MagicPay Sync & Online Invoice Payments End User License Agreement

End User License Agreement

This copy of MagicPay Sync & Online Invoice Payments (“the Software Product”) and accompanying documentation is licensed and not sold. This Software Product is protected by copyright laws and treaties, as well as laws and treaties related to other forms of intellectual property. MagicPay Merchant Services, LLC. or its subsidiaries, affiliates, and suppliers (collectively “MagicPay”) own intellectual property rights in the Software Product. The Licensee’s (“you” or “your”) license to download, use, copy, or change the Software Product is subject to these rights and to all the terms and conditions of this End User License Agreement (“Agreement”).

Acceptance

You accept and agree to be bound by the terms of this agreement by selecting the “Accept” option and downloading the software product, or by installing, using, or copying the software product. You must agree to all of the terms of this agreement before you will be allowed to download the software product. If you do not agree to all of the terms of this agreement, you must select “Decline” and you must not install, use, or copy the software product.

License Grant

This Agreement entitles you to install and use one copy of the Software Product. In addition, you may make one archival copy of the Software Product. The archival copy must be on a storage medium other than a hard drive, and may only be used for the reinstallation of the Software Product. This Agreement does not permit the installation or use of multiple copies of the Software Product, or the installation of the Software Product on more than one computer at any given time, on a system that allows shared used of applications, on a multi-user network, or on any configuration or system of computers that allows multiple users. Multiple copy use or installation is only allowed if you obtain an appropriate licensing agreement for each user and each copy of the Software Product. For further information regarding multiple copy licensing of the Software Product, please contact:

Representative: MagicPay Merchant Services, LLC.

Address: 1616 NW 2nd Ave

Boca Raton, Florida 33432

Phone Number: 855-891-2600

E-mail Address: info@MagicPay.net

Restrictions on Transfer

Without first obtaining the express written consent of MagicPay, you may not assign your rights and obligations under this Agreement, or redistribute, encumber, sell, rent, lease, sublicense, or otherwise transfer your rights to the Software Product.

Restrictions on Use

You may not use, copy, or install the Software Product on any system with more than one computer, or permit the use, copying, or installation of the Software Product by more than one user or on more than one computer. If you hold multiple, validly licensed copies, you may not use, copy, or install the Software Product on any system with more than the number of computers permitted by license, or permit the use, copying, or installation by more users, or on more computers than the number permitted by license.

You may not decompile, “reverse-engineer”, disassemble, or otherwise attempt to derive the source code for the Software Product.

You may not use the database portion of the Software Product in connection with any software other than the Software Product.

Restrictions on Alteration

You may not modify the Software Product or create any derivative work of the Software Product or its accompanying documentation. Derivative works include but are not limited to translations. You may not alter any files or libraries in any portion of the Software Product. You may not reproduce the database portion or create any tables or reports relating to the database portion.

Restrictions on Copying

You may not copy any part of the Software Product except to the extent that licensed use inherently demands the creation of a temporary copy stored in computer memory and not permanently affixed on storage medium. You may make one archival copy which must be stored on a medium other than a computer hard drive.

Disclaimer of Warranties and Limitation of Liability

Unless otherwise explicitly agreed to in writing by MagicPay, MagicPay makes no other warranties, whether express or implied, in fact or by law, including but not limited to any implied warranties of merchantability or fitness for a particular purpose, except as stated in this agreement or in the limited warranty documents provided with the software product.

MagicPay makes no warranty that the Software Product will meet your requirements or operate under your specific conditions of use. MagicPay makes no warranty that operation of the Software Product will be secure, error free, or free from interruption. You must determine whether the software product meets your requirements for security and uninterrupted use. You are solely responsible for any loss that occurs if the software does not meet your needs. MagicPay will not, under any circumstances, be responsible or liable for any loss of data on any computer or storage device.

Under no circumstances shall MagicPay, its directors, officers, employees, or agents be liable to you or any other party for any indirect, consequential, special, incidental, punitive, or exemplary damages (including lost revenue, profits, or business) arising from this agreement or from the use, installation, or performance of the software product. This applies whether the issue is due to breach of contract, breach of warranty, negligence, or any other reason—even if MagicPay was advised in advance of the possibility of such damages. To the extent that applicable law limits the exclusion of implied warranties, this disclaimer will apply to the fullest extent permitted.

Limitation of Remedies and Damages

Your remedy for a breach of this Agreement or of any warranty included in this Agreement is the correction or replacement of the Software Product. Selection of whether to correct or replace shall be solely at the discretion of MagicPay. MagicPay reserves the right to substitute a functionally equivalent copy of the Software Product as a replacement. If MagicPay is unable to provide a replacement or substitute Software Product or corrections to the Software Product, your sole alternate remedy shall be a refund of the purchase price for the Software Product exclusive of any costs for shipping and handling.

Any claim must be made within the applicable warranty period. All warranties cover only defects arising under normal use and do not include malfunctions or failure resulting from misuse, abuse, neglect, alteration, problems with electrical power, acts of nature, unusual temperatures or humidity, improper installation, or damage determined by MagicPay to have been caused by you. All limited warranties on the Software Product are granted only to you and are non-transferable. You agree to indemnify and hold MagicPay harmless from all claims, judgments, liabilities, expenses, or costs arising from your breach of this Agreement and/or acts or omissions.

Governing Law, Jurisdiction and Costs

This Agreement is governed by the laws of Florida, without regard to Florida’s conflict or choice of law provisions.

Severability

If any provision of this Agreement shall be held to be invalid or unenforceable, the remainder of this Agreement shall remain in full force and effect. To the extent any express or implied restrictions are not permitted by applicable laws, these express or implied restrictions shall remain in force and effect to the maximum extent permitted by such applicable laws.