End-User License Agreement

Last updated July 2025

1. INTRODUCTION

This End-User License Agreement (“EULA”) is a legal agreement between the “End User” (either an individual or legal entity) and Middleware Technologies LLC (“MTL”) for the use of the QMirror software product (the “SOFTWARE PRODUCT”). By installing or using the SOFTWARE PRODUCT, the End User agrees to be bound by the terms of this EULA. If the End User does not agree to the terms of this EULA, the End User is not authorized to install and/or use the SOFTWARE PRODUCT.

2. GRANT OF LICENSE 

Subject to the terms of this EULA, MTL grants the End User a non-exclusive, non-transferable, non-sublicensable license to install and use the SOFTWARE PRODUCT solely for the End User’s internal purposes.

3. LICENSE RESTRICTIONS

Except as expressly permitted in this EULA, the End User shall not: 

  • Use the SOFTWARE PRODUCT to provide software-as-a-service (SaaS), hosting, timesharing, or any commercial service to third parties;
  • Reverse engineer, decompile, or disassemble the SOFTWARE PRODUCT;
  • Modify, adapt, translate, or create derivative works of the SOFTWARE PRODUCT;
  • Resell, rent, lease, sublicense, or otherwise transfer or distribute the SOFTWARE PRODUCT without the prior written consent of MTL;
  • Remove or alter any proprietary notices, labels, or marks on the SOFTWARE PRODUCT.

4. UPGRADES

During the license period, the End User is entitled to upgrade and use any new versions of the SOFTWARE PRODUCT that MTL makes generally available to its licensees through its official website. These upgrades may include bug fixes, enhancements, or new features. All upgrades are licensed as part of the SOFTWARE PRODUCT and are subject to the terms of this EULA.

Once an upgrade is installed, the End User may no longer use prior versions of the SOFTWARE PRODUCT, unless otherwise authorized in writing by MTL. MTL reserves the sole right to determine the scope, timing, and availability of any upgrades and is under no obligation to provide any specific feature or improvement.

5. OWNERSHIP AND INTELLECTUAL PROPERTY

The SOFTWARE PRODUCT is licensed, not sold. All title, ownership, and intellectual property rights in and to the SOFTWARE PRODUCT (including but not limited to all code, graphics, and text) are and shall remain the exclusive property of MTL. The SOFTWARE PRODUCT is protected by copyright laws and international treaty provisions.

6. LEGAL COMPLIANCE 

The End User agrees to use the SOFTWARE PRODUCT only in compliance with all applicable local, national, and international laws. MTL shall not be held liable for any unlawful use of the SOFTWARE PRODUCT by the End User.

7. TERMINATION

This EULA is effective until terminated. Without prejudice to any other rights, MTL may terminate this EULA immediately if the End User fails to comply with its terms. Upon termination, the End User must immediately cease all use of the SOFTWARE PRODUCT and destroy all copies in the End User’s possession or control.

8. AUDIT RIGHTS

MTL reserves the right to audit the End User’s use of the SOFTWARE PRODUCT to verify compliance with this EULA. Any such audit will be conducted with reasonable notice and during normal business hours.  

9. NO WARRANTIES

The SOFTWARE PRODUCT is provided “as is” and “as available,” without warranties of any kind, either express or implied, including, but not limited to, any implied warranties of merchantability, fitness for a particular purpose, or non-infringement. The entire risk as to the quality and performance of the SOFTWARE PRODUCT remains with the End User. 

10. LIMITATION OF LIABILITY

To the maximum extent permitted by applicable law, in no event shall MTL be liable for any indirect, incidental, special, or consequential damages whatsoever (including, without limitation, loss of business profits, business interruption, or loss of data), arising out of the use or inability to use the SOFTWARE PRODUCT, even if MTL has been advised of the possibility of such damages. MTL’s total cumulative liability under this EULA shall not exceed the amount actually paid by the End User for the SOFTWARE PRODUCT. If no fees were paid, MTL shall have no liability whatsoever.  

11. INDEMNIFICATION

The End User agrees to indemnify, defend, and hold harmless MTL and its affiliates, directors, officers, and employees from any claims, damages, losses, liabilities, costs, or expenses (including reasonable attorneys’ fees) arising from: 

  • The End User’s breach of this EULA;
  • The End User’s misuse of the SOFTWARE PRODUCT;
  • The End User’s violation of any applicable law or the rights of a third party.

12. FORCE MAJEURE

MTL shall not be liable for any failure or delay in performance or support due to causes beyond its reasonable control, including but not limited to natural disasters, pandemics, war, terrorism, labor disputes, internet service interruptions, cyberattacks, or governmental actions.

13. LICENSE CONTINUITY AND DISSOLUTION

Once issued, a license to the SOFTWARE PRODUCT remains valid until its designated expiration date. However, the End User acknowledges that MTL may, at its sole discretion, discontinue the SOFTWARE PRODUCT or cease operations. In such event, the SOFTWARE PRODUCT will continue to function on an “as-is” basis for the remainder of the license term, without any obligation on the part of MTL to provide updates, upgrades, maintenance, or technical support. The End User accepts that no refunds, credits, or liability shall arise from such discontinuation or dissolution.  

14. GOVERNING LAW

This EULA shall be governed by and construed in accordance with the laws of the State of Wyoming, United States, without regard to its conflict of law principles. The End User agrees that any legal action or proceeding arising under or related to this EULA shall be brought exclusively in the state or federal courts located in Wyoming, and the End User hereby consents to the jurisdiction of such courts.  

15. SEVERABILITY

If any provision of this EULA is held to be unenforceable or invalid under applicable law, the remaining provisions shall remain in full force and effect.    

16. NO WAIVER

The failure of MTL to enforce any right or provision of this EULA shall not constitute a waiver of such right or provision unless acknowledged and agreed to in writing by MTL.  

17. ENTIRE AGREEMENT

This EULA constitutes the entire agreement between the End User and MTL with respect to the SOFTWARE PRODUCT and supersedes all prior or contemporaneous oral or written agreements, proposals, and communications.  No amendment or modification of this EULA shall be binding unless in writing and signed by a duly authorized representative of MTL.

18. CONTACT INFORMATION    

For questions regarding this EULA or the SOFTWARE PRODUCT, please contact MTL at customer.support@qmirror.com  

Scroll to Top