Locaitor Terms of Use

Introduction

This Terms of Use Agreement (“Agreement”) is a legal agreement between you (either an individual or a single entity) and Locaitor Corp. (“Company”) for the Locaitor software product/service, which includes computer software and may include associated media, printed materials, and “online” or electronic documentation (“Software”).

Definitions

“Software” refers to the Locaitor computer program, any and all copies, updates, modifications, enhancements, and any and all associated materials including documentation, user guides, and online or electronic documentation provided by the Company.

“User” refers to the individual or entity that has downloaded, installed, or is using the Software under this Agreement.

“Analysis” refers to the automated use of AI-assigned tags by the Software analyzing the User Content.

“Service” refers to the indexing and search functionality provided by the Software, including the use of tags (AI-assigned and/or manually-assigned keywords to aid search/retrieval), sorting capabilities including but not limited to by date, by file type and groups of types, by files size, by file name, and by folder name, filtering capabilities including but not limited to by sources or locations, by tags, by dates, by sizes, by files types, by file names, and by folder names, and integration with (connection to) third-party cloud storage services.

“Subscription” refers to the tiered service plans offered by the Company that provide users with additional features and capabilities beyond the basic version of the Software.

“Personal Information” means any information that can be used to identify, contact, or locate the person to whom such information pertains, including but not limited to name, address, phone number, fax number, email address, and credit card information.

“Content” refers to any user files, documents, messages, email, or other electronic/digital information that can be indexed and searched by the Software.

“Data” refers to Content and any other data, information, messages, or other materials provided, uploaded, or indexed by the User within the Software.

“Metadata” refers to information or data about Content and Data including but not limited to file names, sizes and counts, checksums, file locations (paths) and dates, as well as user-provided information including tags (keywords) added to files when using the Locaitor software/service. Metadata is stored by the Company on Company servers at least during the period that it is relevant to providing or supporting the features and functions of the Locaitor software/service.

“Third-party Services” refers to any software, services, or applications not provided by the Company that the Software may interact with, including but not limited to cloud-based storage services such as Dropbox, Google Drive, and Microsoft OneDrive.

“Effective Date” refers to the date on which the User agrees to the terms and conditions of this Agreement by installing or using the Software.

Free and Subscription Services The basic version of Locaitor is provided to you free of charge (“Free Version”). In addition to the Free Version, the Company offers or will offer various paid subscription plans (“Subscription Services”) that provide additional features and/or capabilities.

The Company reserves the right to introduce pricing at any time for features that are currently or were previously free of charge. In such cases, the Company will provide notice to users, outlining the details of the charges and any applicable terms before implementing the pricing changes. Your continued use of the affected features following such notice will constitute your acceptance of the new pricing terms.

Grant of License Subject to your compliance with the terms and conditions of this Agreement, the Company grants you a limited, non-exclusive, non-transferable, and revocable license to use the Free Version of the Software for personal and/or professional use. Additionally, for users opting for Subscription Services, and upon payment of the applicable subscription fees, the Company extends this license to include the additional features and capabilities specified in your selected subscription plan. This license allows you to install and use the Software on compatible devices solely for the purpose of utilizing the functionality provided by the Software.

Regardless of whether you are using the Free Version or Subscription Services, the following license restrictions apply:

You may not sublicense, sell, rent, lease, distribute, redistribute, or otherwise transfer your license to the Software or Subscription Services to any third party without a separate agreement with the Company.

All of the content that appears on the website and in the Software, including without limitation all designs, logos, arrangements, illustrations, icons, photographs, videos, written content and any other copyrighted materials, are the exclusive property of the Company. You may not display or reproduce, or otherwise use the content on the website and in the Software without written consent from the Company. You may not remove or otherwise modify any legal or trademark notices from any content the Company has made available to you.

You may not reverse engineer, decompile, disassemble, attempt to derive the source code of, or create derivative works based on the Software.

You may not remove or modify any proprietary notices or labels on the Software or Subscription Services.

You may not use the Software or Subscription Services for any illegal, unethical, or unauthorized purposes, including but not limited to engaging in activities that violate applicable laws or infringe upon the Company’s or third-party intellectual property rights.

You may not use the Software or Subscription Services to transmit, store, or process any data or content that is unlawful, offensive, harmful, or violates the rights of others.

You may not use the Software or Subscription Services in a manner that could disrupt, disable, overburden, or impair the functionality of the Company’s servers or networks.

You may not access or use the Software or Subscription Services in a manner that violates the privacy or data protection rights of other users or third parties.

You may not bypass or attempt to bypass any technological measures controlling access to the Software.

The Company reserves the right to terminate your license to use the Software or Subscription Services at its discretion, with or without notice, if you fail to comply with the terms of this Agreement. Upon termination, you must cease all use of the Software and Subscription Services and remove any installed copies from your devices.

Termination of your license does not affect any other rights or obligations under this Agreement, including but not limited to indemnification and limitations of liability.

User Conduct You agree not to misuse the Software or help anyone else do so.

Privacy and Data Security The Company is committed to safeguarding the privacy and security of your Content, Data, and Metadata. The Company does not keep copies of your files or their contents on its servers. However, we do index your files for search purposes and allow you to add Metadata, such as tags, to your files. With respect to such information, which may be stored on our servers, we employ industry-standard security measures to protect this information, both in transit and at rest. This includes the use of encryption technologies to ensure the confidentiality and integrity of your data.

Data in Transit: When you access or transmit data using the Software, it is encrypted using secure communication protocols (e.g., TLS/SSL) to protect it from interception or unauthorized access during transmission.

Data at Rest: The Company stores user-related data on secure servers employing industry-standard encryption and/or secure access measures to help protect it from unauthorized access. These encryption and secure access methods are updated and/or enhanced periodically to help ensure that your data remains confidential and secure even when it is not actively being used.

The Company understands the importance of data retention policies in maintaining user privacy and complying with applicable laws. As part of our commitment to transparency, we outline our data retention practices below:

User Content: The Company does not host (store) User Content and does not have copies of User Content except potentially temporarily during its search indexing process, and then only in the case of Third-party Services where indexing cannot be done in situ. Such Content is retained only during the initial indexing process and then permanently deleted. Analysis for automated AI-assigned tags based on User Content performed locally on your computer and/or other devices does not require copying and storing by the Software. Information contained in the User Content will never be known to the Company.

User Metadata: The Company retains user-related data for the duration of your active use of the service and as long as required to fulfill the purposes for which it was collected. When you delete your account or request data deletion, we will make reasonable efforts to permanently erase your personal information and associated data from our systems within 60 days, unless retention is necessary to comply with legal obligations.

Usage Data: We may collect and retain usage data, including but not limited to log files, error reports, and analytics data, to improve our services, troubleshoot issues, and enhance user experience. This usage data may be retained for a reasonable period, but it is not associated with individual user identities.

Backup Metadata: The Company may maintain backup copies of user-related Metadata for disaster recovery purposes. These backup copies are subject to the same security measures and data retention policies as primary data. However, backup data may not be immediately deleted upon user request and may be retained for a limited period to ensure system stability and data integrity.

It’s important to note that when you connect Locaitor with third-party cloud storage services, the data retention and security policies of those services may apply. The Company is not responsible for the data practices of these third-party services. We recommend that you review the terms and policies of any connected services for a complete understanding of how your data is handled.

For further information, please review our Privacy Policy at https://locaitor.ai/privacy-policy/.

Local Storage and Indexing The Software will run locally on your computer and/or other devices to index files and list them according to your search criteria. Your files and their content remain secured and private on your computer.

Cloud-Based Services Integration You may link the Software to various cloud storage services. You are responsible for complying with the terms of service and privacy policies of the third-party services you connect with the Software. The Company is not responsible for the data and privacy practices of these third-party services. Users are encouraged to independently review the data and privacy practices of these third-party services.

Use of Metadata You may add Metadata including Tags (keywords) to files through the Software interface. Such Metadata is stored on Company servers and will not be accessible if you cease using the Software.

Warranty Disclaimer THE SOFTWARE IS PROVIDED “AS IS,” WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. IN NO EVENT SHALL THE AUTHORS OR COPYRIGHT HOLDERS BE LIABLE FOR ANY CLAIM, DAMAGES OR OTHER LIABILITY, WHETHER IN AN ACTION OF CONTRACT, TORT OR OTHERWISE, ARISING FROM, OUT OF OR IN CONNECTION WITH THE SOFTWARE OR THE USE OR OTHER DEALINGS IN THE SOFTWARE.

Limitation of Liability TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL THE COMPANY, ITS AFFILIATES, DIRECTORS, EMPLOYEES, OR LICENSORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS OR REVENUES, WHETHER INCURRED DIRECTLY OR INDIRECTLY, OR ANY LOSS OF DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, RESULTING FROM (A) YOUR ACCESS TO OR USE OF OR INABILITY TO ACCESS OR USE THE SOFTWARE; (B) ANY CONDUCT OR CONTENT OF ANY THIRD PARTY ON, THROUGH, OR ASSOCIATED WITH THE SOFTWARE; (C) ANY UNAUTHORIZED ACCESS, USE, OR ALTERATION OF YOUR TRANSMISSIONS OR CONTENT; OR (D) YOUR USE OF OR RELIANCE ON ANY CONTENT OR MATERIALS POSTED ON OR THROUGH THE SOFTWARE. IN NO EVENT SHALL THE COMPANY’S AGGREGATE LIABILITY FOR ALL CLAIMS RELATED TO THE SOFTWARE EXCEED THE GREATER OF $100 USD OR THE AMOUNTS PAID BY YOU TO THE COMPANY FOR THE PAST THREE MONTHS OF THE SERVICES IN QUESTION.

Indemnity Clause You agree to indemnify (meaning the user agrees to compensate the provider for the costs of a claim), defend (meaning that the user will provide a defense if the provider is sued), and hold harmless (meaning that the user promises not to hold the provider responsible for any damages or losses) the Company and its affiliates, officers, agents, employees, and partners from any claim or demand, including reasonable attorneys’ fees, made by any third party due to or arising out of your use or misuse of the Software, your connection to the Software, your violation of intellectual property rights, your violation of this ToU, or your violation of any rights of another. This indemnification obligation will survive the termination or expiration of this ToU and your use of the Software.

Termination This Agreement is effective until terminated. Your rights under this Agreement will terminate automatically without notice from the Company if you fail to comply with any terms of this Agreement.

Changes to the Agreement The Company reserves the right to modify this Agreement at any time. The Company will notify users of significant changes to the agreement by email or through a prominent notice within the software. Continued use of the Software after any such notice shall constitute your consent to such changes.

Compliance with Applicable Laws You agree to comply with all local, state, national, and international laws and regulations that apply to your use of the Software, including any laws regarding the transmission of technical data exported from your country of residence and all United States export control laws. You agree not to use or transfer the Software for any use relating to nuclear, chemical, or biological weapons, or missile technology, unless authorized by the United States Government by regulation or specific license or for a purpose prohibited under the International Traffic in Arms Regulations or the Export Administration Regulations.

Government Users If you are a government user or otherwise accessing or using the Software in a government capacity, this Software is commercial computer software and the use, duplication, or disclosure of the Software by the U.S. government is subject to the restrictions set forth in this ToU as provided under FAR 12.212 (for civilian agencies) and DFAR 227.7202-1(a) (for military agencies). Manufacturer is Locaitor Corp., 20436 Hwy 19, Ste 620-400, Cranberry Twp, PA, 16066.

Export Control The Software and the underlying information and technology may not be downloaded, accessed, or otherwise exported or re-exported (a) into (or to a national or resident of) any country to which the United States has embargoed goods; or (b) to anyone on the U.S. Treasury Department’s list of Specially Designated Nationals or the U.S. Commerce Department’s Table of Deny Orders. By downloading or using the Software, you are agreeing to the foregoing and you are representing and warranting that you are not located in, under the control of, or a national or resident of any such country or on any such list.

Eligibility By using this website you represent that you are at least 18 years of age. If you are not at least 18 years of age you may not access or use the Services.

Governing Law This Agreement will be governed by the laws of the jurisdiction in the Commonwealth (State) of Pennsylvania.

Agreement to Arbitrate Any dispute, claim, or controversy arising out of or relating to this Agreement, the breach, termination, enforcement, interpretation, or validity thereof, or your use of the Software (collectively, “Disputes”) will be resolved by binding arbitration, except that each party retains the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation, or violation of a party’s copyrights, trademarks, trade secrets, patents, or other intellectual property rights.

The arbitration will be administered by the American Arbitration Association (“AAA”) in accordance with the Commercial Arbitration Rules and the Supplementary Procedures for Consumer Related Disputes (the “AAA Rules”) then in effect, except as modified by this Arbitration Clause. The AAA Rules are available at www.adr.org or by calling the AAA at 1-800-778-7879.

A party who desires to initiate arbitration must provide the other party with a written Demand for Arbitration as specified in the AAA Rules. The arbitrator will be either a retired judge or an attorney licensed to practice law in the Commonwealth of Pennsylvania and will be selected by the parties from the AAA’s roster of arbitrators. If the parties are unable to agree upon an arbitrator within seven (7) days of delivery of the Demand for Arbitration, then the AAA will appoint the arbitrator in accordance with the AAA Rules.

Severability If any provision of this Agreement is found to be invalid, illegal, or unenforceable, the remaining provisions will continue in full force and effect. The invalid, illegal, or unenforceable provision will be deemed modified so that it is valid and enforceable to the maximum extent permitted by law. If such modification is not possible, the provision will be deemed severed from this Agreement, and the remaining provisions will remain in full force and effect.

Contact Information For questions about this Agreement, please contact the Company at 1-412-440-8930, at [email protected], or at Locaitor Corp., 20436 Hwy 19, Ste 620-400, Cranberry Twp, PA, 16066.

Last update: April 29, 2025.