Software License Agreement
1. Parties and acceptance
This Software License Agreement ("Agreement") is between the seller doing business under the trade name RedemptionBase ("Licensor") and the business or redemption center that purchases, installs, or uses RedemptionBase ("Customer"). The trade name RedemptionBase is used throughout this Agreement to identify the Licensor.
The person accepting this Agreement represents that they own Customer or are authorized to bind Customer. Customer accepts this Agreement through the purchase process and by using the licensed Software after purchase.
2. License granted
Subject to payment of the applicable license fee and compliance with this Agreement, Licensor grants Customer a limited, non-exclusive, non-transferable, revocable license to use the purchased version of RedemptionBase for one licensed redemption-center location and one active operational workstation at a time, unless the order expressly states otherwise.
Multiple authorized employees may use the licensed workstation through RedemptionBase employee-access features. Customer may move the Software and a valid backup to a replacement device for the same licensed center when the prior active installation is retired. A separate license is required for each additional redemption-center location unless Licensor agrees otherwise in writing.
3. Restrictions
Customer may not resell, sublicense, rent, lease, distribute, publish, share with another business, commercially host, or provide unauthorized copies of RedemptionBase; remove ownership notices; bypass access or license controls; or use the Software or its source to create or provide a competing software product or service. Customer may make reasonable backup copies solely for its own licensed use and disaster recovery.
4. Ownership of Software and Customer data
Licensor owns RedemptionBase, including its code, interface, documentation, branding, and related intellectual property, except for third-party or government data identified as such. Customer owns the business records and operational data Customer enters into or generates through its use of the Software.
5. Local storage and records
RedemptionBase is designed primarily as local, offline-capable software. Operational records may be stored in the browser profile, installed web-app storage, local device storage, and Customer-created backup files. On supported devices, Customer may optionally authorize RedemptionBase to write automatic safety backups to a folder chosen by Customer. Those files remain under Customer's control and are not transmitted to Licensor. A folder managed by a third-party synchronization service may be copied by that service under Customer's own account and settings. Local data may be erased, corrupted, or made unavailable by device failure, browser or profile reset, clearing site data, operating-system changes, malware, user error, or other events outside Licensor's control.
Customer is responsible for maintaining regular, usable backups and for retaining any records Customer is legally required to keep. Built-in mirrors, recovery features, backup reminders, or export tools do not replace Customer-maintained backups.
6. Backup security
RedemptionBase backup files, including automatic safety backups, may contain confidential business records, customer or account information, employee information, and readable owner/employee PIN information. Customer is responsible for choosing a private backup location, controlling access to backup files, and securely disposing of old copies when no longer needed.
7. Not accounting, payroll, tax, or legal certification
RedemptionBase is an operational management tool. It is not a certified accounting system, tax-preparation service, payroll processor, legal-compliance service, or regulatory filing system. Reports, Shop Stats, handling-fee calculations, drawer totals, time records, account balances, exports, and other calculations depend on the data, dates, rates, settings, and actions recorded by Customer.
Customer must review material figures before using them for tax filings, payroll, financial statements, regulatory submissions, legal compliance, or other high-consequence purposes and should consult an accountant, payroll provider, attorney, regulator, or other professional when appropriate.
8. Official and third-party data
The Software may display or process information published by Maine DEP, the Maine Beverage Redemption Group (MBRG), commingling groups, pickup agents, distributors, government agencies, or other outside sources ("Official-Source Data"). Licensor does not create, control, independently verify, or warrant the accuracy, completeness, timeliness, legal effect, or continued availability of Official-Source Data.
Lookup results report what the loaded source contains. They are not legal determinations or instructions that a container must be accepted, refused, paid, rejected, or sorted in a particular way. Customer remains responsible for container-redemption decisions and for compliance with applicable law, rules, contracts, and program requirements.
RedemptionBase is independent software and is not affiliated with, sponsored by, endorsed by, or acting on behalf of Maine DEP, MBRG, a commingling group, or a pickup agent unless Licensor expressly states otherwise in writing.
9. Pickup, reimbursement, and agent records
Pickup manifests, expected reimbursement, amounts received, payment timing, handling-fee calculations, bag credits, and related records are generated from Customer-entered or Customer-recorded information. Customer is responsible for confirming physical shipments, applicable rates, pickup terms, amounts actually received, and any discrepancy with the applicable payer.
10. Employee time and access records
Employee PINs, clock-in and clock-out records, hourly rates, corrections, and activity records are convenience and operational features. Customer is responsible for wage-and-hour compliance, payroll, overtime, required edits or approvals, employee notices, record retention, and any legally required timekeeping process.
11. Security responsibilities
Customer is responsible for the physical and electronic security of devices used with RedemptionBase, browser profiles, operating-system accounts, owner and employee credentials, backup files, exported reports, and recovery information. Customer is also responsible for reasonable device and browser maintenance and for secure disposal or transfer of old devices and backups.
12. Updates, compatibility, and support
Unless a separate written purchase or support plan states otherwise, purchase permits continued use of the purchased Software version but does not guarantee perpetual updates, new features, regulatory updates, compatibility with every future browser or operating system, or unlimited technical support. Licensor may offer maintenance fixes, compatibility changes, or new versions on free or paid terms.
Customer remains responsible for knowing and following legal, regulatory, accounting, employment, and program requirements that apply to its business, even when RedemptionBase has not yet been updated to reflect a change.
13. Support files supplied by Customer
Customer should not send a full RedemptionBase backup or other confidential file to Licensor unless reasonably necessary for support. If Customer voluntarily sends a backup, export, screenshot, log, or other business record, Customer authorizes Licensor to access and use it only as reasonably necessary to diagnose, reproduce, or resolve the requested support issue, protect the Software, or comply with law.
14. No promise of uninterrupted or error-free operation
Software may contain defects and may be affected by hardware, browsers, operating systems, extensions, security products, network conditions, user actions, and third-party data. Customer should maintain reasonable alternate procedures for critical operations when the Software or a device is unavailable.
15. Warranty disclaimer
To the maximum extent permitted by applicable law, the Software, documentation, reports, calculations, updates, support materials, and Official-Source Data are provided "as is" and "as available." Licensor disclaims warranties and representations, express, implied, or statutory, including merchantability, fitness for a particular purpose, accuracy, title, non-infringement, reliability, data preservation, regulatory compliance, and results.
Licensor does not warrant that RedemptionBase will be error-free, uninterrupted, immune from every security threat, or compatible with every device, browser, operating system, or outside data source. Nothing in this Agreement excludes a warranty or right that applicable law does not permit the parties to exclude.
16. Limitation of liability
To the maximum extent permitted by law, Licensor will not be liable for indirect, incidental, special, consequential, exemplary, or punitive damages; lost profits, revenue, savings, goodwill, business opportunity, or production; business interruption; loss, corruption, or unavailability of data; cost of substitute software or services; employee or payroll claims; tax or accounting consequences; container-redemption decisions; or claims arising from third-party or Official-Source Data, even if Licensor was advised that such damages were possible.
To the maximum extent permitted by law, Licensor's total aggregate liability arising out of or relating to RedemptionBase, the license, support, updates, or this Agreement will not exceed the total amount Customer actually paid Licensor for the RedemptionBase software license that gave rise to the claim.
These limitations apply regardless of the legal theory asserted and do not apply to liability that applicable law does not permit to be limited.
17. Customer indemnification
To the maximum extent permitted by law, Customer will defend, indemnify, and hold Licensor harmless from third-party claims, demands, losses, penalties, costs, and reasonable legal expenses arising from Customer's unlawful or unauthorized use of the Software; Customer's business operations, data, employee practices, payroll practices, tax filings, accounting decisions, container acceptance or refusal decisions, sorting or pickup practices, regulatory compliance, or representations Customer makes to others, except to the extent finally determined to have been caused by Licensor's gross negligence or willful misconduct.
18. Purchase fees and refunds
License fees and any separate support, service, or upgrade fees are due as stated at purchase. Software-license fees are subject to the separately published Purchase & Refund Policy. Taxes are the responsibility of the party legally required to pay them.
19. Termination
Customer may stop using RedemptionBase at any time. Licensor may terminate the license for a material breach of this Agreement that is not cured after reasonable notice when cure is possible, including unauthorized redistribution, resale, sublicensing, or use at unlicensed locations. Customer remains responsible for preserving its business records before uninstalling or losing access to the Software.
20. Transfer of business
The license does not automatically transfer when a redemption center or business is sold. Licensor may approve transfer to a new owner in writing.
21. Governing law and venue
This Agreement is governed by the laws of the State of Maine, without regard to conflict-of-law rules. To the extent a dispute may be brought in court, Customer and Licensor consent to jurisdiction in Maine and to venue in a Maine court of competent jurisdiction, except where applicable law requires otherwise.
22. Entire agreement; severability; waiver
This Agreement, the applicable invoice/order confirmation, Privacy & Data Notice, Purchase & Refund Policy, and any purchase-specific written support terms are the entire agreement concerning the licensed Software. If a provision is unenforceable, the remaining provisions remain effective and the invalid provision will be enforced to the maximum extent permitted by law. Failure to enforce a provision on one occasion is not a continuing waiver.
23. Changes to terms
Licensor may update terms for future purchases or future Software versions. A material change does not retroactively change an already accepted agreement merely because new terms are posted. If materially revised terms are required for a future version or service, Customer will be asked to accept those terms through the purchase or update process.
24. Electronic acceptance and retained copy
Customer agrees that electronic acceptance may be used to form this Agreement. The purchase process may record the purchaser's name, business name, email address, order or license identifier, acceptance date/time, and the agreement version accepted. Customer is provided access to a retainable copy of these terms through the legal pages and purchase materials.