TERMS OF SERVICE

1. ACCEPTANCE OF TERMS

By downloading, installing, accessing, or using VidVana (the "Software"), you agree to be bound by these Terms of Service ("Terms"). If you do not agree to these Terms, do not download, install, or use the Software.

These Terms constitute a legally binding agreement between you (the "User" or "you") and VidVana ("we," "us," or "our"). Your use of the Software signifies your acceptance of these Terms and our Privacy Policy, which is incorporated herein by reference.

IF YOU DO NOT AGREE TO THESE TERMS, YOU MUST IMMEDIATELY CEASE ALL USE OF THE SOFTWARE AND UNINSTALL IT FROM YOUR DEVICE.

2. LICENSE GRANT

Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to download, install, and use the Software on devices you own or control, solely for your personal, non-commercial use.

Restrictions

You agree NOT to:

• Copy, modify, adapt, translate, or create derivative works based on the Software
• Reverse engineer, decompile, disassemble, or attempt to discover the source code of the Software
• Rent, lease, sell, sublicense, distribute, or transfer the Software to any third party
• Remove, alter, or obscure any proprietary notices (copyright, trademark, etc.) on the Software
• Use the Software for any commercial purpose or for the benefit of any third party
• Use the Software in any manner that violates any applicable law or regulation
• Circumvent or disable any security features or access controls of the Software
• Use the Software to infringe upon or violate the rights of others

Any unauthorized use of the Software terminates the license granted herein immediately.

2A. PRO LICENSE TERMS

One-Time Purchase

The VidVana Pro license is a one-time purchase that grants you a perpetual, non-exclusive license to access and use Pro-tier features within the Software, subject to the terms and conditions set forth herein.

Version Coverage

Your Pro license entitles you to receive, at no additional cost:

• All Pro-tier features available at the time of purchase
• All updates, enhancements, improvements, and new features released within the same major version series (e.g., versions 1.0, 1.1, 1.2, 1.5, 1.9, etc., are all considered part of the v1.x series and are included under your original license purchase)
• Ongoing bug fixes, performance improvements, and security updates applicable to your licensed major version
• Access to any new Pro-tier features added during the v1.x development cycle

Future Major Versions

From time to time, we may release new major versions of the Software (e.g., v2.0, v3.0) that introduce substantial new features, architectural improvements, or platform changes. Such major version releases may be offered as a separate purchase at our discretion. As a valued Pro license holder, you will be entitled to a discounted upgrade price for any future major version releases, as a token of our appreciation for your early support. Nothing in these Terms obligates us to release future major versions, nor are you under any obligation to purchase upgrades. Your existing Pro license for the current major version remains valid and functional regardless of whether you choose to upgrade.

Device Activation Limit

Your Pro license may be activated and used on up to two (2) personal devices that you own and control. This limit is intended to accommodate typical usage scenarios such as a desktop computer and a laptop. If you need to transfer your license to a new device, you may deactivate it from a previous device first. Licenses are intended for individual, personal use and may not be shared, transferred, or resold to third parties.

Refund Policy

If you received a complimentary trial period as part of your VidVana experience, this evaluation period was provided to ensure you had ample opportunity to explore the Software's features and determine whether it meets your needs before making any purchase decision. Given the availability of such evaluation opportunities, all Pro license purchases are generally considered final upon completion of the transaction.

However, we understand that exceptional circumstances may arise. If you believe you have a legitimate concern regarding your purchase, you may contact us at support@vidvana.app within fourteen (14) days of your purchase date to request a review. Refund requests will be evaluated on a case-by-case basis at our sole discretion, taking into consideration factors such as the nature of the issue, whether the concern could have been identified during any applicable trial or evaluation period, technical problems that materially prevented use of the Software, and any other relevant circumstances. We reserve the right to deny refund requests that do not demonstrate extenuating circumstances. Any approved refunds will result in immediate revocation of your Pro license.

2B. PAYMENT TERMS

Payment Processing

All payments for Pro licenses are processed through third-party payment processors. By making a purchase, you agree to the terms and conditions of the applicable payment processor. We do not store your complete credit card information on our servers.

Pricing

All prices are displayed in the currency indicated at the time of purchase. We reserve the right to change pricing at any time without notice, though any price changes will not affect licenses already purchased.

Taxes

You are solely responsible for any applicable taxes, duties, or government levies associated with your purchase, including but not limited to sales tax, value-added tax (VAT), goods and services tax (GST), or any other taxes imposed by your jurisdiction. Prices displayed may not include applicable taxes, which will be calculated and added at checkout where required by law.

Failed Payments

If your payment fails or is declined, your Pro license will not be activated. You may attempt the purchase again with a valid payment method. We are not responsible for any fees charged by your bank or payment provider for declined transactions.

Chargebacks and Disputes

If you initiate a chargeback or payment dispute with your bank or payment provider without first contacting us to resolve the issue, we reserve the right to immediately suspend or permanently revoke your Pro license and ban your device from future purchases. Fraudulent chargebacks may be reported to applicable authorities and collection agencies. We encourage you to contact support@vidvana.app to resolve any billing concerns before initiating a dispute.

Promotional Pricing

From time to time, we may offer promotional discounts, launch pricing, or special offers. Such promotions are offered at our sole discretion, are subject to change or termination at any time, and may be subject to additional terms and conditions. Promotional pricing is not retroactive—if you purchased at a higher price before a promotion, you are not entitled to a refund of the difference.

2C. LICENSE VERIFICATION AND ACTIVATION

License Verification

The Software may periodically communicate with our servers to verify your license status and ensure compliance with these Terms. This verification process is designed to prevent unauthorized use, piracy, and license abuse.

Device Identification

To enforce the device activation limit and prevent license abuse, the Software generates a unique, anonymous device identifier based on your hardware characteristics. This identifier does not contain personally identifiable information such as your name, email address, or IP address. The device identifier is used solely for license management purposes.

Offline Use

The Software is designed to function primarily offline. However, periodic internet connectivity may be required to verify your license status, activate new devices, or receive updates. If the Software cannot verify your license for an extended period, certain Pro features may be temporarily restricted until verification is completed.

License Abuse

Any attempt to circumvent, disable, or interfere with the license verification system constitutes a material breach of these Terms and will result in immediate termination of your license. This includes, but is not limited to: sharing license keys, using unauthorized license key generators, modifying the Software to bypass verification, or activating the Software on more devices than permitted.

Deactivation

You may deactivate your license from a device at any time through the Software's settings. If you sell, give away, or otherwise dispose of a device, you are responsible for deactivating your license from that device first. We are not responsible for license slots consumed by devices you no longer possess.

3. OWNERSHIP AND INTELLECTUAL PROPERTY

The Software, including all intellectual property rights therein, is and shall remain the sole and exclusive property of VidVana. These Terms do not grant you any rights to our trademarks, service marks, logos, or brand elements.

All rights not expressly granted to you in these Terms are reserved by VidVana. The Software is protected by copyright, trademark, and other intellectual property laws of the United States and international treaties.

Your Content: You retain all ownership rights to your video files and content. VidVana does not claim any ownership rights to your content. However, you are solely responsible for your content and the consequences of storing, sharing, or displaying it.

4. USER RESPONSIBILITIES

You are solely responsible for:

• Maintaining the security of your device and any PIN or password you create within the Software
• All content you store, organize, or view using the Software
• Backing up your data and content—VidVana is not a backup service
• Ensuring you have the legal right to possess and view all content you use with the Software
• Compliance with all applicable local, state, national, and international laws and regulations
• Any consequences arising from your use or misuse of the Software
• Maintaining adequate security measures on your device to prevent unauthorized access

Important: If you lose or forget your encryption PIN, we cannot recover your encrypted data. You acknowledge that data loss is your sole responsibility.

5. PROHIBITED USES

You agree NOT to use the Software to store, organize, or view any content that:

• Is illegal, harmful, threatening, abusive, harassing, defamatory, or otherwise objectionable
• Infringes any patent, trademark, trade secret, copyright, or other proprietary rights of any party
• Contains child sexual abuse material (CSAM) or exploits minors in any way
• Depicts or promotes illegal activities, violence, or harm to others
• Violates any applicable law, regulation, or third-party rights
• Contains viruses, malware, or any code designed to harm or disrupt systems

While VidVana operates locally and we cannot see your content, you acknowledge that using the Software for illegal purposes is strictly prohibited and may result in criminal prosecution.

We reserve the right to cooperate with law enforcement authorities and comply with all legal obligations, including reporting suspected illegal activity.

6. DISCLAIMER OF WARRANTIES

THE SOFTWARE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED.

TO THE FULLEST EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES, INCLUDING BUT NOT LIMITED TO:

• IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT
• WARRANTIES THAT THE SOFTWARE WILL BE UNINTERRUPTED, ERROR-FREE, SECURE, OR FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS
• WARRANTIES REGARDING THE ACCURACY, RELIABILITY, OR COMPLETENESS OF THE SOFTWARE
• WARRANTIES THAT DEFECTS WILL BE CORRECTED OR THAT THE SOFTWARE WILL MEET YOUR REQUIREMENTS

YOU ACKNOWLEDGE THAT:

• The Software may contain bugs, errors, or defects
• Use of the Software is at your sole risk
• We do not guarantee the Software will be compatible with your system or other software
• We are not responsible for any data loss, corruption, or damage to your device
• No advice or information obtained from us shall create any warranty not expressly stated herein

7. LIMITATION OF LIABILITY

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL VIDVANA, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, OR AFFILIATES BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO:

• Loss of profits, revenue, data, or use
• Loss of or damage to data or content
• Business interruption or loss of business opportunities
• Personal injury or property damage
• Cost of procurement of substitute goods or services
• Unauthorized access to or alteration of your transmissions or data
• Any other matter relating to the Software

THIS LIMITATION APPLIES WHETHER THE ALLEGED LIABILITY IS BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR ANY OTHER BASIS, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE.

BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU. IN SUCH JURISDICTIONS, OUR LIABILITY SHALL BE LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW.

IN NO EVENT SHALL OUR TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION EXCEED THE AMOUNT YOU PAID FOR THE SOFTWARE (WHICH IS ZERO DOLLARS, AS THE SOFTWARE IS FREE).

8. INDEMNIFICATION

You agree to indemnify, defend, and hold harmless VidVana, its officers, directors, employees, agents, affiliates, successors, and assigns from and against any and all losses, damages, liabilities, deficiencies, claims, actions, judgments, settlements, interest, awards, penalties, fines, costs, or expenses of whatever kind, including reasonable attorneys' fees, arising from or relating to:

• Your use or misuse of the Software
• Your breach of these Terms or any applicable law or regulation
• Your violation of any third-party rights, including intellectual property, privacy, or publicity rights
• Any content you store, organize, or view using the Software
• Any dispute between you and any third party
• Your negligence or willful misconduct

This indemnification obligation will survive termination of these Terms and your use of the Software.

9. DATA AND PRIVACY

VidVana operates entirely on your local device. We do not collect, store, or transmit your video files, library data, or viewing history. However:

• We are not responsible for any data loss, corruption, or unauthorized access to data stored on your device
• You are solely responsible for maintaining backups of your data
• Encryption features are provided "as is" without guarantees of absolute security
• We cannot recover lost or forgotten encryption PINs

For information about our limited data collection practices (website analytics and optional bug reports), please see our Privacy Policy.

10. UPDATES AND MODIFICATIONS

We may, at our sole discretion, update, modify, or discontinue the Software (or any part thereof) at any time, with or without notice. You agree that we shall not be liable to you or any third party for any modification, suspension, or discontinuance of the Software.

Updates may be automatically downloaded and installed, or may require manual installation. You acknowledge that you may need to update third-party software or hardware to continue using the Software.

We are under no obligation to provide updates, maintenance, support, or bug fixes for the Software.

11. TERMINATION

These Terms are effective until terminated. Your rights under these Terms will terminate automatically without notice if you fail to comply with any provision of these Terms.

We reserve the right to terminate or suspend your access to the Software at any time, for any reason or no reason, with or without notice, including if we believe you have violated these Terms.

Upon termination:

• Your license to use the Software immediately ceases
• You must cease all use of the Software and delete all copies from your devices
• Sections of these Terms that by their nature should survive termination shall survive, including but not limited to: ownership provisions, warranty disclaimers, indemnity, and limitations of liability

Termination of these Terms shall not limit any of our rights or remedies at law or in equity.

12. EXPORT COMPLIANCE

The Software may be subject to export control laws and regulations. You agree to comply with all applicable international and national laws that apply to the Software, including U.S. Export Administration Regulations and International Traffic in Arms Regulations.

You represent and warrant that you are not located in, under the control of, or a national or resident of any country to which Canada or the United States has embargoed goods or services, and that you are not on any Canadian or U.S. government list of prohibited or restricted parties.

13. THIRD-PARTY SOFTWARE AND SERVICES

The Software may include or rely on third-party software components, libraries, or services that are subject to separate license terms. Your use of such third-party components is governed by their respective license agreements.

We are not responsible for any third-party software, services, or websites. Any dealings you have with third parties are solely between you and such third parties.

We make no warranties regarding third-party components and disclaim all liability for any issues arising from their use.

14. CHANGES TO THESE TERMS

We reserve the right to modify these Terms at any time, in our sole discretion. When we make changes, we will update the "Last Updated" date at the top of this page.

Your continued use of the Software after any changes to these Terms constitutes your acceptance of the new Terms. If you do not agree to the modified Terms, you must stop using the Software immediately.

It is your responsibility to review these Terms periodically. We do not collect email addresses and cannot notify you of changes directly.

15. GOVERNING LAW AND DISPUTE RESOLUTION

Governing Law

These Terms shall be governed by and construed in accordance with the laws of the Province of Ontario and the federal laws of Canada applicable therein, without regard to its conflict of law provisions.

Arbitration Agreement

PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT.

You and VidVana agree that any dispute, claim, or controversy arising out of or relating to these Terms or the Software shall be settled 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.

You agree that any arbitration shall be conducted on an individual basis and not as a class action, and you waive your right to participate in a class action lawsuit or class-wide arbitration.

Class Action Waiver

YOU AND VIDVANA AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING.

Venue

To the extent that arbitration does not apply, you agree that any legal action or proceeding shall be brought exclusively in the courts of competent jurisdiction located in Toronto, Ontario, Canada, and you hereby consent to the personal jurisdiction and venue of such courts.

16. SEVERABILITY

If any provision of these Terms is held to be invalid, illegal, or unenforceable, the validity, legality, and enforceability of the remaining provisions shall not be affected or impaired. The invalid provision shall be modified to the minimum extent necessary to make it valid and enforceable while preserving its intent, or if such modification is not possible, the invalid provision shall be severed from these Terms.

17. WAIVER

No waiver of any term or condition of these Terms shall be deemed a further or continuing waiver of such term or condition or any other term or condition. Our failure to assert any right or provision under these Terms shall not constitute a waiver of such right or provision.

18. ENTIRE AGREEMENT

These Terms, together with our Privacy Policy, constitute the entire agreement between you and VidVana regarding the Software and supersede all prior or contemporaneous understandings and agreements, whether written or oral, regarding the Software.

No amendment to or modification of these Terms will be binding unless in writing and signed by an authorized representative of VidVana.

19. ASSIGNMENT

You may not assign, transfer, or delegate these Terms or your rights and obligations hereunder without our prior written consent. We may assign, transfer, or delegate these Terms and our rights and obligations without restriction. Any attempted assignment in violation of this section shall be null and void.

20. FORCE MAJEURE

We shall not be liable for any failure or delay in performance due to circumstances beyond our reasonable control, including but not limited to acts of God, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, accidents, pandemics, strikes, or shortages of transportation, facilities, fuel, energy, labor, or materials.

21. CONTACT INFORMATION

If you have any questions, concerns, or disputes regarding these Terms, please contact us:

Email: support@vidvana.app

All notices to VidVana shall be in writing and shall be deemed given when delivered via email to the address above.

23. FEEDBACK AND SUGGESTIONS

Ownership of Feedback

If you provide us with any feedback, suggestions, ideas, feature requests, bug reports, or other communications regarding the Software ("Feedback"), you hereby grant us a perpetual, irrevocable, worldwide, royalty-free, fully paid-up, non-exclusive, sublicensable, and transferable license to use, reproduce, modify, adapt, publish, distribute, create derivative works from, and otherwise exploit such Feedback for any purpose, without any obligation to provide attribution, compensation, or acknowledgment to you.

No Obligation

We are under no obligation to implement any Feedback, respond to any Feedback, or keep any Feedback confidential. You acknowledge that we may already be developing features or ideas similar to your Feedback, and submission of Feedback does not create any confidential relationship or obligation on our part.

Representations

By submitting Feedback, you represent and warrant that: (a) you have the right to disclose the Feedback; (b) the Feedback does not violate any third-party rights; and (c) your Feedback does not contain any confidential or proprietary information of any third party.

24. CONSUMER RIGHTS (EUROPEAN UNION AND UNITED KINGDOM)

Digital Content Exception

If you are a consumer located in the European Union or United Kingdom, you acknowledge that the Pro license constitutes digital content that is not supplied on a tangible medium. By completing your purchase and expressly consenting to immediate performance, you acknowledge that you lose your right of withdrawal (cooling-off period) once the digital content has been fully provided to you (i.e., once your Pro license has been activated).

Statutory Rights

Nothing in these Terms affects your statutory rights as a consumer that cannot be waived or limited by contract under applicable law. If any provision of these Terms is found to conflict with mandatory consumer protection laws in your jurisdiction, that provision shall be modified to the minimum extent necessary to comply with such laws, and the remaining provisions shall continue in full force and effect.

Remedies

If the Software does not conform to these Terms or is defective, you may be entitled to remedies under applicable consumer protection laws in addition to those set forth herein.

25. ELECTRONIC COMMUNICATIONS

Consent

By using the Software or making a purchase, you consent to receive communications from us electronically, including but not limited to: license confirmations, receipts, update notifications (if you opt in), and responses to support inquiries. You agree that all agreements, notices, disclosures, and other communications we provide electronically satisfy any legal requirement that such communications be in writing.

Contact Methods

We may communicate with you via email (if provided), in-app notifications, or notices posted on our website. It is your responsibility to ensure any email address you provide is current and that you check it regularly.

26. MISCELLANEOUS

No Partnership or Agency

Nothing in these Terms shall be construed to create a partnership, joint venture, agency, or employment relationship between you and VidVana. You have no authority to bind us or make any representations on our behalf.

Headings

The section headings in these Terms are for convenience only and have no legal or contractual effect. They shall not be used to interpret or construe any provision of these Terms.

Language

These Terms are drafted in English. If these Terms are translated into any other language, the English version shall control in the event of any conflict or inconsistency.

Survival

The following sections shall survive termination of these Terms: Ownership and Intellectual Property, Disclaimer of Warranties, Limitation of Liability, Indemnification, Governing Law and Dispute Resolution, and any other provisions that by their nature should survive termination.

Notices

All legal notices to VidVana must be sent via email to support@vidvana.app with "Legal Notice" in the subject line. Notices are deemed received upon confirmation of delivery or, for email, upon sending to a valid address.

27. ACKNOWLEDGMENT

BY DOWNLOADING, INSTALLING, OR USING THE SOFTWARE, YOU ACKNOWLEDGE THAT YOU HAVE READ THESE TERMS, UNDERSTAND THEM, AND AGREE TO BE BOUND BY THEM.

If you do not agree to these Terms, you are not authorized to use the Software and must immediately cease all use and uninstall it from your device.