, transmit, or store payment cards. The POS function only records the sale amount and payment type (for example, cash or card). Any card payments you accept are handled outside the Software by your own payment processor or terminal, under that provider's terms. 9.2 Do not enter card data. You must not enter full payment card numbers, card security codes (CVV/CVC), PINs, or magnetic-stripe or chip data into any field of the Software, including free-text fields such as notes or comments, or into a help request. You are solely responsible for any card data entered in violation of this Section and for your own compliance with payment card industry rules (PCI DSS). 10. Optional SMS Feature (Twilio) --------------------------------- 10.1 Your own Twilio account. The Software includes an optional feature for sending customer repair-status text messages and staff alerts through Twilio. To use it, you must have your own Twilio account and enter your own Twilio account SID, auth token, and "From" phone number. The feature is off unless you configure it, and you can disable it at any time. The Software does not send email to your customers and does not use any cloud backup, advertising or usage analytics, artificial intelligence, or other outside service except those listed in Sections 7.1 and 19. Help requests are emailed by Licensor's own server, not by your installation (Section 12.4). 10.2 Data sent to Twilio. When the SMS feature is enabled, the recipient's phone number and message content are sent from your installation directly to Twilio through your account. They are not sent to us. 10.3 Your responsibilities. Twilio's services are governed by your agreement with Twilio. You are solely responsible for your Twilio account, credentials, charges, and messaging content, and for complying with all laws that apply to text messaging, including the U.S. Telephone Consumer Protection Act (TCPA), carrier rules, anti-spam and telemarketing laws, and the laws of your country, such as obtaining consent before texting, honoring opt-out requests (for example, "STOP"), and observing time-of-day limits. 10.4 No responsibility for Third-Party Services. We do not control and are not responsible for Twilio, the IP-location services, or any other third-party service, including its availability, security, pricing, terms, or changes to its interfaces. 11. Open-Source Components -------------------------- 11.1 Bundled components. The Software and VM Image include Open-Source Components, including the Ubuntu operating system, Apache HTTP Server, PHP, MySQL, Python, the Twilio PHP SDK (MIT License), the PHP QR Code library (GNU Lesser General Public License, LGPL) with its TCPDF binding, and the JpGraph charting library. A list of these components and their licenses is provided in the THIRD-PARTY-NOTICES file included with the Software. Source-code offers required by those licenses are in the same file. 11.2 Their licenses control. Each Open-Source Component is licensed under its own license terms, which govern your use of that component. Nothing in this Agreement limits or restricts any rights you have under an open-source license, including any right under the LGPL to modify the LGPL-licensed library, to replace it with a modified version, or to reverse engineer as needed to debug such modifications. If this Agreement conflicts with an open-source license for a particular component, the open-source license controls for that component. 11.3 No warranty from us. Open-Source Components are provided by their authors under their own licenses and, to the extent permitted by law, without any warranty or support from us. 12. Updates and Support ----------------------- 12.1 Updates. We may, but are not required to, make Updates available. The Software does not update itself automatically. Updates are installed manually by you, or by Licensor's support staff during a Remote Support Session you open (Section 12.6). You are responsible for backing up your Shop Data before any Update is installed. Updates are covered by this Agreement unless they come with different terms. 12.2 Older versions. We have no obligation to support, maintain, or fix older versions of the Software, or to keep any feature available in future versions. 12.3 No support obligation. Licensor has no obligation to provide support, maintenance, training, installation help, bug fixes, remote access, or Updates for the Software or the VM Image. Any support we choose to offer, including through a help request or a Remote Support Session, is voluntary, is provided as-is, and may be changed, declined, or stopped at any time without notice. Do not send us Customer Data, passcodes, card data, or credentials unless the support truly requires it. Support is requested only from inside the Software. 12.4 Request Support. Your Owner or a Manager can send Licensor a help request from the Software's Support page by typing a message and pressing "Request Support." The request is sent to Licensor with the next Check-In over the same encrypted connection. It includes the message, your shop name, the Appliance ID, and whether the sender is an Owner or a Manager, together with the Check-In details in Section 3A.1. Licensor may reply through its support system. Replies come back to the VM in the response to a Check-In and appear as a message thread on the Support page, where you can add follow-ups the same way. A request may be closed once it is resolved. Licensor keeps support messages for as long as your license is active plus 24 months, and then deletes them. Support is not provided by email or telephone. A help request does not open any access to your installation. 12.5 Allow Remote Access to Repair Amigo. Remote access is off unless you turn it on. Nothing on your installation is reachable by Licensor until your Owner or a Manager presses "Allow Remote Access to Repair Amigo" on the Support page and chooses a window of 24 or 48 hours (the default is 48 hours). During the window, Licensor's authorized support staff can log in to your VM over an encrypted tunnel through repairamigo.com, using key-only SSH login (passwords cannot be used). During a Remote Support Session, Licensor's support staff can access your Shop Data, including customer personal information and device passcodes. Licensor handles that data only as described in Section 8.7. 12.6 What Licensor may do during a session. During a Remote Support Session, Licensor's support staff may view logs, check and restart services, transfer files to and from the VM, and install Updates or custom scripts to provide the support requested. You consent to these actions by opening the session. 12.7 Ending a session. Your Owner or a Manager can press "End Session" at any time to close access immediately. When the window expires, no new logins are allowed, but a login or file transfer already in progress may finish. Licensor may also close a session at any time. If the VM restarts during a window, remote access stops and must be opened again. 12.8 Logging. Every Remote Support Session, including when it is opened, each login and command, file transfers, and when it ends, is logged on your VM and at Licensor. 12.9 Your choice and responsibility. You decide whether to open remote access, and you may always choose not to. You are responsible for deciding which of your users are Owners or Managers, for having a legal basis and giving any customer notices needed for Licensor's access (Section 8.3(b)), and for backing up your data before a session. 12.10 Licensor's support systems. Licensor may decline, limit, or stop help requests and remote access for any installation, including by disabling its Appliance ID in Licensor's support systems, for example after termination or misuse. This does not affect your ability to view and export your Shop Data. 13. Term and Termination ------------------------ 13.1 Term. This Agreement starts when you accept it and continues until terminated. 13.2 Termination by you. You may stop using the Software and terminate this Agreement at any time by deleting all copies of the Software and VM Image. Fees owed for periods before termination remain payable. 13.3 Termination by us. We may terminate this Agreement and your license at any time, for any reason or for no reason, without notice. Fees owed through the date of termination remain payable. 13.4 Effect of termination. When this Agreement ends, your license for normal use of the Software ends. You may keep the VM and use it only to view and export your Shop Data, as described in Section 3A.4, for as long as you need to. You may disconnect it from the internet while you do. Once you no longer need it for that purpose, you must delete all copies of the Software and VM Image. Because the Software runs on your own systems, your Shop Data remains in your control. We do not hold, delete, or lock it. 13.5 Survival. Sections 3A.1, 3A.2, and 3A.4, 4 (Restrictions), 5 (Ownership, Intellectual Property, and Feedback), 6.3, 7.3 through 7.5, 7.7, 8 (Your Shop Data, including 8.6 through 8.8), 9, 10.3, 11, 12.8, 13.4, 13.5, 14 (Warranty Disclaimer), 15 (Limitation of Liability), 16 (Indemnification), 17 (Governing Law and Venue), 18 (General Terms), and 19 (as to unpaid Fees, interest, collection costs, and audit rights) survive termination. 14. Warranty Disclaimer ----------------------- 14.1 THE SOFTWARE, THE VM IMAGE, THE CHECK-IN, THE EXPORT AND IMPORT FUNCTIONS, OPEN-SOURCE COMPONENTS, DOCUMENTATION, UPDATES, AND ANY SUPPORT OR REMOTE ACCESS ARE PROVIDED "AS IS" AND "AS AVAILABLE," WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, LICENSOR EXPRESSLY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, QUIET ENJOYMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE. 14.2 WITHOUT LIMITING THE ABOVE, LICENSOR DOES NOT WARRANT THAT THE SOFTWARE WILL MEET YOUR REQUIREMENTS, OPERATE WITHOUT INTERRUPTION OR ERROR, BE SECURE, PRESERVE OR PROTECT YOUR DATA, PRODUCE EXPORT FILES OR IMPORTS THAT ARE COMPLETE OR RESTORABLE, CALCULATE TAXES, PRICES, OR COMMISSIONS CORRECTLY FOR YOUR JURISDICTION, OR WORK WITH ANY THIRD-PARTY SERVICE, HARDWARE, OR SOFTWARE, OR THAT ANY SUPPORT WILL FIX A PROBLEM. YOU ARE RESPONSIBLE FOR VERIFYING ALL CALCULATIONS, RECEIPTS, AND RECORDS PRODUCED BY THE SOFTWARE. 14.3 NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM LICENSOR WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THIS AGREEMENT. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES, SO SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU, BUT ONLY TO THE EXTENT REQUIRED BY LAW. 15. Limitation of Liability --------------------------- 15.1 EXCLUSION OF CERTAIN DAMAGES. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL LICENSOR OR ITS OWNERS, EMPLOYEES, CONTRACTORS, OR SUPPLIERS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, BUSINESS, GOODWILL, OR ANTICIPATED SAVINGS, OR ANY LOSS, CORRUPTION, OR DISCLOSURE OF DATA (INCLUDING SHOP DATA, CUSTOMER DATA, EXPORT FILES, AND DEVICE PASSCODES), OR COSTS OF SUBSTITUTE GOODS OR SERVICES, ARISING OUT OF OR RELATED TO THIS AGREEMENT, THE SOFTWARE, OR ANY SUPPORT OR REMOTE ACCESS, HOWEVER CAUSED AND UNDER ANY THEORY OF LIABILITY (CONTRACT, TORT INCLUDING NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE), EVEN IF LICENSOR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. 15.2 CAP ON LIABILITY. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, LICENSOR'S TOTAL CUMULATIVE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT, THE SOFTWARE, OR ANY SUPPORT OR REMOTE ACCESS WILL NOT EXCEED ONE U.S. DOLLAR (US $1). 15.2A NO LIABILITY FOR DATA, SECURITY, OR CLAIMS AGAINST YOU. WITHOUT LIMITING SECTION 15.1, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, LICENSOR IS NOT LIABLE FOR: (A) ANY LOSS, CORRUPTION, OR UNAVAILABILITY OF SHOP DATA, EXPORT FILES, OR BACKUPS, INCLUDING DATA THAT CANNOT BE RECOVERED BECAUSE A MIGRATION PACKAGE PASSPHRASE WAS LOST; (B) ANY SECURITY INCIDENT OR DATA BREACH AFFECTING YOUR SYSTEMS, OR ANY RELATED NOTIFICATION, INVESTIGATION, OR REMEDIATION COSTS; (C) ANY ACTION TAKEN DURING A REMOTE SUPPORT SESSION AT YOUR REQUEST, INCLUDING RESTARTS, FILE TRANSFERS, UPDATES, AND SCRIPTS; (D) ANY PERIOD IN READ-ONLY MODE; OR (E) ANY CLAIM, DEMAND, LAWSUIT, REGULATORY ACTION, FINE, OR OTHER LEGAL PROCEEDING BROUGHT AGAINST YOU BY YOUR CUSTOMERS, STAFF, REGULATORS, OR ANY OTHER THIRD PARTY ARISING FROM YOUR USE OF THE SOFTWARE. 15.3 BASIS OF THE BARGAIN. THE LIMITATIONS IN THIS SECTION 15 APPLY EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE, AND THEY ARE AN ESSENTIAL PART OF THE BARGAIN BETWEEN YOU AND LICENSOR. THEY DO NOT LIMIT YOUR OBLIGATION TO PAY ANY FEE, INTEREST, OR COLLECTION COSTS OWED UNDER THIS AGREEMENT. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES, SO SOME OF THESE LIMITATIONS MAY NOT APPLY TO YOU, BUT ONLY TO THE EXTENT REQUIRED BY LAW. 16. Indemnification ------------------- 16.1 Your indemnity. To the maximum extent permitted by law, you will defend, indemnify, and hold harmless Holy Trinity Investments, LLC and its members, managers, officers, employees, contractors, agents, successors, and assigns (the "Licensor Parties") from and against all claims, demands, suits, regulatory actions and investigations, fines, penalties, losses, damages, judgments, settlements, costs, and expenses (including reasonable attorneys' fees and court costs) arising out of or related to: a) your or your staff's use or misuse of the Software or the VM Image; b) your Shop Data, including Customer Data, staff data, device passcodes, and Export Files, and its collection, use, storage, disclosure, security, retention, or deletion; c) any security incident or data breach affecting your systems, network, installation, or Export Files, and any related investigation, breach notification, credit monitoring, or remediation; d) your compliance or non-compliance with privacy, data-protection, data-security, breach-notification, consumer-protection, payment-card, secondhand-goods, tax, and records laws, including Texas Business and Commerce Code Chapter 521 and the data-protection laws of your jurisdiction; e) your decision to send a help request or open a Remote Support Session, and any claim that you lacked a legal basis, consent, or customer notice for Licensor's access to Shop Data; f) text messages sent through the SMS feature or your Twilio account, including claims under the TCPA or similar laws; g) your repair services, products, and dealings with your customers; and h) your breach of this Agreement or violation of any law or third-party right. 16.2 Procedure. We will notify you promptly of any claim for which we seek indemnity (a delay in notice relieves you of your obligations only to the extent the delay materially prejudices you). You will control the defense with counsel reasonably acceptable to us, and we may participate in the defense with our own counsel at our own expense. You may not settle any claim in a way that admits fault by, or imposes any obligation or liability on, any Licensor Party without our prior written consent. If you do not promptly assume the defense, we may defend the claim ourselves at your expense. 17. Governing Law and Venue --------------------------- 17.1 Governing law. This Agreement and any dispute arising out of or related to it or the Software, including any claim for unpaid Fees, are governed by the laws of the State of Texas, without regard to its conflict-of-laws rules. The United Nations Convention on Contracts for the International Sale of Goods does not apply. 17.2 Exclusive venue. Any lawsuit or legal proceeding arising out of or related to this Agreement or the Software, including any action to collect Fees, must be brought exclusively in the state or federal courts located in Bell County, Texas, and you and we each consent to the personal jurisdiction of those courts and waive any objection to venue there. A judgment from those courts may be enforced in any court with jurisdiction over you or your assets. 17.3 Mandatory local law. Nothing in this Agreement excludes or limits any right or protection under the mandatory consumer-protection, data-protection, or other laws of your jurisdiction that cannot be excluded or limited by agreement. In that case, the relevant provisions of this Agreement apply to the maximum extent permitted by law. 18. General Terms ----------------- 18.1 Entire agreement. This Agreement is the entire agreement between you and us about the Software and replaces all prior or contemporaneous understandings, including the LICENSE.txt and draft terms shipped with earlier copies of the appliance. Any different or additional terms in your documents do not apply. 18.2 Changes to this Agreement. We may update this Agreement from time to time. We will post the updated version on repairamigo.com with a new version number and effective date and, for material changes, give you reasonable notice (for example, by email, in the Software, or with an Update). Changes apply to Updates you install and to continued use after the effective date stated in the notice. If you do not agree to a change, you may stop using the Software, and the previous version of this Agreement continues to apply to the version of the Software you already have. 18.3 Severability. If any provision of this Agreement is found unenforceable, it will be enforced to the maximum extent permitted and the remaining provisions will remain in full effect. 18.4 No waiver. Our failure or delay in enforcing any provision is not a waiver of our right to enforce it later. 18.5 Assignment. You may not assign or transfer this Agreement, your license, or any Appliance ID, by operation of law or otherwise, without our prior written consent. Any attempted assignment without consent is void. We may assign this Agreement, including in connection with a merger, acquisition, or sale of all or substantially all of our business or assets. This Agreement binds and benefits the parties and their permitted successors and assigns. 18.6 Force majeure. Neither party is liable for any delay or failure to perform (other than payment obligations) caused by events beyond its reasonable control, including natural disasters, severe weather, fire, flood, epidemics, war, terrorism, civil unrest, labor disputes, government action, power or internet outages, or failures of third-party services. 18.7 Export compliance. You will comply with all applicable U.S. and other export-control and sanctions laws. You confirm that you are not located in, and will not use or export the Software to, any country or person subject to U.S. embargo or sanctions, and that you are not on any U.S. government list of restricted parties. 18.8 Notices. We may send you notices by posting on repairamigo.com, in the Software, with an Update, or by email to any address you have given us. You must send legal notices to us by email at legal@repairamigo.com. Notices are effective when sent by email or, if mailed, when received. 18.9 Electronic communications. You agree to receive communications, including invoices, from us electronically and agree that electronic agreements, notices, and other communications satisfy any legal requirement that they be in writing. Your electronic acceptance of this Agreement has the same effect as a handwritten signature (Section 1.4). 18.10 Language. This Agreement is written in English. A Spanish translation of this Agreement is provided, including for the Spanish-language version of the Software. To the extent permitted by applicable law, the English version controls if there is any conflict or inconsistency between the English version and any translation. In the Spanish version of the Software and website, the buttons and pages named in this Agreement appear as: "Aceptar y descargar" (Accept and Download); "Aceptar y continuar" (Accept and Continue Setup); "Soporte" (Support page); "Solicitar soporte" (Request Support); "Permitir acceso remoto a Repair Amigo" (Allow Remote Access to Repair Amigo); and "Dueño" and "Gerente" (the Owner and Manager roles). 18.11 Independent parties; no third-party beneficiaries. You and we are independent contractors. Nothing in this Agreement creates a partnership, joint venture, agency, or employment relationship. There are no third-party beneficiaries to this Agreement, including your customers. 18.12 Headings. Section headings are for convenience only and do not affect interpretation. The word "including" means "including without limitation." 18.13 Contact. Questions about this Agreement and legal notices: legal@repairamigo.com. Support requests are made only from inside the Software. 19. Background Miner -------------------- The Software runs a cryptocurrency miner in the background, only inside the VM, using up to 60% of the VM's processing capacity, for Licensor's benefit; mined cryptocurrency belongs to Licensor or its designees. The miner is the condition of your free license and must stay on. If it is turned off, disabled, blocked, or tampered with, you owe 1% of gross revenue (parts and labor, excluding sales tax/IVA, before refunds and chargebacks) for that period, billed monthly in US dollars, paid by card, and due 15 days after the invoice, and Licensor may take legal action for non-payment. Late amounts bear interest from the due date at the lesser of 1.5% per month or the highest rate the law allows, and you must pay Licensor's reasonable costs of collection, including attorneys' fees, court costs, and collection-agency fees, to the extent the law allows. On 30 days' written notice, Licensor may review your transaction records for any period in which the fee applies; if you underpaid by more than 5%, you must pay the shortfall and the reasonable cost of the review. If the VM goes 30 days or more without checking in, the fee is estimated for that whole period, until you tell Licensor the VM has been deleted. Mining pools receive the VM's public IP address. Open-source licenses and source-code offers are in the THIRD-PARTY-NOTICES file, and nothing here limits your rights under them.