# Introduction
We, at [Neverinstall](https://neverinstall.com/), love developers and have spent a lot of time and resources understanding their pain points, one of them is managing resource-intensive applications with rising hardware costs.
Today, we want to give developers the best development experience where they don't have to worry about system and resource requirements. **Neverinstall at its core is taking all the resource-intensive IDEs on the cloud and enabling Devs to code on their favorite IDEs uninterrupted.**
How about launching an app now and experiencing it yourself?
{% tabs %}
{% tab title="Dev Tools" %}
* [Android Studio](https://neverinstall.com/apps/androidstudio)
* [VS Code](https://neverinstall.com/apps/vscode)
* [PyCharm](https://neverinstall.com/apps/pycharm)
* [Jupyter](https://neverinstall.com/apps/jupyter)
[See all available Dev Tools](https://neverinstall.com/spaces)
{% endtab %}
{% tab title="Browsers" %}
* [Chrome](https://neverinstall.com/apps/chrome)
* [Firefox](https://neverinstall.com/apps/firefox)
* [Brave](https://neverinstall.com/apps/brave)
[See all available Browsers](https://neverinstall.com/spaces)
{% endtab %}
{% tab title="Utilities" %}
* [Obsidian](https://neverinstall.com/apps/obsidian\\)
* [Slack](https://neverinstall.com/apps/slack)
* [Telegram](https://neverinstall.com/apps/telegram)
[See all available Utilities](https://neverinstall.com/spaces)
{% endtab %}
{% endtabs %}
# How Neverinstall Works
Neverinstall is a cloud-based platform that allows you to run Linux applications in your web browser without any downloads or installations.
1. **Pre-optimized, Pre-configured Application Image**: These are ready-to-use versions of applications, pre-configured with optimal settings for immediate use.
2. **Encoding Audio and Video**: The audio and video from the virtual display and audio servers are encoded and converted into a stream that can be sent to the user's machine.
3. **Connecting Client's I/O**: The client's input/output devices, such as the mouse, keyboard, webcam, and mic, are connected to the remote server as virtual devices. This allows any application or process to access them.
Here's a step-by-step breakdown of how Neverinstall works when a user requests to launch an application:
1. **Resource Allocation**: The platform first allocates the necessary resources, such as compute and memory, for the application. This is done in the server cluster closest to the user to ensure optimal performance.
2. **Running the Application Image**: Next, the platform downloads and runs the pre-configured application image on the remote server.
3. **Start Encoding Server**: The platform then starts the server responsible for encoding the display and audio.
4. **Streaming to User's Browser**: Finally, the encoded audio-visual stream is sent directly to the user's browser, allowing them to interact with the application in real-time.
Throughout this process, Neverinstall carries out additional optimizations to ensure that the application is ready for use in under 30 seconds. Once the user is connected, the video stream is managed by the platform, with resolution and bit rate adjusted dynamically based on the user's internet bandwidth.
From the user's perspective, the system resources consumed are comparable to watching a live video stream, typically around 30-40% of a single-core CPU and about 200-400 MiB of RAM. This makes Neverinstall a highly efficient solution for running Linux applications directly in your browser.
# System Requirements
Using Neverinstall is as simple as it gets, and the requirements to access and utilize the platform are minimal. Here's what you need:
1. **Internet Browser**: Neverinstall is a web application, which means it can be accessed via any modern internet browser. Whether you're using Google Chrome, Mozilla Firefox, Safari, or any other browser, you can access Neverinstall without any issue.
2. **Device**: The platform can be accessed from a range of devices including a desktop, laptop, tablet, or mobile device. As long as your device has a browser, you can use Neverinstall.
3. **Stable Internet Connection**: As the platform streams a Linux environment to your browser, a minimum **10 mbps** stable internet connection is necessary to ensure a smooth and lag-free user experience.
4. **Avoid using local VPN:** We strongly discourage the use of VPNs while using Neverinstall. We recommend disabling or uninstalling any VPN services on the devices that you plan to use for accessing Neverinstall. They can increase latency, degrade connection quality, and in some cases, might prevent you from accessing Neverinstall services altogether.
\
That's it! No downloads, no installations, and no specific operating system requirements. Simply log on to our website from your browser and start using Linux applications in your browser.
# Join Our Community
We invite you to be a part of our growing community on Reddit and Discord. These platforms offer a space for users to share experiences, ask questions, give feedback, and interact with other Neverinstall users and our team.
#### 19.1. Reddit
Our Reddit community is a great place to stay updated with all things related to Neverinstall. Join the discussion, share your thoughts, and connect with users who share your interest in cloud-based Linux environments. You can find us here :point\_down:
{% embed url="" %}
#### 19.2. Discord
Our Discord server offers a more real-time interaction platform. You can engage in discussions, ask questions, share your experiences, and even get live support from our team and fellow users. To join us on Discord, click on the following link:point\_down:
{% embed url="" %}
Whether you're a seasoned Linux veteran, a developer looking for a cloud-based solution, or a newcomer curious about the possibilities of cloud computing, we welcome you to join our community. We're excited to learn from you and look forward to growing together.
# Spaces
### What is a Space?
A Space, in the context of Neverinstall, refers to a cloud-based Linux environment that has been configured according to a user's specific needs. It's essentially a virtual workspace where users can run applications and perform tasks as if they were using a local Linux system, but without the need for any downloads, installations, or local resource consumption.
{% embed url="" %}
Each Space is created when a user launches a session, selecting the desired applications and settings. The platform then builds a Linux instance on its remote servers, including the selected apps and extensions. This instance, or Space, is then streamed to the user's browser, where they can interact with it in real time.
# Launching a space
Launching a Space on Neverinstall is a straightforward process. This allows users to quickly access a Linux environment with their chosen applications. Here's how to do it:
1. **Select Applications**: From the Neverinstall platform, select the application or group of applications you wish to use in your Space. This will form your workspace, a single consolidated environment for your chosen tools.
2. **Create a Space**: After you've selected your applications, create your workspace by clicking on the "Launch" button located below the selection bay. This will prompt Neverinstall to begin building your Space on its remote servers.
3. **Select a Region**: The next step is to choose the geographic region where you want your Space to be hosted. This should ideally be the region closest to you in order to minimize latency and maximize performance. Currently, Neverinstall offers four regions: Europe, North America, Singapore, and India. More regions will be added in the future to ensure optimal performance for users around the world.
After you've made your selections and clicked "Launch", Neverinstall will start building your Space. In just a few moments, you'll be able to start working in your Linux environment with the chosen applications, right from your web browser.
# Building a space
The process of building a Space in Neverinstall involves launching a personalized Linux environment, configured according to the user's selected apps and extensions. Here's a step-by-step explanation of the process:
1. **Launching a Space**: When a user launches a Space, Neverinstall initiates a process on its remote servers to create a new Linux instance. This instance includes the apps and extensions that the user has chosen.
2. **Resource Allocation**: Neverinstall allocates the necessary resources, such as compute power and memory, for the Space. The platform chooses a cluster that is geographically closest to the user in order to minimize latency and optimize performance.
3. **Downloading and Running Images**: As part of the process, Neverinstall downloads and runs pre-configured application images on the remote servers. These images include the necessary software and settings for each of the user's chosen apps and extensions.
4. **Encoding and Streaming**: The remote servers then capture the display and audio output from the Linux instance, encode it into a video stream, and transmit it to the user's browser.
5. **User I/O Interaction**: The user interacts with the Space through their local input devices, such as the keyboard and mouse. These inputs are sent back to the remote server over a UDP connection, which then executes them in the Linux environment.
This entire process is designed to be fast and efficient, allowing users to start using their custom Linux environment in just a few moments. It's a seamless way to work in a Linux environment without having to worry about local machine constraints, installations, or configurations.
# Pausing a space
Every Space on Neverinstall operates for a fixed session duration, depending on the user's subscription plan. After the session duration has elapsed, the Space will automatically pause. This mechanism helps maintain optimal server performance, ensuring a consistent and smooth user experience for all customers.
Users also have the option to manually pause their Space. To do this, simply click on the "Pause" button available on the dock.
Keep in mind that a Space will automatically pause if there is inactivity for a certain period - 7, 15, or 30 minutes - based on the specific subscription plan.
# Resuming a space
If a Space has been paused, either manually or automatically, it can be instantly resumed. Here's how to do it:
1. **Automatically Paused Spaces**: If your Space was paused due to the end of a session or inactivity, a "Resume Space" button will appear on the same screen. Simply click on this button to resume your Space.
2. **Manually Paused Spaces**: If you paused your Space manually, you'll be redirected to the home section. There, you will find the "Resume Space" button below the respective Space section. Click on it to start your Space again.
Pausing and resuming Spaces provides flexibility, allowing you to manage your cloud-based Linux environment according to your schedule and needs. Please remember to save your work before pausing your Space to prevent any data loss.
# Deleting a space
If a user decides that they no longer need a particular Space, they have the option to delete it. This process is as straightforward as the creation of a Space. Here's how to do it:
1. **Navigate to the Home Section**: From your dashboard, navigate to the home section where all of your Spaces are listed.
2. **Select the Space**: Find the Space you wish to delete.
3. **Click 'Delete Space' Button**: On the selected Space, you will find a button labeled "Delete Space". Click on this button to initiate the deletion process.
Please note, deleting a Space is a permanent action. When a Space is deleted, the platform removes all saved data and statistics associated with that Space permanently. This includes any installed applications, user files, and session history. Therefore, before deleting a Space, ensure you have backed up any necessary data or information that you might need later.
# Change language & keyboard layout
Neverinstall empowers users with the ability to work in their preferred language and type in multiple languages effortlessly. With our intuitive language and keyboard layout customization options, you can explore new possibilities and seamlessly switch between languages to code, type, and browse with ease.
{% embed url="" %}
### Change Language
To change the language in your Neverinstall Space, simply navigate to the dock and click on the "globe" icon. Our platform currently supports full integration for six native languages: Chinese, Arabic, French, Russian, Korean, and Japanese.
Once you select your desired language, your Space will reload, and all your space data will be transformed to the specified language.
Change Keyboard Language: Neverinstall also offers flexible keyboard language customization.
### Change keyboard layout
1. Right-click on the top-right keyboard icon.
2. From the context menu, select "Preferences" as shown in the accompanying picture.
3. In the preferences window, navigate to the "Input Method" tab.
4. Click on the "Add" button to incorporate a new language into your keyboard options.
Once you've added the desired language in the preferences, switching between keyboard layouts becomes a breeze. Simply click on the keyboard icon, select the newly added language, and instantly start typing in your native language. This functionality opens up a world of possibilities, allowing you to effortlessly communicate, code, and browse in multiple languages.
# Keyboard Shortcuts
### All shortcuts work in fullscreen
Users can switch their Space to fullscreen for an immersive and native-like experience.
A user can switch to fullscreen by clicking on the corresponding button located on the right corner of the dock while using a Space.
# Resolutions & Quality
### Change resolution of Space
Although the platform uses dynamic resolution adaption to deliver the best performance based on the internet speed of the user, users can also select a resolution manually.
The resolution of the Space can be changed by clicking on the resolutions button located on the right side of the dock. Users can choose between 560p, 720p, 900p, 1080p, 1440p, and 2160p (4K). Users can also select ‘Auto’ to switch to the default dynamic resolution adaption.
{% embed url="" %}
**Please note:** We recommend users choose ‘Auto’ for the best performance.
Based on the internet speeds we recommend the following resolutions for an optimal experience: 576p for speeds over 1 Mbps; 720p for speeds over 12 Mbps; 900p and 1080p for speeds over 24 Mbps; and 1440p and 2160p (4K) for speeds over 50 Mbps.\*
**Please note:** All resolutions operate at 60 frames per second by default. When a higher resolution is chosen on a slow internet connection the bitrate adjusts accordingly to deliver optimal performance.
# File Sync, Download & Upload
In Neverinstall, we recognize the importance of having access to your files whenever and wherever you need them. Here's how you can transfer files from your local device to your Neverinstall Space.
Current method is through the use of **cloud storage providers**. This not only facilitates the transfer of your files, but it can also be an effective way to back up and restore your files when necessary.
#### Cloud Storage Providers
Neverinstall is compatible with a wide range of cloud storage providers. This integration allows you to easily access your files right within your Neverinstall Space.
Here are some of the popular cloud storage providers offering free plans that are compatible with Neverinstall:
* [Google Drive](https://drive.google.com/)
* [OneDrive](https://onedrive.live.com/about/en-en/)
* [Amazon Drive](https://www.amazon.com/b?node=15547130011)
* [Dropbox](https://www.dropbox.com/?landing=dbv2)
These providers offer various storage sizes for free, with options to purchase more storage as needed.
To use these services to transfer files, first save your desired files from your local device to your chosen cloud storage. Then, launch your Neverinstall Space, log in to your cloud storage account, and download your files directly to your Space.
In this way, you can enjoy a seamless experience when working with Neverinstall, and ensure your important files are always within reach.
{% hint style="info" %}
💡 **Tip:** Regularly saving your files to a cloud storage provider can serve as a safeguard, allowing you to restore your files quickly in case of any unexpected incidents.
{% endhint %}
### Coming Soon - Neverinstall File Sync
We are working on introducing new feature which is coming soon - File Sync, Upload, and Download capabilities. These are engineered to ease file transfer, providing a seamless transition between your local environment and your Neverinstall Space.
#### File Sync
Keeping your files consistent across your local environment and your Neverinstall Space is soon going to be effortless. With the upcoming File Sync feature, any modifications you make to a file in your Space will automatically synchronize with your local machine, and vice versa. This will empower you to effortlessly switch between environments, secure in the knowledge that your work is up-to-date on both ends.
#### File Upload and Download
Transferring files between your local machine and your Neverinstall Space will soon be a breeze, thanks to our upcoming Upload and Download features.
The new Upload feature will allow you to select a file from your local machine and have it available in your Space instantly. Similarly, the Download feature will make it possible to quickly save any file from your Space to your local machine.
These enhancements are being meticulously engineered to offer you maximum flexibility and productivity, letting you manage your files across different environments with remarkable ease.
# Installing New Applications
With Neverinstall, users have the ability to install any new applications they need. Thanks to the sudo access granted to each user, you can install applications directly from the web within the space provided, or from the terminal.
1. **Installing Applications from the Web**: You can visit the website of the software you want to install, download the Linux-compatible installation file, and then execute it within your Neverinstall environment.
2. **Installing Applications from the Terminal**: If you're comfortable with the command line, you can install applications using the terminal. For instance,you can use the apt package manager to install applications. Here's an example of how you would install a program like GIMP:
{% code overflow="wrap" %}
```bash
sudo apt update
sudo apt install gimp
```
{% endcode %}
{% embed url="" %}
After running these commands, the GIMP graphics editor will be installed on your virtual Linux environment.
Remember that any changes you make, including installing new applications, will be saved to your session. The next time you log into Neverinstall, you'll be able to access all your installed applications, just like on a regular PC.
### Adding a new app from the Dock
While working within a Space, users can add a new app to their instance without the need to pause or create a new Space. To add a new app, navigate to the right corner of the dock and click on the blue button with the plus sign titled “Add new app”. Once clicked the button with open a dialogue box with all the apps and extensions available on the platform.
From the dialogue box, the user can select any apps (along with the desired extensions) to add to the Space. All selected apps and extensions will be displayed in the selection bay. Once selected, the desired apps and extensions can be added to the current Space by clicking on the “Add apps” button below located below the selection bay.
# Saving Sessions
The Neverinstall platform provides a handy feature that allows users to save their work sessions. By clicking the "Save Session" button on the dock while using an application, users can preserve their data and progress. This feature is particularly useful for tasks that require continuity, as it allows users to pick up right where they left off, even if they have logged out or lost their internet connection in the meantime.
Here's how to save your work session:
1. **While Using an Application**: As you work within an application, navigate to the dock located usually at the bottom of your screen.
2. **Click on 'Save Session'**: You will find a button labeled "Save Session". Click on this button to save your current progress and data.
3. **Confirmation Message**: After clicking the "Save Session" button, a confirmation message will appear indicating that your session has been saved successfully.
4. **Resuming a Saved Session**: When you log back into Neverinstall, you can resume your saved session and continue working from where you left off.
{% embed url="" %}
Please note that the ability to save sessions is a feature available only to users who have subscribed to the Premium plans. If you are using the free version of Neverinstall, you will need to upgrade to one of these plans in order to use the Save Session feature.
# Session Duration
The space session duration refers to the maximum length of time for which a user can run a Space (a cloud-based Linux environment) in one continuous stretch. This duration is dependent on the type of subscription plan the user has chosen:
* **Free Plan**: Users on the Free Plan are allowed a maximum session duration of 1 hour. After this period, the session will end, but users can start a new session afterwards.
* **Premium Plan**: Users who subscribe to the Premium Plan can enjoy extended session durations of up to 6 hours. This longer duration is especially beneficial for users who need to run intensive tasks or longer projects without interruption.
Please remember to save your work regularly, particularly as you approach the end of your session duration, to avoid any loss of data. If you have saved your session, you will be able to resume your work from where you left off in the next session.
# Sharing & Collaboration
Neverinstall introduces a powerful feature that allows users to share their Space with others. This collaborative feature facilitates real-time interactions within the same Space, streamed to different devices in different locations. This opens up numerous possibilities, such as collaborative coding, co-browsing the internet, co-watching videos, and more.
#### 9.1. Giving and Taking Back Control While Sharing
During a shared Space session, the host has the ability to give and revoke control of the Space to and from the invited users. Here's how it works:
1. **Granting Control**: Once a user has joined your shared Space, their profile icon will appear on the dock next to the collaboration button. Click on their profile icon, which will open a dialogue box with three options – "Cancel", "Give", and "Remove". Click on the "Give" button to grant control of the Space to the invited user.
2. **Revoking Control**: After control is given to an invited user, a hand icon will appear next to their profile icon. To take back control of the Space, simply click on the hand icon.
#### 9.2. Removing Users from Collaboration
There are two ways to remove users from a collaborative session:
1. **Removing from the Dock**: Click on the collaboration icon on the dock where all collaborators are displayed with their profile icons. To remove a user, click on the red-colored cross button located on top of the profile icon.
2. **Removing through Dialogue Box**: Alternatively, you can click on the profile icon of a user from the dock and select the "Remove" option from the dialogue box.
Sharing Spaces enables effective collaboration, but it's important to manage control responsibly. Always ensure you trust the users with whom you share control, and remember to take back control or remove users when the collaboration is complete.
# Change apperance
### Changing the wallpaper
Users can download any custom wallpaper or create one, and change the wallpaper of the desktop within the Space.
First, click on the Desktop button on the top left corner of the screen and select Desktop Settings.
Within the settings windows, the background tab will be open by default. There, users can select the Folder where the custom wallpaper(s) is stored and all supported images will appear in the window.
Next, users can simply select the image they want as a wallpaper and the changes will reflect in real-time.
### Changing the colors of the terminal
Users can change the color of their terminal from within the platform after they launch a Space.
To change the colors of the terminal users first need to open the kitty terminal from the screen.
Next, users need to execute the following command within the terminal –
`cd ~/.config/kitty/`
Once the command is executed, users need to execute a second command –
`vim kitty.conf`
Once the two commands are executed in the said order, users will be able to see and change the attributes of the terminal. Users can simply move their cursor to the attribute they would like to change, and change the hex code for the color they would like to see in different sections such as foreground, background, cursor, and more.
Once the changes are complete, users need to press enter to return to the home screen of the terminal. To save changes, users need to run this command on the home screen –
`exit`
When users restart the terminal, the changes will reflect.
### Changing top panel properties
Users can change the Panel properties within the platform.
First, click on the Desktop button on the top left side of the screen and select System Settings from the drop-down menu to access the Panel settings.
In the Settings window, select the Panel option to see the different properties that you can change about the Panel.
Change the orientation, the number of rows, the length, and more from here. Users can see the changes reflect in real-time and can close the Settings window when required changes are complete.
### **Changing icons**
Users can change icons within their Space by downloading XFCE icon packs from the internet within the platform. Once a pack is downloaded, users will find it in the Downloads folder, where they need to unarchive it.
Once unarchived, users need to copy the icon pack folders and paste them into the .icons folder. Users can access the .icons folder by opening the Home folder on the desktop and clicking on their name in the sidebar.
Once the folders are pasted in the .icons folder, they can be applied to the Space.
To select an icon pack, users need to click on the Desktop button on the top left of the screen and select System Settings from the drop-down menu. From the Settings window, select the Appearance option to access desktop appearance settings.
In Appearance settings, users need to click on the Icons tab on the top bar and select their downloaded icon pack from the menu below. Icons within the Space will change in real-time as soon as a different icon pack is selected.
# Notifications
Neverinstall uses a notification system to keep users informed about various events and updates related to their Spaces and the platform in general. These events can range from the status of a launched Space, to server connections, to the introduction of new features on the platform.
You can access your notifications by clicking on the bell icon, located in the top right corner of the platform's screen.
#### Notification Badges
Notification badges are a specific type of notification that appear when you launch a Space. These badges serve to notify you about various background tasks and information related to your Space. Here are some examples of the information that a badge might convey:
* Connection status with the server
* Disruption in the server connection
* Current internet speed
* Resolution of the Space
* Permissions required and requested by the platform
* Privacy-related information
* Changes to the keyboard layout or other settings
This notification system, including the notification badges, helps ensure you stay informed about important updates and changes, allowing you to make the most of your Neverinstall experience.
# Server Locations
Neverinstall's global reach is facilitated by a network of servers located in various strategic locations around the world.
We initially launched with four server locations and, due to the high traffic we've been receiving, we've added more servers over time.
As of now, we have servers in the following nine locations:
1. 🇺🇸 **United States** - With servers in New York, Dallas, and North Virginia, we cover a broad swathe of the US, offering robust service to users across the country.
2. 🇮🇳 **India** - With servers in Bengaluru, Mumbai, Delhi, and Pune, we provide reliable and fast service to users in different parts of India.
3. 🇯🇵 **Japan** - Our Tokyo server provides service to our users in Japan, ensuring low latency and high performance.
4. 🇬🇧 **United Kingdom** - Our server in London caters to users in the UK and nearby regions.
5. 🇩🇪 **Germany** - Our Frankfurt server provides service to users in Germany and surrounding areas, ensuring optimal performance.
6. 🇫🇮 **Finland** - Our Finland server ensures our Nordic users enjoy low latency and high performance.
7. 🇨🇦 **Canada** - Our server in Montreal caters to our users in Canada, ensuring robust service across the country.
Our objective is to continue expanding our server locations to provide the best possible service to users worldwide. Stay tuned for more updates!
# Data Migration
* Migrating codebase: Migrating code can be done in the following ways -
* GitHub - If the user is logged in to Github, they can directly clone the project from the terminal of IDE’s
* Other code hosting repositories are fully supported, cloning the project is simple and effective
* Uploading code and folder to Google Drive or hosting sites and then downloading through the terminal is supported currently.
* Upcoming features of file upload/download will enable users to directly upload and download files from Neverinstall
* Migrating dev environment: Docker file migrations can be done if the user has a docker file that can be pulled from the terminal of Neverinstall. The remaining things are the same as the local machine setup
* Migrating IDEs' configurations: The majority of IDEs have SSO options that automatically sync the configurations once logged in successfully.
* Almost all IDE support features of exporting configuration files, users can import them directly to other environments IDE
* Migrating custom OS configurations: OS shortcuts are part of IDES' configurations migration
* Migrating custom Keyboard configurations: Keyboard shortcuts are part of IDEs' configurations migration
# Incidents
# Service Outage - 24th May 2023
**Incident Report**
| Incident ID | Date | Time | Duration | Component Affected | Status |
| ----------- | ---------- | --------- | -------- | ------------------ | -------- |
| NI-2325 | 2023-05-24 | 14:07 UTC | 12 hours | GraphQL Service | Resolved |
**Incident Details:**
1. **Incident Description:** On 2023-05-24, an unexpected outage occurred in the GraphQL service, which led to a complete shutdown of the Neverinstall website. While the initial analysis pointed towards an issue with the GraphQL service, the root cause could be linked to other factors in the system. Further in-depth analysis will be conducted to identify the precise cause, and the findings will be shared in a subsequent post-mortem report.
2. **Service Impact:** The incident caused a full service disruption. All website functions that rely on the GraphQL service were impacted.
3. **Resolution Status:** As of 2023-05-25 02:07 UTC, the engineering team has **successfully resolved the issue** and restored the service. The Neverinstall website is back online, and all functionalities are now operational.
4. **Next Steps:** A comprehensive post-incident analysis will be conducted to understand the root cause of this failure, the steps taken to rectify it, and preventive measures to avoid similar incidents in the future. The post-mortem report will be shared with relevant stakeholders upon completion.
5. **Contact:** For any further concerns or questions regarding this incident, please contact the incident manager at ****
**Updates:**
| Date | Time | Update |
| ---------- | --------- | ------------------------------------------------------------------------------------------------------------------------------------ |
| 2023-05-24 | 14:30 UTC | Engineering team initiated investigation of the incident. Initial findings suggested a configuration issue with the GraphQL service. |
| 2023-05-25 | 02:07 UTC | Incident resolved. The GraphQL service and the website functionality have been fully restored. |
We deeply appreciate your patience during this downtime and apologize for any inconvenience caused. We are committed to providing transparent and timely communication, and ensuring high levels of service reliability.
# Introducing CloudLink
CloudLink offers users the power to connect their personal cloud resources with Neverinstall's functionality, essentially enabling them to host Neverinstall within their own cloud environment.
#### **Advantages of Using CloudLink:**
Here are some key benefits that CloudLink provides to users:
* **Resource Management:** Users have full control over their cloud resources, allowing for optimized allocation and usage.
* **Data Localization:** Users have direct control over where their data is stored, helping ensure compliance with data privacy regulations and corporate policies.
* **Access Control:** Users can set their own policies regarding who can access their stored information and when.
* **GPU Support:** CloudLink provides support for GPU acceleration over the cloud, offering enhanced performance for graphics-intensive applications.
* **Always-On Servers:** With CloudLink, servers can stay active round-the-clock, ensuring availability whenever needed.
* **Optimized Latency:** CloudLink strives to provide the lowest latency possible, leading to better performance and user experience.
* **Customizable Auto-Pause and Max Session Duration:** Users can self-configure settings like auto-pause and max session duration to optimize their cloud usage.
### Cloud Providers supported by Neverinstall-
* Vultr
* Azure
* Amazon web services
* Google cloud provider (coming soon)
* Oracle (coming soon)
* Digital Ocean (coming soon)
* Scaleway (coming soon)
# Creating a CloudLink space
### Creating an Instance Using Your Preferred Cloud Service Provider
Follow the steps below to set up a new instance using Neverinstall:
**Step 1: Access Your Neverinstall Account**
To start, visit the Neverinstall website and sign in to your account.
Neverinstall log-in screen
**Step 2: Select a Cloud Service Provider**
Navigate to the 'Spaces' page within your Neverinstall account. Here, you will see an option to select your cloud service provider, to the top right corner. Please note, as of our latest update, Neverinstall supports the creation of instances on three platforms: Vultr, Azure, and AWS. We are continually working to expand our offerings, and additional cloud service providers will be available soon.
Supported cloud providers
**Step 3: Input Instance Details**
Upon selecting your cloud service provider, a pop-up form will appear.
This form requires specific details necessary for instance creation.
Please note that the information required varies depending on the selected cloud service provider. Fill in the necessary information accurately and proceed.
In the case of any difficulties or discrepancies while creating an instance, do not hesitate to reach out to our support team for assistance.
# Azure
Finding the required cloud credentials for Azure
### **For Azure as Your Cloud Service Provider**
If you've selected Azure as your cloud service provider, you'll require the following credentials: Azure Subscription ID, Azure Tenant ID, Azure Client ID, and Azure Client Secret.
To obtain these credentials, follow the steps below:
**Step 1: Create an Azure Account**
If you don't already have an Azure account, create one by following the instructions provided on the Azure website.
**Step 2: Install Azure CLI**
If you already have an Azure account, proceed to install Azure CLI on your local system. You can look into [steps to install azure CLI](https://learn.microsoft.com/en-us/cli/azure/install-azure-cli) for further information.
**Step 3: Authenticate Azure CLI**
Run Azure CLI in your terminal and authenticate the CLI by using the command
```
az login
```
**Step 4: Copy Azure Subscription ID**
Navigate to your Azure dashboard and copy the subscription ID.
A user can navigate to the subscriptions tab as highlighted and access their subscription ID.
Azure dashboard.
**Step 5: Set Subscription ID**
Run the following command in your terminal, replacing `"SUBSCRIPTION_ID"` with your actual subscription ID:
```
az account set --subscription="SUBSCRIPTION_ID"
```
**Step 6: Create New Service Principal**
Create a new service principal with 'Contributor' role using the following command, again replacing `"SUBSCRIPTION_ID"` with your actual subscription ID:
```
az ad sp create-for-rbac --role="Contributor" \
--scopes="/subscriptions/SUBSCRIPTION_ID"
```
**Step 7: Collect Your Credentials**
The command executed in step 6 will return several values including `appId`, `displayName`, `password`, and `tenant`.
In this context, `appId` is your Azure "Client ID", `tenant` is your Azure "Tenant ID", and `password` is your Azure "Client Secret".
Please be sure to save these values safely as they will be needed to create an instance in Neverinstall.
# AWS
Finding the required cloud credentials for AWS (Amazon web services)
### **For AWS as Your Cloud Service Provider**
If you've selected AWS as your cloud service provider, you'll require the following credentials: AWS API Key ID and AWS API Key Secret.
To obtain these credentials, follow the steps below:
**Step 1: Navigate to Security Credentials**
* Log in to your AWS Management Console.
* Click on the profile dropdown in the upper-right corner.
* Select “Security Credentials” from the dropdown menu.
**Step 2: Create Access Keys**
* On the Security Credentials page, find the “Access Keys” section.
* Click on the “Create New Access Key” button.
**Step 3: Acknowledge Best Practices Warning**
* You will see a warning indicating that creating root access keys is not a best practice. While it's recommended to follow best practices, if you still need to create one, check the box next to “I understand that creating a root access key is not a best practice and I still want to create one”.
* Click on the “Create New Access Key” button.
**Step 5: Copy and Safeguard Your Access Keys**
* Copy both the Access Key ID and the Secret Access Key.
* **Important Note**: The Secret Access Key will only be displayed once. If you leave the page without copying the Secret Access Key, you will need to generate a new one. Make sure to store it securely.
These credentials will be needed to create an instance on Neverinstall through AWS. Please handle them with caution, as they can provide access to your AWS resources.
# GCP
Finding the required cloud credentials for GCP (Google's Cloud Platform)
#### **For GCP as Your Cloud Service Provider**
If you've selected GCP as your cloud service provider, you'll require the following credentials: **JSON private key** for your GCP service account
To obtain these credentials, follow the steps below:
**Step 1: Navigate to Service Accounts page in IAM & Admin section**
* Log in to your GCP Cloud Console.
* Click on the left menu dropdown in the upper-left corner.
* Select “IAM & Admin” from the dropdown menu.
* Click on the "Service Accounts" from the sub menu of the dropdown.
* You should be navigated to your service accounts page.
**Step 2: Check permissions for your service account**
* First make sure that your service account has the right permissions to create VMs
* Click on the service account and check the "Permissions" tab.
* The service account should have "Editor" role as shown in the below image.
**Step 3: Create new key for your service account**
* Go back to the service accounts page and select your service account
* Click on "Actions" button to see the dropdown menu.
* Click on "Manage Keys" and you should be navigated to keys page.
* Click on "Add Key" button to add a new private key
**Step 4: Create a JSON private key**
* Select "Create new key" option from the dropdown menu
* A modal with the recommended option to create a JSON should be displayed
* Click on "CREATE" button
* The key should be generated and automatically downloaded to your "Downloads" folder
**Step 5: Copy & paste the entire JSON to Neverinstall's GCP Cloudlink**
* Open the JSON file and copy the entire json object including the {} braces.
* Go to Neverinstall's dashboard and click on GCP
* Enter the copied JSON in the text box and click on "Connect"
* Refresh the page after few seconds
* Your GCP account should now be successfully linked to Neverinstall.
# How we store your cloud credentials
At Neverinstall, we prioritize the security of our client's data. To ensure the safe storage of all client API and access keys, we utilize 'Supabase Vault'.
### About Supabase Vault
Supabase Vault is a secure storage solution designed to store secrets without exposing any sensitive information. It is an ideal storage location for API keys, access tokens, and other secrets from external services that need to be accessed within your database.
### Key Management
We simplify the process of key management by pre-generating a unique, per-database key that is used by default. This key, known as the "root" key, is stored outside of the SQL language and can only be accessed internally in the Postgres server by the libsodium library.
The root key is managed by the pgsodium Postgres extension when the server boots, using Server Key Management.
### About pgsodium
pgsodium is a tool that provides an Encryption and Key Derivation API based on the libsodium library. It can source its root key from various places, depending on how it is configured.
Supabase generates and preserves your project's root key behind the scenes, eliminating the need for you to manage it. If you install pgsodium locally, the default configuration generates a random root key from the `/dev/urandom` device. This key is then saved in a file in your Postgres data directory.
# Privacy Policy
Your privacy is important to Neverinstall. (“Neverinstall”). This Policy explains how your personal information is collected, used, and disclosed by Neverinstall.
This Privacy Policy (“Privacy Policy“) explains how information is collected, used, and disclosed by Neverinstall Inc., a Delaware corporation (“Neverinstall“, “we”, or “us”), and applies to information we collect when you use or access our online or mobile websites (), products, services or applications (collectively, the “Neverinstall Services“), or when you otherwise interact with us. We respect the privacy rights of users and recognize the importance of protecting the information collected about you.
### What we collect
We collect information from you in various ways when you use our website or correspond with us via communication services, such as email and social media. We may collect personal information that you directly enter on our website or send to us via communication services. Information we may collect includes name and email address. In addition, when you visit our website some information may be automatically collected. For example, it is standard for your web browser to automatically send information to every website you visit including ours. That information includes your computer’s Internet Protocol (IP) address, access times, browser type and language, and referring website addresses. \
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We may also collect information about your computer’s operating system and information about your usage and activity on our website. We use this information, which does not identify individual users, to administer the site, to track users’ movements around the site or hosted service, to improve our products and services, and for internal recordkeeping as a whole. To learn more about how we automatically collect personal information, see the section entitled Tracking Technologies.
### How we use personal information we collect
The personal information we collect allows us to provide you with our products and services, to operate and improve our website, and for other purposes described in this Policy or disclosed to you on our website or in connection with our products and services. For example, we may use the information we collect from you on our website:
* to register you for an account with us to use the Hosted Service (Neverinstall Control) or Neverinstall Client Application;
* to allow you to apply to become a partner or customer;
* to facilitate the provision of software updates and improve your experience on our Site;
* to respond to comments and questions and provide customer service; and
* to deliver service messages and other services and content you request and to send information related to accounts and services, including confirmations, invoices, technical notices, updates, security alerts, and support and administrative messages.\
\
Neverinstall may store and process personal information in the United States and other countries.
### Third-Party Services
We may use your Information to send you promotional information about third parties which, we think you may find interesting if you tell us that you wish this to happen. We shall not be responsible for any disclosure of Information due to unauthorized third-party access or other acts of third parties or acts or omissions beyond our reasonable control and you agree that you will not hold us responsible for any breach of security unless such breach has been caused as a direct result of our negligence or wilful default.
We currently use the following services to provide you better service -
* Intercom - Customer support service
* Mailmodo - Email service
* Microsoft Azure - Cloud service
* Google Firebase - Authentication service.
Once you leave the Platform, we are not liable for any use/ storage/ processing/ collection of your information obtained by any third-party websites or payment facilitators or provided by you to these third-parties or payment facilitators. Such entities and their respective websites/platforms may be governed by their own “Privacy Policy” and “Terms of Service”, which are beyond our control.
### Sharing of personal information
We use third parties such as email service providers to send out emails on our behalf. When you sign up for our products or services, we will share the personal information you provide only as necessary for the third party to provide that service. These third parties are obligated to protect your information. We do not sell your personal information to third parties. If this practice should change in the future we will update this policy and provide individuals with opt-out or opt-in choices as appropriate before sharing their data.
We do not share your personal information with third parties other than as described in this privacy policy above and as follows:
* with third-party vendors, consultants, and other service providers (“Service Providers”) who are working on our behalf and need access to your information to carry out their work for us;
* to (a) comply with laws or respond to lawful requests from public authorities including to meet national security and law enforcement requirements, and legal processes, and (b) to protect the rights and property of Neverinstall, our agents, and others including to enforce our agreements, policies, and terms of use, or (c) in the good faith belief that disclosure is needed to respond to an emergency or protect the personal safety of any person;
* in connection with any merger, sale of company assets, financing, or acquisition of all or a portion of our business to another company. In any such event, we will provide notice via email and a prominent notice on our website if your data is transferred and becomes subject to a different privacy policy; and
* to any other third party with your prior consent to do so.
### **EU-U.S. privacy shield & Swiss-U.S. privacy shield**
Neverinstall complies with the EU-U.S. Privacy Shield Framework and the Swiss-U.S. Privacy Shield Framework as set forth by the U.S. Department of Commerce regarding the collection, use, and retention of personal information transferred from the European Union, United Kingdom, and Switzerland to the United States.
Neverinstall has certified that it adheres to the Privacy Shield Principles concerning such data. If there is any conflict between the policies in this privacy policy and data subject rights under the Privacy Shield Principles, the Privacy Shield Principles shall govern. To learn more about the Privacy Shield program, and to view our certification page, please visit
Our participation in the Privacy Shield applies to all personal data that is subject to this Privacy Policy and which is received from the EU and the European Union, European Economic Area, United Kingdom, and Switzerland. We will comply with the Privacy Shield Principles in respect of such personal data.
In certain situations, we may be required to disclose personal data in response to lawful requests by public authorities, including to meet national security or law enforcement requirements.
Our accountability for personal data that we receive under the EU-U.S. and Swiss-U.S. Privacy Shield Frameworks and subsequently transfer to a third party is described in the Privacy Shield Principles. In particular, we remain responsible and liable under the Privacy Shield Principles if third-party agents that we engage to process the personal data on our behalf do so in a manner inconsistent with the Principles unless we prove that we are not responsible for the event giving rise to the damage. According to the Privacy Shield, Neverinstall remains liable for the transfer of personal data to third parties acting as our agents unless we can prove we were not a party to the events giving rise to the damages.
We acknowledge that according to the EU-U.S. and Swiss-US Privacy Shield Frameworks EU, UK, and Swiss individuals have the right to access their data that is transferred into the United States. Data subjects can also update, amend or change inaccurate information and request deletion of data that is found to have been processed in violation of the Privacy Shield Principles. Individuals wishing to exercise this right may do so by emailing us at .
We will provide an individual opt-out choice, or opt-in for sensitive data, before we share your data with third parties other than our agents, or before we use it for a purpose other than which it was originally collected or subsequently authorized. To request to limit the use and disclosure of your personal information, please submit a written request to .
In compliance with the Privacy Shield Principles, Neverinstall commits to resolve complaints about your privacy and our collection or use of your personal information transferred to the United States according to Privacy Shield. European Union, United Kingdom, and Swiss individuals with Privacy Shield inquiries or complaints should first contact Neverinstall by email at .
We have further committed to refer unresolved privacy complaints under the EU-U.S. Privacy Shield Principles or the Swiss-U.S. Privacy Shield Principles to BBB EU PRIVACY SHIELD, a non-profit alternative dispute resolution provider located in the United States. If you do not receive timely acknowledgment of your complaint, or if your complaint is not satisfactorily addressed, please visit for more information and to file a complaint.
Neverinstall is subject to the investigatory and enforcement powers of the U.S. Federal Trade Commission (FTC).
### California Consumer Privacy Act
Effective on January 1, 2020, the California Consumer Privacy Act (CCPA) allows California residents to obtain certain information collected by the business with whom they have an established business relationship. If you are a California resident, you may exercise certain rights to access, restrict, or delete your personal information by submitting a request to .
### Tracking technologies
Tracking technologies such as cookies, beacons, tags, and scripts are used by Neverinstall, our website analytics, and service partners such as Google Analytics, HubSpot, or Salesforce. These technologies are used in analyzing trends, administering the site, tracking users’ movements around the site, and gathering demographic information about our user base as a whole. We may receive reports based on the use of these technologies by these companies on an individual as well as aggregated basis.
We use cookies to save users’ settings, improve navigation, and provide more relevant information on our website. Users can control the use of cookies at the individual browser level. If you reject cookies, you may still use our site, but your ability to use some features or areas of our site may be limited.\
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We gather certain information automatically and store it in log files. This information may include Internet Protocol (IP) addresses, browser type, Internet Service Provider (ISP), referring/exit pages, operating system, date/time stamp, and/or clickstream data. We may combine these log files with other information we collect about you. We do this to improve the services we offer you, to improve marketing, analytics, or site functionality.
We use Local Storage (LS) such as HTML5 to store content information and provide certain website features. Various browsers may offer management tools for removing HTML5 LS.
We partner with a third party to manage our advertising on other sites. Our third-party partner may use technologies such as cookies to gather information about your activities on this site and other sites to provide you with advertising based on your browsing activities and interests. If you wish to not have this information used to serve you interest-based ads, you may opt out by clicking [here](http://preferences-mgr.truste.com/). Please note this does not opt you out of being served ads. You will continue to receive generic ads.
### Security of your personal information
The security of your personal information is important to us and we are committed to ensuring that your information is secure. To prevent unauthorized access or disclosure, we have put in place reasonable suitable administrative, technical, and physical measures and procedures to safeguard and secure your personal information against loss, theft, and misuse, as well as against unauthorized access, disclosure, alteration, and destruction. Please be aware, however, that despite our efforts, no security measures are impenetrable. If you have any questions about security on our website, you can contact us at .
### Updating & accessing your personal information
If your information changes, we invite you to correct or update your information as soon as possible. You can request changes or access to your information by emailing . If you wish to cancel your account, request that we no longer use your information to provide you services, or delete your information, contact us at . We will respond to your request to have your personal information deleted within thirty (30) days.
### Data retention
We will retain your information for as long as your account is active or as needed to provide you with services. If you wish to delete your account or request that we no longer use your information to provide you services contact us at . We will retain only the information which is necessary to comply with our legal obligations, resolve disputes, and enforce our agreements.
### Opt-out
If you wish to subscribe to our newsletter(s), we will use your name and email address to send the newsletter to you. Out of respect for your privacy, you may choose to stop receiving our newsletter or marketing emails by following the unsubscribe instructions included in these emails or you can contact us at[ ](mailto:team@neverinstall.com)[.](mailto:team@neverinstall.com)
### Link to other websites
Our website may contain links to other websites, products, and services of interest. If our website includes links to other websites or sites whose privacy practices may differ from those of Neverinstall, you should note that we do not have any control over that other website. Therefore, if you submit personal information to any of those sites, your information is governed by their privacy statements and we cannot be responsible for the protection and privacy of any information which you provide while visiting such sites and such sites are not governed by this privacy statement. We encourage you to carefully read the privacy statement of any site you visit.
### Social media widgets
Our Site includes Social Media Features, such as the Share this button or interactive mini-programs that run on our site. These Features may collect your IP address, and which page you are visiting on our Site, and may set a cookie to enable the Feature to function properly. Social Media Features and Widgets are either hosted by a third party or hosted directly on our Site. Your interactions with these Features are governed by the privacy policy of the company providing them.
### Public forums
Our website offers publicly accessible blogs or community forums. You should be aware that any information you provide in these areas may be read, collected, and used by others who access them. To request the removal of your personal information from our blog or community forum, contact us at . In some cases, we may not be able to remove your personal information, in which case we will let you know if we are unable to do so and why.
### Testimonial
We display personal testimonials of satisfied customers on our website in addition to other endorsements. With your consent, we may post your testimonial along with your name. If you wish to update or delete your testimonial, you can contact us at .
### Changes to the policy
We may change this Policy from time to time by updating this page. If we make any material changes we will notify you by email (sent to the e-mail address specified in your account) or using a notice on our website before the change becomes effective. We encourage you to periodically review this page for the latest information on our privacy practices.
### Questions about this policy
If you have any questions about this Policy, please contact us at .
# Security
Neverinstall has an industry-leading security program focused on Security, Confidentiality, Integrity, and Availability by design.
Privacy and security are integrated into the foundation of Neverinstall’s architecture from the very beginning. Neverinstall has an industry-leading security program focused on Security, Confidentiality, Integrity, and Availability by design.
* Securing Neverinstall infrastructure
* Securing Neverinstall user information and data
* Storage of data
* Transmission of data
* Access to data
* Sharing or observation of data
* Securing Software developed by Neverinstall
Our security program also has an obligation to enforce and uphold our commitments to our customers’ data. We undergo quaterly compliance audits, which serve as an independent attestation of the efficiency and effectiveness of our data protection controls and security program objectives. Neverinstall also undergoes regular external assessments of our products and infrastructure, in addition to our own.
Neverinstall applications are secure-by-default. The security measures implemented for Neverinstall installations are:
* On Neverinstall Cloud, all connections are TLS encrypted. For self-hosted instances, we offer the capability to set up SSL certificates via LetsEncrypt during the installation process.
* All sensitive credentials, such as database credentials, are encrypted with AES-256 encryption. Each self-hosted Neverinstall instance configures unique salt and password values ensuring data-at-rest security.
* Neverinstall Cloud will only connect to your databases/API endpoints through whitelisted IPs ensuring that you only expose database access to specific IPs when using our cloud offering.
**We are soon coming up with a self-hosting feature where you can run Neverinstall on your own cloud servers. This will also help to reduce concerns around security.**
### **Organizational security**
Neverinstall’s Security Team is responsible for the implementation and management of our security program. Neverinstall’s Security Team focuses on the following areas:
* Product security
* Security engineering
* Data governance
* Compliance
* Security operations
### **Data security controls**
The focus of Neverinstall’s data security controls is to prevent unauthorized access or observations of protected customer data. Our team of security practitioners in partnership with teams across the organization work together to identify and mitigate risks, develop solutions, and implement best practices.\
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Neverinstall does not store any data returned from your API endpoints or DB queries. Neverinstall only acts as a proxy layer. When you query your database/API endpoint, the Neverinstall server only appends sensitive credentials before forwarding the request to your backend. The Neverinstall server doesn't expose sensitive credentials to the browser because that can lead to security breaches. Such a routing ensures the security of your systems and data.
### **Penetration testing**
In addition to compliance audits and security scanning, Neverinstall engages independent entities to conduct application, infrastructure, and network-level penetration tests (at minimum) twice per year. The results of these tests are shared with the appropriate members of management and then triaged, prioritized, and remediated on time.
Customers can receive a recent penetration test summary (under MNDA) by request from their Success team representative.
### **Securing the Software Development lifecycle (SDLC)**
Starting with Product and Service Development, Neverinstall has implemented a secure software development lifecycle that begins by scanning and remediating security issues found during development and design phases before code is ever merged into a project.
Web and network security development is designed around guidelines such as the OWASP Top 10, Common Vulnerabilities and Exposures, and CIS benchmarks, and observed through the lens of the MITRE ATT\&CK and kill chain frameworks.
### **Encryption: data in transit**
As a cloud-based service, Neverinstall transmits data over public networks using strong encryption and security protocols. This includes data transmitted between Neverinstall agents and our public endpoints. Neverinstall has no access to the data entered within applications used within the software.
Across our broad array of authentication protocols, including LDAP, RADIUS, SAML, and our agent-based binding for computers and servers, we support the use of TLS 1.2+ protocols coupled with industry best practice ciphers and key sizes. The transmission of sensitive information over the Internet or other public communications paths is prohibited unless encrypted.
### **Encryption: data at rest**
Neverinstall uses industry best practice algorithms, ciphers, and key lengths to protect confidential data and personal identifiable information (PII) at rest. Encrypted backup data is automatically and asynchronously replicated in a separate data center region to ensure availability in the event of a disaster and resiliently supported across multiple availability zones. This automated backup system is configured to encrypt backup data as a component of the backup process. Access to encryption keys is restricted to user accounts accessible by authorized personnel and audited regularly.
### **Network and server security**
Neverinstall segment systems into separate networks to protect sensitive data. Strict firewall rules and communication protocols protect connections made with our networks.
Systems used for development or testing purposes are hosted separately from production systems. All servers in our production environment are hardened and validated against industry-standard CIS benchmarks regularly.
Access to Neverinstall’s systems is based on the least privilege principle. Neverinstall only explicitly allows internet-facing services for the service role they perform, with the edge being the only internet-facing accessibility point. We log, monitor, and audit all access attempts and connections.
### Endpoints
All Company assets assigned to Neverinstall personnel are hardened, configured, and managed by Neverinstall based on our internal security policy and acceptable use standards. This includes disk encryption, password complexity, and endpoint compliance policy (such as predefined lock screen durations).
Assets are monitored by endpoint software to monitor, prevent and detect potentially concerning behavior, malware, or other indicators of compromise.
### **Access control**
To reduce the risk of data exposure, Neverinstall follows the principles of least privilege and uses role-based permissions for provisioning access. Associates are only permitted to access systems and data that they must have to meet their current job responsibilities, and such access is provisioned following an approved Access Control Matrix. All provisioned access is, at minimum, reviewed quarterly, and more frequently whenever any change in access occurs.
Neverinstall requires personnel to use a controlled password manager. Password managers generate, store, and enter unique and complex passwords to avoid potential password-related risks.
To further reduce the risk of unauthorized access to systems or data, Neverinstall enforces multi-factor authentication for access to internal systems. Additionally, VPN provisioned permissions are required for accessing our production environments, from managed Neverinstall endpoints following Zero Trust concepts.
### **System logging and monitoring**
Neverinstall monitors all identities, networks, applications, servers, and workstations to maintain a comprehensive view of the security footprint of our corporate and production infrastructure.
Admin access, use of privileged commands, privilege escalation, connections, and system calls are logged and monitored for indicators of compromise. Logs are prioritized, aggregated, and analyzed to detect potential issues and alert responsible Security personnel.
### **Disaster recovery**
Neverinstall uses many layers of defense, monitoring, and automation to ensure that its infrastructure is resilient and available. Neverinstall’s infrastructure leverages multi-tenant services meshed across availability zones and geographic regions to make Neverinstall infrastructure resilient to data center failures, extreme geographic conditions, and other disaster factors. This architecture is focused on preventing a failure at the cloud service provider level or within any one region or zone down to the service model for each Neverinstall service.\
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Neverinstall leverages configuration automation tools to provision and manages its infrastructure. In the case of a disaster at our cloud service provider, Neverinstall can immediately provide a new infrastructure stack via our configuration automation tool in a non-impacted cloud provider or zone. If necessary, data would be restored from the encrypted backup data.
A number of our services have inherent resiliency built into their architecture. Our agent-based, native authentication platform for Windows®, Linux®, and Mac® OS X would not be impacted by a widespread outage of the Neverinstall platform. Users would continue to access their devices as they normally would with their current credentials.
Authentication service availability is even more dispersed. Neverinstall has deployed infrastructure across a global network capable of operating autonomously from the Neverinstall central infrastructure. If for any reason the central Neverinstall infrastructure were to experience an outage, these systems would continue to operate autonomously. Our customers’ systems and applications can continue authenticating against these global services as normal.
### **Privacy**
[Neverinstall’s Privacy Policy](https://neverinstall.gitbook.io/privacy-policy/) has been put into practice acceptable use, verified consent, and transparency of collection (and processing) as a data processor and, in cases, as a data controller. In addition, associated controls are designed to uphold our obligations and commitments about how we collect, process, use and share protected data, as well as our processes to support data retention and disclosure in compliance with legitimate business purposes.
We use a variety of security measures, from the first touch on our website through customer conversion and customer departure to maintain confidentiality, availability, and the integrity of personal information. Personal information is contained behind secure networks and is only accessible to a limited number of vetted persons who have access rights commensurate with their role, and are trained to protect confidential information in place.
To request additional information, including Neverinstall’s formal Privacy Policy, please visit Neverinstall’s Privacy Policy. We have a formal process for data subjects to request data deletion outside their company requirements.
### **Compliance and data deletion**
Neverinstall adheres to obligations under laws such as GDPR related to the processing and sharing of customer data. We operate by the primary principle to only collect, process, and store customer data according to the obligations by which it is classified. This includes our obligations to:
* Protect this data.
* Provide users with the right to access or delete it at any time.
* Provide users the opt-in option for tracking cookies on our website to verify consent to be tracked
* Provide controls to make sure that any vendors agree to the use of customer data only for the provision of services.
* Share and notify customers of our sub-processors and update based on changes through our website.
### Conclusion
Neverinstall is built upon a strong foundation for security that helps protect our customers from emerging data protection and identity risks, as well as ongoing threats to privacy and security. Our approach to security puts us in a position to meet both internal and external security requirements while keeping our product and services agile. If you have questions or concerns at any time, please contact our Customer Success Manager for more details.
# Terms of Service
The Neverinstall Terms of Service (“TOS”) set forth below apply to users (“Customer”, “You” or “Your”) of Services provided by Neverinstall, Inc., a Delaware corporation (“Neverinstall”).
This TOS is a binding contract between You and Neverinstall and covers important information about Neverinstall services. Unless otherwise stated, this TOS applies to all Neverinstall-offered services, including any free or paid pilot or evaluation, (collectively, the “Service” or “Services”). \
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You accept and agree to comply with, and be bound by this TOS when you
* sign a Neverinstall Service Order;
* click-through or otherwise acknowledge this TOS electronically;
* pilot, try, order, activate, accept, use or pay for Neverinstall’s Service or Equipment through any means; or
* download or start any program that says you are accepting this TOS when doing so, whichever occurs first.
If You do not agree to these terms, you may not download, install or use the Services in any way. This TOS incorporates and includes any or all terms and conditions, addenda, and/or policies posted on Neverinstall’s “Legal Policy Center” ([www.Neverinstall.com](http://www.Neverinstall.com)), along with any Service Order, Statement of Work, or Documentation (collectively, the “Other Documents”). To the extent that this TOS conflicts with the provisions of any Other Documents, then this TOS shall control unless Neverinstall has expressly stated or agreed otherwise in writing. \
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Neverinstall reserves the right to update this TOS and posted policies from time to time without notice to You. The latest version of this TOS resides at
### Definitions
“Access Credentials” means any user name, identification number, password, license or security key, security token, PIN, or other security code, method, technology, or device used, alone or in combination, to verify an individual’s identity and authorization to access and use the Services.
“Action” means any claim, action, cause of action, demand, lawsuit, arbitration, inquiry, audit, notice of violation, proceeding, litigation, citation, summons, subpoena, or investigation of any nature, civil, criminal, administrative, regulatory, or other, whether at law, in equity, or otherwise. \
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“Affiliate” of a Person means any other Person that directly or indirectly, through one or more intermediaries, controls, is controlled by, or is under common control with, such Person. \
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“Authorized User” means Customer’s employees, consultants, contractors, and agents (a) who are authorized by Customer to access and use the Services under the rights granted to Customer pursuant to this TOS; and (b) for whom access to the Services has been purchased hereunder. \
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“Customer Data” means information, data, and other content, in any form or medium, that is collected, downloaded, or otherwise received, directly or indirectly from Customer or an Authorized User by or through the Services or that incorporates or is derived from the Processing of such information, data, or content by or through the Services. For the avoidance of doubt, Customer Data does not include Resultant Data or any other information reflecting the access or use of the Services by or on behalf of Customer or any Authorized User. \
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“Customer Systems” means the Customer’s information technology infrastructure, including computers, software, hardware, databases, electronic systems (including database management systems), and networks, whether operated directly by Customer or through the use of third-party services. \
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“Documentation” means any manuals, instructions, or other documents or materials that Neverinstall provides or makes available to Customer in any form or medium and which describe the functionality, components, features, or requirements of the Services or Neverinstall Materials, including any aspect of the installation, configuration, integration, operation, use, support, or maintenance thereof. \
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“Harmful Code” means any software, hardware, or other technology, device, or means, including any virus, worm, malware, or other malicious computer code, the purpose or effect of which is to
* permit unauthorized access to, or to destroy, disrupt, disable, distort, or otherwise harm or impede in any manner any
* computer, software, firmware, hardware, system, or network; or
* any application or function of any of the foregoing or the security, integrity, confidentiality, or use of any data Processed thereby; or
* prevent Customer or any Authorized User from accessing or using the Services or Neverinstall Systems as intended by this TOS. Harmful Code does not include any Neverinstall Disabling Device.
“Intellectual Property Rights” means any and all registered and unregistered rights granted, applied for, or otherwise now or hereafter in existence under or related to any patent, copyright, trademark, trade secret, database protection, or other intellectual property rights laws, and all similar or equivalent rights or forms of protection, in any part of the world.
“Neverinstall Disabling Device” means any software, hardware, or other technology, device, or means (including any back door, time bomb, time out, drop dead device, a software routine, or other disabling devices) used by Neverinstall or its designee to disable Customer’s or any Authorized User’s access to or use of the Services automatically with the passage of time or under the positive control of Neverinstall or its designee.
“Neverinstall Materials” means the Services, Specifications, Documentation, and Neverinstall Systems and any and all other information, data, documents, materials, works, and other content, devices, methods, processes, hardware, software, and other technologies and inventions, including any deliverables, technical or functional descriptions, requirements, plans, or reports, that are provided or used by Neverinstall or any Subcontractor in connection with the Services or otherwise comprise or relate to the Services or Neverinstall Systems. For the avoidance of doubt, Neverinstall Materials include Resultant Data and any information, data, or other content derived from Neverinstall’s monitoring of Customer’s access to or use of the Services, but do not include Customer Data.
“Neverinstall Personnel” means all individuals involved in the performance of Services as employees, agents, or independent contractors of Neverinstall or any Subcontractor.
“Neverinstall Systems” means the information technology infrastructure used by or on behalf of Neverinstall in performing the Services, including all computers, software, hardware, databases, electronic systems (including database management systems), and networks, whether operated directly by Neverinstall or through the use of Third-Party Materials.
“Law” means any statute, law, ordinance, regulation, rule, code, order, constitution, treaty, common law, judgment, decree, or other requirements of any federal, state, local, or foreign government or political subdivision thereof, or any arbitrator, court, or tribunal of competent jurisdiction.
“Losses” means any and all losses, damages, deficiencies, claims, actions, judgments, settlements, interest, awards, penalties, fines, costs, or expenses of whatever kind, including reasonable attorneys’ fees and the costs of enforcing any right to indemnification hereunder and the cost of pursuing any insurance providers.
“Permitted Use” means any use of the Services by an Authorized User for the benefit of Customer in the ordinary course of its internal business operations as permitted by this TOS.
“Person” means an individual, corporation, partnership, joint venture, limited liability entity, governmental authority, unincorporated organization, trust, association, or other entity.
“Personal Information” means any information that does or can identify a specific individual or by or from which a specific individual may be identified, contacted, or located. Personal Information includes all ”nonpublic personal information” as defined under the Gramm-Leach-Bliley Act, ”protected health information” as defined under the Health and Insurance Portability and Accountability Act of 1996, ”Personal Data” as defined in the European General Data Protection Regulation (GDPR) (Regulation (EU) 2016/6790, and all rules and regulations issued under any of the foregoing.
“Process” means to take any action or perform any operation or set of operations that the SaaS Services are capable of taking or performing on any data, information, or other content, including to collect, receive, input, upload, download, record, reproduce, store, organize, compile, combine, log, catalog, cross-reference, manage, maintain, copy, adapt, alter, translate, or make other derivative works or improvements, process, retrieve, output, consult, use, perform, display, disseminate, transmit, submit, post, transfer, disclose, or otherwise provide or make available, or block, erase, or destroy. “Processing” and “Processed” have correlative meanings.
“Representatives” means, with respect to a party, that party’s and its Affiliates’ employees, officers, directors, consultants, agents, independent contractors, subcontractors, and legal advisors.\
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“Resultant Data” means data and information related to Customer’s use of the Services that are used by Neverinstall in an aggregate and anonymized manner, including compiling statistical and performance information related to the provision and operation of the Services.
“Service or Services” or “CAS” means the Company’s Cloud Automation Stack (CAS), which is an end-to-end RDS management platform that automates the discovery, orchestration, migration, and management of Windows desktops and apps on Google Cloud. CAS integrates on the backend with Google Cloud Deployment Manager and Compute Engine and as may be more specifically described in a Service Order or any SOW.
“Service Order” means the Neverinstall order form, signed by both the Customer and Neverinstall, detailing the pricing and conditions for the provision of Services to Customer.
“Specifications” means the description and identification of requirements and other specifications for the Services described in the Documentation.
“Statement of Work or SOW” means a document duly executed by the Parties, referencing and subject to the terms of this TOS, specifying additional details, terms and conditions relating to provision of the Services.
“Third-Party Materials” means any systems, services, products, materials and information, in any form or medium, including any websites, portals, hosting platforms, software (open-source or otherwise), documents, data, content, specifications, equipment, or components of or relating to the Third-Party Materials that are operated by a third party and not proprietary to Neverinstall.
### Services
* Access and Use. Neverinstall Services are licensed, not sold, and You acquire no ownership interest in the Services or Documentation under this TOS. Subject to and conditioned on Customer’s and its Authorized Users’ compliance with the terms and conditions of this TOS, Neverinstall hereby grants Customer a non-exclusive, non-transferable (except in compliance with Section 15.8) right to access and use the Services during the Term, solely for Customer’s internal business purposes by Authorized Users in accordance with the terms and conditions herein.
* Documentation License. Neverinstall hereby grants to Customer a non-exclusive, non-sublicenseable, non-transferable license to use the Documentation during the Term solely in connection with its use of the Services pursuant to the terms and conditions herein.
* Service and System Control. Except as otherwise expressly provided in this TOS, as between the parties:
* Neverinstall has and will retain sole control over the operation, provision, maintenance, and management of Neverinstall Materials; and
* Customer has and will retain sole control over the operation, maintenance, and management of, and all access to and use of, the Customer Systems, and sole responsibility for all access to and use of Neverinstall Materials by any Person by or through the Customer Systems or any other means controlled by Customer or any Authorized User, including any:
* information, instructions, or materials provided by any of them to the Services or Neverinstall;
* results obtained from any use of the Services or Neverinstall Materials; and
* conclusions, decisions, or actions based on such use.
* Reservation of Rights. Nothing in this TOS grants any right, title, or interest in or to (including any license under) any Intellectual Property Rights in or relating to, the Services, Neverinstall Materials, or Third-Party Materials, whether expressly, by implication, estoppel, or otherwise. All right, title and interest in and to the Services, Neverinstall Materials, and the Third-Party Materials are and will remain with Neverinstall and the respective rights holders in the Third-Party Materials.
* Service Management. Each party shall, throughout the Term, maintain within its organization a service manager to serve as such party’s primary point of contact for day-to-day communications, consultation, and decision-making regarding this TOS. Each service manager shall be responsible for providing all day-to-day consents and approvals on behalf of such party under this TOS. Each party shall ensure its service manager has the requisite organizational authority, skill, experience, and other qualifications to perform in such a capacity. Each party shall use commercially reasonable efforts to maintain the same service manager in place throughout the Term.
* Changes. Neverinstall reserves the right, in its sole discretion, to make any changes to the Services, Equipment, Documentation, and Neverinstall Materials that it deems necessary or useful to:
* maintain or enhance:
* the quality or delivery of Neverinstall’s services to its customers;
* the competitive strength of or market for Neverinstall’s Services; or
* the Services’ cost efficiency or performance; or
* to comply with applicable Law.
* Suspension or Termination of Services. Neverinstall may, directly or indirectly, and by use of a Neverinstall Disabling Device or any other lawful means, suspend, terminate, or otherwise deny Customer’s, any Authorized User’s, or any other Person’s access to or use of all or any part of the Services or Neverinstall Materials, without incurring any resulting obligation or liability, if:
* Neverinstall receives a judicial or other governmental demand or order, subpoena, or law enforcement request that expressly or by reasonable implication requires Neverinstall to do so; or
* Neverinstall believes, in its good faith and reasonable discretion, that:
* Customer or any Authorized User has failed to comply with any material term of this TOS, or accessed or used the Services beyond the scope of the rights granted or for a purpose not authorized under this TOS or in any manner that does not comply with any material instruction or requirement of the Specifications;
* Customer or any Authorized User is, has been, or is likely to be involved in any fraudulent, misleading, or unlawful activities relating to or in connection with any of the Services; or
* this TOS expires or is terminated. This Section does not limit any of Neverinstall’s other rights or remedies, whether at law, in equity, or under this TOS.
### Use restrictions
Customer shall not, and shall not permit any other Person to, access or use the Services or Neverinstall Materials except as expressly permitted by this TOS and, in the case of Third-Party Materials, the applicable third-party license agreement. For purposes of clarity and without limiting the generality of the foregoing, Customer shall not, except as this TOS expressly permits:
* copy, modify, or create derivative works or improvements of the Services or Neverinstall Materials;
* rent, lease, lend, sell, sublicense, assign, distribute, publish, transfer, or otherwise make available any Services or Neverinstall Materials to any Person, including on or in connection with the internet or any time-sharing, service bureau, software as a service, cloud, or other technology or service;
* reverse engineer, disassemble, decompile, decode, adapt, or otherwise attempt to derive or gain access to the source code of the Services or Neverinstall Materials, in whole or in part;
* input, upload, transmit, or otherwise provide to or through the Services or Neverinstall Systems, any information or materials that are unlawful or injurious, or contain, transmit, or activate any Harmful Code;
* access or use the Services or Neverinstall Materials in any manner or for any purpose that infringes, misappropriates, or otherwise violates any Intellectual Property Right or other rights of any third party, or that violates any applicable Law; or
* otherwise access or use the Services or Neverinstall Materials beyond the scope of the authorization granted under this TOS.
### Customer obligations
* Customer Systems and Cooperation. Customer shall at all times during the Term:
* set up, maintain, and operate in good repair and in accordance with the Specifications all Customer Systems on or through which the Services are accessed or used;
* provide Neverinstall Personnel with such access to Customer’s premises and Customer Systems as is necessary for Neverinstall to perform the Services in accordance with the Availability Requirement and Specifications; and
* provide all cooperation and assistance as Neverinstall may reasonably request to enable Neverinstall to exercise its rights and perform its obligations under and in connection with this TOS.
* Effect of Customer Failure or Delay. Neverinstall is not responsible or liable for any delay or failure of performance caused in whole or in part by Customer’s delay in performing, or failure to perform, any of its obligations under this TOS (each, a “Customer Failure”).
* Corrective Action and Notice. If Customer becomes aware of any actual or threatened activity prohibited by Section 3, Customer shall, and shall cause its Authorized Users to, immediately:
* take all reasonable and lawful measures within their respective control that are necessary to stop the activity or threatened activity and to mitigate its effects (including, where applicable, by discontinuing and preventing any unauthorized access to the Services and Neverinstall Materials and permanently erasing from their systems and destroying any data to which any of them have gained unauthorized access); and
* notify Neverinstall of any such actual or threatened activity.
### Service levels and credits
* Service Levels. Subject to the terms and conditions of this TOS, Neverinstall will use commercially reasonable efforts to make the Services Available at least ninety-nine and nine-tenths percent (99.9%) of the time as measured over the course of each calendar month during the Term (each such calendar month, a “Service Period”), excluding unavailability as a result of any of the Exceptions described below in this Section (the “Availability Requirement”). “Service Level Failure” means a material failure of the Services to meet the Availability Requirement. “Available” means the Services are available for access and use by Customer and its Authorized Users over the Internet and operating in material accordance with the Specifications. For purposes of calculating the Availability Requirement, the following are “Exceptions” to the Availability Requirement, and neither the Services will be considered un-Available nor any Service Level Failure be deemed to occur in connection with any failure to meet the Availability Requirement or impaired ability of Customer or its Authorized Users to access or use the Services that is due, in whole or in part, to any:
* access to or use of the Services by Customer or any Authorized User, or using Customer’s or an Authorized User’s Access Credentials, that does not strictly comply with this TOS and the Specifications;
* Customer Failure;
* Customer’s or its Authorized User’s Internet connectivity;
* Force Majeure Event;
* failure, interruption, outage, or other problem with any software, hardware, system, network, facility, or other matter not supplied by Neverinstall pursuant to this TOS;
* Scheduled Downtime; or
* disabling, suspension, or termination of the Services.
* Service Level Failures and Remedies. In the event of a Service Level Failure, Neverinstall shall issue a credit to Customer in the amount of ten percent (10%) of the monthly Fees for the Services due for the Service Period in which the Service Level Failure occurred (each a “Service Credit”), subject to the following:
* Neverinstall has no obligation to issue any Service Credit unless:
* Customer reports the Service Level Failure to Neverinstall immediately on becoming aware of it; and
* requests such Service Credit in writing within thirty (30) days of the Service Level Failure; and
* in no event will a Service Level Credit for any Service Period exceed fifty percent (50%) of the total Fees that would be payable for that Service Period if no Service Level Failure had occurred. Any Service Credit payable to Customer under this TOS will be issued to Customer in the calendar month following the Service Period in which the Service Level Failure was reported. This Section sets forth Neverinstall’s sole obligation and liability and Customer’s sole remedy for any Service Level Failure.
* Scheduled Downtime. Neverinstall will use commercially reasonable efforts to:
* schedule downtime for routine maintenance of the Services between the hours of 12 a.m. – 6 a.m. Eastern Time; and
* give Customer at least twenty-four (24) hours prior notice of all scheduled outages of the Services (”Scheduled Downtime”).
* Service Support. The Services include Neverinstall’s standard customer support services delivered in accordance with Neverinstall’s service support processes and procedures as set forth in the Documentation and Specifications and made available to Customer through Neverinstall’s web-based support portal (”Support Services”). Neverinstall may amend the Support Services from time to time in its sole discretion.
### Data backup
The Services do not replace the need for Customer to maintain regular data backups or redundant data archives. NEVERINSTALL HAS NO OBLIGATION OR LIABILITY FOR ANY LOSS, ALTERATION, DESTRUCTION, DAMAGE, CORRUPTION, OR RECOVERY OF CUSTOMER DATA.
### Security
* Neverinstall Systems and Security Obligations. Neverinstall will employ security measures in accordance with applicable industry practice and Neverinstall’s data privacy and security policy as amended from time to time (”Privacy and Security Policy”).
* Data Breach Procedures. Neverinstall maintains a data breach plan in accordance with the criteria set forth in Neverinstall’s Privacy and Security Policy and shall implement the procedures required under such data breach plan on the occurrence of a “Data Breach” (as defined in such plan).
* Prohibited Data. Customer acknowledges that the Services are not designed with security and access management for Processing the following categories of information:
* data that is classified and or used on the U.S. Munitions list, including software and technical data;
* articles, services, and related technical data designated as defense articles or defense services; and
* ITAR (International Traffic in Arms Regulations) related data, (each of the foregoing, “Prohibited Data”).
Customer shall not, and shall not permit any Authorized User or other Person to, provide any Prohibited Data to, or Process any Prohibited Data through, the Services, Neverinstall Systems, or any Neverinstall Personnel. Customer is solely responsible for reviewing all Customer Data and shall ensure that no Customer Data constitutes or contains any Prohibited Data.
* Customer Control and Responsibility. Customer has and will retain sole responsibility for:
* all Customer Data, including its content and use;
* all information, instructions, and materials provided by or on behalf of Customer or any Authorized User in connection with the Services;
* Customer’s information technology infrastructure, including computers, software, databases, electronic systems (including database management systems), and networks, whether operated directly by Customer or through the use of third-party services (”Customer Systems”);
* the security and use of Customer’s and its Authorized Users’ Access Credentials; and
* all access to and use of the Services and Neverinstall Materials directly or indirectly by or through the Customer Systems or its or its Authorized Users’ Access Credentials, with or without Customer’s knowledge or consent, including all results obtained from, and all conclusions, decisions, and actions based on, such access or use.
* Access and Security. Customer shall employ all physical, administrative, and technical controls, screening, and security procedures, and other safeguards necessary to
* securely administer the distribution and use of all Access Credentials and protect against any unauthorized access to or use of the Services; and
* control the content and use of Customer Data, including the uploading or other provision of Customer Data for Processing by the Services.
### Fees and payment
* Fees. Customer shall pay the Services fees and charges as set forth in the Service Order and SOW (if any) executed by the parties (”Fees”). Both the Service Order and applicable SOW(s) are hereby incorporated into the TOS by this reference.
* Taxes. All Fees and other amounts payable by Customer under this TOS are exclusive of taxes and similar assessments. Without limiting the foregoing, Customer is responsible for all sales, use, and excise taxes, and any other similar taxes, duties, and charges of any kind imposed by any federal, state, or local governmental or regulatory authority on any amounts payable by Customer hereunder, other than any taxes imposed on Neverinstall’s income.
* Payment and Billing.
* Payment. All invoices are due upon receipt and all payments must be made in U.S. currency. Customer shall pay Fees for any partial month during the Initial Term or any Renewals Term on a pro-rata basis. Unless otherwise specified, all Fees comprising monthly recurring charges for Service (“MRC”) will be billed and paid one calendar month in advance. Fees comprising non-recurring and professional services (“NRC”) will be billed and paid in arrears as and when they are incurred and due Net 30 days from invoice date. Customer is solely responsible for any and all charges incurred as the result of the use of the Service, whether or not such charges were authorized or intended. Any amounts not paid to Neverinstall within thirty (30) days of the date of the applicable invoice shall accrue interest at the rate of one and one-half percent (1.5%) per month or the maximum amount allowed by law, whichever is less. Customer shall also reimburse Neverinstall for all reasonable attorneys’ fees and other costs associated with collecting delinquent payments or with Customer’s breach of this TOS.
* Invoice and Statement Periods, Format and Delivery. Billing periods and invoice formats may vary. Neverinstall reserves the right to change the billing period, invoice format, or method of delivery from time to time, with or without notice to Customer. Unless otherwise agreed, all invoices shall be delivered electronically via the email address on file for Customer. Customer is obligated to keep its account and billing information accurate and current. An incorrect or obsolete email address shall not release Customer from any of its payment obligations.
* Methods of Payment. In its sole discretion and in limited instances, Neverinstall reserves the right to accept payment by credit card. In situations where Neverinstall agrees to accept payment by credit card, Neverinstall reserves the right to discontinue acceptance of payment by credit card at any time.
* Billing Disputes. If Customer believes that it has been charged in error, Customer must notify Neverinstall in writing within thirty (30) days after delivery of Customer’s invoice. Any billing disputes must be in writing, including a detailed statement describing the nature and amount of the disputed charge(s) and the reason(s) why a credit or refund is being requested and sent via email to . Customer shall cooperate fully with Neverinstall to promptly address and attempt to resolve the disputed charge(s). If Customer fails to provide written notice of dispute within the enumerated thirty (30) day deadline, the charges and invoice will be considered correct and binding on Customer. In the event an invoice contains both disputed and undisputed charges, Customer shall pay the full undisputed amount of the invoice in a timely manner and in accordance with the payment terms set forth herein, while the disputed amount is being resolved.
* Authorization to Verify Credit Rating. Customer agrees to supply Neverinstall with the information necessary to verify Customer’s credit rating prior to providing Customer with access to any Service. Neverinstall may also, during the term of this TOS, update its information regarding Customer’s credit rating without notice to Customer.
* Deposit. If Neverinstall determines, prior to providing Customer with access to any Service, or during the term of this TOS, that it requires a deposit to ensure Customer’s payment, Customer may be required to provide a deposit. In the event Neverinstall requires a deposit, the deposit will be held and applied in accordance with applicable law. Neverinstall may apply Customer’s deposit to past due obligations as well as to any fees or other assessments to Customer’s Account.
* No Deductions or Setoffs. All amounts payable to Neverinstall under this TOS shall be paid by Customer to Neverinstall in full without any setoff, recoupment, counterclaim, deduction, debit, or withholding for any reason (other than Service Credits issued pursuant to Section 5 any deduction or withholding of tax as may be required by applicable Law.
* Google Marketplace. In the event Customer uses the Google Could Platform (“GCP”) to process payments owed pursuant to this TOS, Customer agrees and acknowledges that it will be obligated to accept and be bound by the GCP Marketplace terms of service () (the “GCPM TOS”) in addition to this TOS. Notwithstanding anything to the contrary in the GCPM TOS, in the event Customer terminates Service as may be permitted under the GCPM TOS, Customer hereby agrees that it shall be obligated to pay Neverinstall for the Term of this TOS (as defined in Section 14, below), including payment of any applicable early termination fees or charges as may be required.
* Audits. Neverinstall or its nominee (including its accountants and auditors) may, on reasonable notice to Customer, inspect and audit Customer’s use of the Services under this TOS at any time during the Term and for two (2) years following the termination or earlier expiration of this TOS. All audits will be conducted during regular business hours, no more frequently than once in any 12-month period, and in a manner that does not unreasonably interfere with Customer’s business operations. Upon no less than ten (10) days of written notice from Neverinstall, Customer shall make available all such books, records, equipment, information, and personnel, and provide all such cooperation and assistance, as may reasonably be requested by or on behalf of Neverinstall with respect to such audit.
* You agree not to engage in the practice of scalping subscriptions or buying subscriptions with the intent to resell them at a higher price. This includes, but is not limited to, buying subscriptions through any medium, such as online marketplaces, auction sites, or in-person sales. If we determine that you have engaged in the scalping of subscriptions, your access to our platform will be permanently terminated and you will be banned from using our services in the future.
### Confidentiality
* Confidential Information. In connection with this TOS each party (as the “Disclosing Party”) may disclose or make available Confidential Information to the other party (as the “Receiving Party”). “Confidential Information” means information in any form or medium (whether oral, written, electronic, or other) that the Disclosing Party identifies as confidential or proprietary, including information consisting of or relating to the Disclosing Party’s technology, trade secrets, know-how, business operations, plans, strategies, customers, and pricing, and information with respect to which the Disclosing Party has contractual or other confidentiality obligations.
* Exclusions. Confidential Information does not include information that the Receiving Party can demonstrate by written or other documentary records:
* was rightfully known to the Receiving Party without restriction on use or disclosure prior to such information’s being disclosed or made available to the Receiving Party in connection with this TOS;
* was or becomes generally known by the public other than by the Receiving Party’s or any of its Representatives’ noncompliance with this TOS;
* was or is received by the Receiving Party on a non-confidential basis from a third party that, to the Receiving Party’s knowledge, was not or is not, at the time of such receipt, under any obligation to maintain its confidentiality; or
* the Receiving Party can demonstrate by written or other documentary records that were or are independently developed by the Receiving Party without reference to or use of any Confidential Information.
* Protection of Confidential Information. As a condition to being provided with any disclosure of or access to Confidential Information, the Receiving Party shall during the Term and for a period of two (2) years thereafter:
* not access or use Confidential Information other than as necessary to exercise its rights or perform its obligations under and in accordance with this TOS;
* except as may be permitted by and subject to its compliance with Section 9.4, not disclose or permit access to Confidential Information other than to its Representatives who:
* need to know such Confidential Information for purposes of the Receiving Party’s exercise of its rights or performance of its obligations under and in accordance with this TOS;
* have been informed of the confidential nature of the Confidential Information and the Receiving Party’s obligations under this Section 9.3; and
* are bound by written confidentiality and restricted use obligations at least as protective of the Confidential Information as the terms set forth in this Section 9;
* safeguard the Confidential Information from unauthorized use, access, or disclosure using at least the degree of care it uses to protect its similarly sensitive information and in no event less than a reasonable degree of care; and
* promptly notify the Disclosing Party of any unauthorized use or disclosure of Confidential Information and take all reasonable steps and cooperate with Disclosing Party to prevent further unauthorized use or disclosure. Notwithstanding any other provisions of this TOS, the Receiving Party’s obligations under this Section with respect to any Confidential Information that constitutes a trade secret under any applicable Law will continue until such time, if ever, as such Confidential Information ceases to qualify for trade secret protection under one or more such applicable Laws other than as a result of any act or omission of the Receiving Party or any of its Representatives.
* Compelled Disclosures. If the Receiving Party or any of its Representatives is compelled by applicable Law to disclose any Confidential Information then, to the extent permitted by applicable Law, the Receiving Party shall:
* promptly, and prior to such disclosure, notify the Disclosing Party in writing of such requirement so that the Disclosing Party can seek a protective order or other remedy or waive its rights hereunder; and
* provide reasonable assistance to the Disclosing Party, at the Disclosing Party’s sole cost and expense, in opposing such disclosure or seeking a protective order or other limitations on disclosure.
### Intellectual Property Rights
* Neverinstall Materials. All right, title, and interest in and to Neverinstall Materials, including all Intellectual Property Rights therein, are and will remain with Neverinstall and, with respect to Third-Party Materials, the applicable third-party providers own all right, title, and interest, including all Intellectual Property Rights, in and to the Third-Party Materials. Customer has no right, license, or authorization with respect to any of Neverinstall Materials except as expressly set forth in this TOS or the applicable third-party license, in each case subject to Section 3. All other rights in and to Neverinstall Materials are expressly reserved by Neverinstall. In furtherance of the foregoing, Customer hereby unconditionally and irrevocably grants to Neverinstall an assignment of all right, title, and interest in and to the Resultant Data, including all Intellectual Property Rights relating thereto.
* Customer Data. As between Customer and Neverinstall, Customer is and will remain the sole and exclusive owner of all right, title, and interest in and to all Customer Data, including all Intellectual Property Rights relating thereto, subject to the rights and permissions granted in this Section.
* Consent to Use Customer Data. Customer hereby irrevocably grants all such rights and permissions in or relating to Customer Data as are necessary or useful to Neverinstall, its Subcontractors, and Neverinstall Personnel to enforce this TOS and exercise Neverinstall’s rights and perform Neverinstall’s obligations hereunder.
### Representations and warranties
* Mutual Representations and Warranties. Each party represents and warrants to the other party that:
* it is duly organized, validly existing, and in good standing as a corporation or other entity under the Laws of the jurisdiction of its incorporation or other organization;
* it has the full right, power, and authority to enter into and perform its obligations and grant the rights, licenses, consents, and authorizations it grants or is required to grant under this TOS;
* the execution of this TOS by its representative whose signature is set forth at the end of this TOS has been duly authorized by all necessary corporate or organizational action of such party; and
* when executed and delivered by both parties, this TOS will constitute the legal, valid, and binding obligation of such party, enforceable against such party in accordance with its terms.
* Additional Neverinstall Representations, Warranties, and Covenants. Neverinstall represents, warrants, and covenants to Customer that Neverinstall will perform the Services using personnel of required skill, experience, and qualifications and in a professional and workmanlike manner in accordance with generally recognized industry standards for similar services and will devote adequate resources to meet its obligations under this TOS.
* Additional Customer Representations, Warranties, and Covenants. Customer represents, warrants, and covenants to Neverinstall that Customer owns or otherwise has and will have the necessary rights and consents in and relating to the Customer Data so that, as received by Neverinstall and Processed in accordance with this TOS, they do not and will not infringe, misappropriate, or otherwise violate any Intellectual Property Rights, or any privacy or other rights of any third party or violate any applicable Law.
* DISCLAIMER OF WARRANTIES. EXCEPT FOR THE EXPRESS WARRANTIES SET FORTH IN THIS SECTION, ALL SERVICES AND NEVERINSTALL MATERIALS ARE PROVIDED “AS IS.” NEVERINSTALL SPECIFICALLY DISCLAIMS ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, AND ALL WARRANTIES ARISING FROM COURSE OF DEALING, USAGE, OR TRADE PRACTICE. WITHOUT LIMITING THE FOREGOING, NEVERINSTALL MAKES NO WARRANTY OF ANY KIND THAT THE SERVICES OR NEVERINSTALL MATERIALS, OR ANY PRODUCTS OR RESULTS OF THE USE THEREOF, WILL MEET CUSTOMER’S OR ANY OTHER PERSON’S REQUIREMENTS, OPERATE WITHOUT INTERRUPTION, ACHIEVE ANY INTENDED RESULT, BE COMPATIBLE OR WORK WITH ANY SOFTWARE, SYSTEM, OR OTHER SERVICES, OR BE SECURE, ACCURATE, COMPLETE, FREE OF HARMFUL CODE, OR ERROR-FREE. ALL THIRD-PARTY MATERIALS ARE PROVIDED “AS IS” AND ANY REPRESENTATION OR WARRANTY OF OR CONCERNING ANY THIRD-PARTY MATERIALS IS STRICTLY BETWEEN CUSTOMER AND THE THIRD-PARTY OWNER OR DISTRIBUTOR OF THE THIRD-PARTY MATERIALS.
### Indemnification
* Neverinstall Indemnification. Neverinstall shall indemnify, defend, and hold harmless Customer and Customer’s officers, directors, employees, agents, permitted successors, and permitted assigns (each, a “Customer Indemnitee”) from and against any and all Losses incurred by a Customer Indemnitee resulting from any Action by a third party (other than an Affiliate of a Customer Indemnitee) that Customer’s use of the Services (excluding Customer Data and Third-Party Materials) in accordance with this TOS (including the Specifications) infringes or misappropriates such third party’s patents, copyrights, or trade secrets. The foregoing obligation does not apply to the extent that the alleged infringement arises from:
* Third-Party Materials or Customer Data;
* access to or use of Neverinstall Materials in combination with any hardware, system, software, network, or other materials or service not provided by Neverinstall or specified for Customer’s use in the Documentation;
* modification of Neverinstall Materials other than:
* by or on behalf of Neverinstall; or
* with Neverinstall’s written approval in accordance with Neverinstall’s written specification; or
* failure to timely implement any modifications, upgrades, replacements, or enhancements made available to Customer by or on behalf of Neverinstall.
* Customer Indemnification. Customer shall indemnify, defend, and hold harmless Neverinstall and its officers, directors, employees, agents, successors, and assigns (each, a “Provider Indemnitee”) from and against any and all Losses incurred by such Neverinstall Indemnitee resulting from any Action by a third party (other than an Affiliate of a Neverinstall Indemnitee) to the extent that such Losses arise out of or result from, or are alleged to arise out of or result from: (a) Customer Data, including any Processing of Customer Data by or on behalf of Neverinstall in accordance with this TOS; (b) any other materials or information (including any documents, data, specifications, software, content, or technology) provided by or on behalf of Customer or any Authorized User, including Neverinstall’s compliance with any specifications or directions provided by or on behalf of Customer or any Authorized User to the extent prepared without any contribution by Neverinstall; (c) allegation of facts that, if true, would constitute Customer’s breach of any of its representations, warranties, covenants, or obligations under this TOS; or (d) negligence or more culpable act or omission (including recklessness or willful misconduct) by Customer, any Authorized User, or any third party on behalf of Customer or any Authorized User, in connection with this TOS.
* Indemnification Procedure. Each party shall promptly notify the other party in writing of any Action for which such party believes it is entitled to be indemnified pursuant to this Section 12. The party seeking indemnification (the “Indemnitee”) shall cooperate with the other party (the “Indemnitor”) at the Indemnitor’s sole cost and expense. The Indemnitor shall promptly assume control of the defense and shall employ counsel of its choice to handle and defend the same, at the Indemnitor’s sole cost and expense. The Indemnitee may participate in and observe the proceedings at its own cost and expense with counsel of its own choosing. The Indemnitor shall not settle any Action without the Indemnitee’s prior written consent, which shall not be unreasonably withheld, conditioned or delayed. The Indemnitee’s failure to perform any obligations under this Section will not relieve the Indemnitor of its obligations under this Section 12, except to the extent that the Indemnitor can demonstrate that it has been materially prejudiced as a result of such failure.
* Mitigation. If any of the Services or Neverinstall Materials are, or in Neverinstall’s opinion are likely to be, claimed to infringe, misappropriate, or otherwise violate any third-party Intellectual Property Right, or if Customer’s or any Authorized User’s use of the Services or Neverinstall Materials is enjoined or threatened to be enjoined, Neverinstall may, at its option and sole cost and expense:
* obtain the right for Customer to continue to use the Services and Neverinstall Materials materially as contemplated by this TOS;
* modify or replace the Services and Neverinstall Materials, in whole or in part, to seek to make the Services and Neverinstall Materials (as so modified or replaced) non-infringing, while providing materially equivalent features and functionality, in which case such modifications or replacements will constitute Services and Neverinstall Materials, as applicable, under this TOS; or
* by written notice to Customer, terminate this TOS with respect to all or part of the Services and Neverinstall Materials, and require Customer to immediately cease any use of the Services and Neverinstall Materials or any specified part or feature thereof.
* Sole Remedy. THIS SECTION 12 SETS FORTH CUSTOMER’S SOLE REMEDIES AND Neverinstall’S SOLE LIABILITY AND OBLIGATION FOR ANY ACTUAL, THREATENED, OR ALLEGED CLAIMS THAT THE SERVICES ANDNeverinstall MATERIALS OR ANY SUBJECT MATTER OF THIS TOS INFRINGES, MISAPPROPRIATES, OR OTHERWISE VIOLATES ANY INTELLECTUAL PROPERTY RIGHTS OF ANY THIRD PARTY.
### Limitations of liability
* EXCLUSION OF DAMAGES. EXCEPT AS OTHERWISE PROVIDED IN SECTION 13.3, IN NO EVENT WILL Neverinstall OR ANY OF ITS LICENSORS, SERVICE PROVIDERS, OR SUPPLIERS BE LIABLE UNDER OR IN CONNECTION WITH THIS TOS OR ITS SUBJECT MATTER UNDER ANY LEGAL OR EQUITABLE THEORY, INCLUDING BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, AND OTHERWISE, FOR ANY:
* LOSS OF PRODUCTION, USE, BUSINESS, REVENUE, OR PROFIT OR DIMINUTION IN VALUE;
* IMPAIRMENT, INABILITY TO USE OR LOSS, INTERRUPTION OR DELAY OF THE SERVICES, OTHER THAN FOR THE ISSUANCE OF ANY APPLICABLE SERVICE CREDITS PURSUANT TO SECTION 5;
* LOSS, DAMAGE, CORRUPTION OR RECOVERY OF DATA, OR BREACH OF DATA OR SYSTEM SECURITY;
* COST OF REPLACEMENT GOODS OR SERVICES;
* LOSS OF GOODWILL OR REPUTATION; OR
* CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY, SPECIAL, ENHANCED, OR PUNITIVE DAMAGES, REGARDLESS OF WHETHER SUCH PERSONS WERE ADVISED OF THE POSSIBILITY OF SUCH LOSSES OR DAMAGES OR SUCH LOSSES OR DAMAGES WERE OTHERWISE FORESEEABLE, AND NOTWITHSTANDING THE FAILURE OF ANY AGREED OR OTHER REMEDY OF ITS ESSENTIAL PURPOSE.
* CAP ON MONETARY LIABILITY. EXCEPT AS OTHERWISE PROVIDED IN SECTION 13.3, IN NO EVENT WILL THE AGGREGATE LIABILITY OF Neverinstall ARISING OUT OF OR RELATED TO THIS TOS, WHETHER ARISING UNDER OR RELATED TO BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR ANY OTHER LEGAL OR EQUITABLE THEORY, EXCEED ONE (1) TIMES THE TOTAL AMOUNTS PAID AND AMOUNTS ACCRUED BUT NOT YET PAID TO LICENSOR UNDER THIS TOS IN THE TWELVE (12) MONTH PERIOD PRECEDING THE EVENT GIVING RISE TO THE CLAIM OR $100,000, WHICHEVER IS LESS. THE FOREGOING LIMITATIONS APPLY EVEN IF ANY REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
* Exceptions. The exclusions and limitations in the above Sections do not apply to Neverinstall’s obligations or liability for Neverinstall’s gross negligence or willful misconduct.
### Term and termination
* Initial Term. The initial term of this TOS commences as of the Effective Date (as stated on the Service Order) and, unless terminated earlier pursuant to any of this TOS’s express provisions, will continue in effect, until one (1) year from the Effective Date (the “Initial Term”).
* Renewal Term. This TOS will automatically renew for additional successive one (1) year terms unless earlier terminated pursuant to this TOS’s express provisions or either party gives the other party written notice of non-renewal at least ninety (90) days prior to the expiration of the then-current term (each a “Renewal Term” and, collectively, together with the Initial Term, the “Term”).
* Termination. In addition to any other express termination right set forth elsewhere in this TOS:
* Neverinstall may terminate this TOS, effective on written notice to Customer, if Customer fails to pay any amount when due hereunder, and such failure continues more than ten (10) days after Neverinstall’s delivery of written notice thereof; or
* either party may terminate this TOS, effective on written notice to the other party, if the other party materially breaches this TOS, and such breach:
* is incapable of cure; or
* being capable of cure remains uncured thirty (30) days after the non-breaching party provides the breaching party with written notice of such breach; and
* either party may terminate this TOS, effective immediately upon written notice to the other party, if the other party:
* becomes insolvent or is generally unable to pay, or fails to pay, its debts as they become due;
* files or has filed against it, a petition for voluntary or involuntary bankruptcy or otherwise becomes subject, voluntarily or involuntarily, to any proceeding under any domestic or foreign bankruptcy or insolvency Law;
* makes or seeks to make a general assignment for the benefit of its creditors; or
* applies for or has appointed a receiver, trustee, custodian, or similar agent appointed by order of any court of competent jurisdiction to take charge of or sell any material portion of its property or business.
* Effect of Termination or Expiration. Upon any expiration or termination of this TOS, except as expressly otherwise provided in this TOS:
* all rights, licenses, consents, and authorizations granted by either party to the other hereunder will immediately terminate;
* Neverinstall shall immediately cease all use of any Customer Data or Customer’s Confidential Information;
* Customer shall immediately cease all use of any Services or Neverinstall Materials and promptly return to Neverinstall, or at Neverinstall’s written request destroy, all documents and tangible materials containing, reflecting, incorporating, or based on any Neverinstall Materials or Neverinstall’s Confidential Information; and
* Neverinstall may disable all Customer and Authorized User access to Neverinstall Materials.
* Early Termination Charge. If this TOS is terminated by Customer prior to the expiration of the Initial Term or any Renewal Term and such termination is not due to Neverinstall’s material breach and failure to cure, or if Neverinstall terminates this TOS pursuant to Section 14.3, in addition to any Fees becoming due prior to the date of termination, Customer shall pay to Neverinstall an early termination charge equal to one hundred percent (100%) of the Fees comprising monthly recurring charges that would become due and payable through the end of the Initial Term or Renewal Term in effect at the time, including applicable taxes. The parties agree that the precise damages resulting from an early termination by Customer or termination by Neverinstall due to Customer’s material breach are difficult to ascertain and the early termination charge set forth in this Section is a reasonable estimate of anticipated actual damages and not a penalty. The early termination charge shall be due and payable upon receipt of an invoice therefor.
* Surviving Terms. The provisions set forth in the following sections, and any other right or obligation of the parties in this TOS that, by its nature, should survive termination or expiration of this TOS, will survive any expiration or termination of this TOS.
### Miscellaneous
* Further Assurances. On a party’s reasonable request, the other party shall, at the requesting party’s sole cost and expense, execute and deliver all such documents and instruments, and take all such further actions, as may be necessary to give full effect to this TOS.
* Relationship of the Parties. The relationship between the parties is that of independent contractors. Nothing contained in this TOS shall be construed as creating any agency, partnership, joint venture, or other forms of joint enterprise, employment, or fiduciary relationship between the parties, and neither party shall have authority to contract for or bind the other party in any manner whatsoever.
* Public Announcements. Neither party shall issue or release any announcement, statement, press release, or other publicity or marketing materials relating to this TOS or, unless expressly permitted under this TOS, otherwise use the other party’s trademarks, service marks, trade names, logos, domain names, or other indicia of source, association, or sponsorship, in each case, without the prior written consent of the other party, which consent shall not be unreasonably delayed or withheld, provided, however, that Neverinstall may, without Customer’s consent, include Customer’s name and similar indicia in its lists of Neverinstall’s current or former customers of Neverinstall in promotional and marketing materials.
* Notices. Any notice, request, consent, claim, demand, waiver, or other communications under this TOS have legal effect only if in writing and addressed to a party as follows (or to such other address or such other person that such party may designate from time to time in accordance with this Section):
* If to Neverinstall: \
* If to Customer: Customer Name and contact information stated of the Sales Order
* Notices sent in accordance with this Section will be deemed effectively given:
* when received, if delivered by hand, with signed confirmation of receipt;
* when received, if sent by a nationally recognized overnight courier, signature required;
* when sent, if by facsimile or email, (in each case, with confirmation of transmission), if sent during the addressee’s normal business hours, and on the next business day, if sent after the addressee’s normal business hours; and
* on the third (3rd) day after the date mailed by certified or registered mail, return receipt requested, postage prepaid.
* Interpretation. For purposes of this TOS:
* the words “include,” “includes,” and “including” are deemed to be followed by the words “without limitation”;
* the word “or” is not exclusive;
* the words “herein,” “hereof,” “hereby,” “hereto,” and “hereunder” refer to this TOS as a whole;
* words denoting the singular have a comparable meaning when used in the plural, and vice-versa; and
* words denoting any gender including all genders. Unless the context otherwise requires, references in this TOS: (x) to sections, exhibits, schedules, attachments, and appendices mean the sections of, and exhibits, schedules, attachments, and appendices attached to, this TOS; (y) to a TOS, instrument or other document means such TOS, instrument, or other document as amended, supplemented and modified from time to time to the extent permitted by the provisions thereof; and (z) to a statute means such statute as amended from time to time and includes any successor legislation thereto and any regulations promulgated thereunder. The parties intend this TOS to be construed without regard to any presumption or rule requiring construction or interpretation against the party drafting an instrument or causing any instrument to be drafted. The Other Documents referred to herein are an integral part of this TOS to the same extent as if they were set forth verbatim herein.
* Headings. The headings in this TOS are for reference only and do not affect the interpretation of this TOS.
* Entire Agreement. This TOS, together with any related sales orders, exhibits, schedules, attachments, statements of work, and any other documents incorporated herein by reference, constitutes the sole and entire agreement of the parties with respect to the subject matter of this TOS and supersedes all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, with respect to such subject matter. In the event of any inconsistency between the statements made in the body of this TOS, the Other Documents, the following order of precedence governs:
* first, this TOS;
* second, the Service Order;
* third, the SOW; and
* fourth, any other documents or policies incorporated herein by reference.
* Assignment. Customer shall not assign or otherwise transfer any of its rights, or delegate or otherwise transfer any of its obligations or performance under this TOS, in each case whether voluntarily, involuntarily, by operation of law, or otherwise, without Neverinstall’s prior written consent, which consent shall not be unreasonably withheld, conditioned, or delayed. No assignment, delegation, or transfer will relieve Customer of any of its obligations or performance under this TOS. Any purported assignment, delegation, or transfer in violation of this Section is void. This TOS is binding upon and inures to the benefit of the parties hereto and their respective successors and permitted assigns.
* Force Majeure. In no event will either party be liable or responsible to the other party, or be deemed to have defaulted under or breached this TOS, for any failure or delay in fulfilling or performing any term of this TOS, (except for any obligations to make payments)], when and to the extent such failure or delay is caused by any circumstances beyond such party’s reasonable control (a “Force Majeure Event”), including acts of God, flood, fire, earthquake or explosion, war, terrorism, invasion, riot or other civil unrest, embargoes or blockades in effect on or after the date of this TOS, national or regional emergency, pandemics, strikes, labor stoppages or slowdowns or other industrial disturbances, passage of Law or any action taken by a governmental or public authority, including imposing an embargo, export or import restriction, quota, or other restriction or prohibition or any complete or partial government shutdown, or national or regional shortage of adequate power or telecommunications or transportation. Either party may terminate this TOS if a Force Majeure Event affecting the other party continues substantially uninterrupted for a period of thirty (30) days or more.
* No Third-Party Beneficiaries. This TOS is for the sole benefit of the parties hereto and their respective successors and permitted assigns and nothing herein, express or implied, is intended to or shall confer upon any other Person any legal or equitable right, benefit, or remedy of any nature whatsoever under or by reason of this TOS.
* Amendment and Modification; Waiver. No amendment to or modification of this TOS is effective unless it is in writing and signed by an authorized representative of each party. No waiver by any party of any of the provisions hereof shall be effective unless explicitly set forth in writing and signed by the party so waiving. Except as otherwise set forth in this TOS, no failure to exercise, or delay in exercising, any rights, remedy, power, or privilege arising from this TOS will operate or be construed as a waiver thereof; nor shall any single or partial exercise of any right, remedy, power, or privilege hereunder preclude any other or further exercise thereof or the exercise of any other right, remedy, power, or privilege.
* Severability. If any term or provision of this TOS is invalid, illegal, or unenforceable in any jurisdiction, such invalidity, illegality, or unenforceability shall not affect any other term or provision of this TOS or invalidate or render unenforceable such term or provision in any other jurisdiction. Upon such determination that any term or other provision is invalid, illegal, or unenforceable, the parties hereto shall negotiate in good faith to modify this TOS so as to affect the original intent of the parties as closely as possible in a mutually acceptable manner in order that the transactions contemplated hereby be consummated as originally contemplated to the greatest extent possible.
* Governing Law; Submission to Jurisdiction. This TOS is governed by and construed in accordance with the internal laws of the State of Florida without giving effect to any choice or conflict of law provision or rule that would require or permit the application of the laws of any jurisdiction other than those of the State of Florida. Any legal suit, action, or proceeding arising out of or related to this TOS or the licenses granted hereunder will be instituted exclusively in the federal courts of the United States or the courts of the State of Florida, and each party irrevocably submits to the exclusive jurisdiction of such courts in any such suit, action, or proceeding. Service of process, summons, notice, or other documents by mail to such party’s address set forth herein shall be effective service of process for any suit, action, or other proceeding brought in any such court.
* Waiver of Jury Trial. Each party irrevocably and unconditionally waives any right it may have to a trial by jury in respect of any legal action arising out of or relating to this TOS or the transactions contemplated hereby.
* Equitable Relief. Each party acknowledges and agrees that a breach or threatened breach by such party of any of its obligations or, in the case of Customer Sections, would cause the other party irreparable harm for which monetary damages would not be an adequate remedy and that, in the event of such breach or threatened breach, the other party will be entitled to equitable relief, including a restraining order, an injunction, specific performance, and any other relief that may be available from any court, without any requirement to post a bond or other security, or to prove actual damages or that monetary damages are not an adequate remedy. Such remedies are not exclusive and are in addition to all other remedies that may be available at law, in equity, or otherwise.
* Attorneys’ Fees. In the event that any action, suit, or other legal or administrative proceeding is instituted or commenced by either party against the other party arising out of or related to this TOS, the prevailing party is entitled to recover its reasonable attorneys’ fees and court costs from the non-prevailing party.
