Terms of Service.

Eligibility and Accounts

You must be at least 18 years of age to use the Services. By using the Services, you represent and warrant that you meet this age requirement. The Services are intended for business and professional use; they are not directed at consumers for personal, family, or household purposes, with the exception of CompoundFX, which is available to individual users for personal financial planning purposes.

To access certain features of the Services you may register for an account, request a free license key, or purchase a license. When you provide information to us in connection with any of these activities, you agree to provide accurate, current, and complete information and to keep that information up to date. You are responsible for maintaining the confidentiality of your license keys, account credentials, and any other authentication mechanisms, and for all activity that occurs under your account or license. You agree to notify us immediately at support@originsoftware.net of any unauthorized use of your credentials or license. We are not liable for any loss or damage arising from unauthorized use of your credentials.

We reserve the right to suspend or revoke licenses or terminate accounts that we believe, in our sole discretion, are being used fraudulently, in violation of these Terms, or in a manner that may harm Origin Software, our users, or third parties.

Description of Services

Origin Software is a software studio that develops and provides several software products. Our Services currently include:

• ViewerFX^® — a desktop application for viewing, refreshing, and delivering Crystal Reports files (.rpt) without requiring a full Crystal Reports installation. ViewerFX^® is available as Free, Standard, Server, and Site editions, each with different feature sets and licensing terms.
• CommissionSpot — a hosted software-as-a-service application for mortgage lenders that provides compensation management, commission calculation, and reporting capabilities, with integrations to common loan origination systems. CommissionSpot is offered to enterprise customers under separate written agreements that supplement these Terms.
• CompoundFX — an iOS application for compound interest and retirement modeling. CompoundFX is available through the Apple App Store under freemium licensing, with optional in-app purchases for advanced features.
• Retold — an iOS application that provides lens-based analysis of news articles submitted by the user via the iOS share sheet. Retold uses cloud-based natural language processing to generate analytical perspectives on submitted content.

We may add, modify, or discontinue features or services at any time with or without notice. The Services are provided for informational and workflow-support purposes only and are not a substitute for the professional judgment of qualified personnel. Outputs generated by the Services—including financial projections from CompoundFX, commission calculations from CommissionSpot, news analyses from Retold, and report rendering from ViewerFX^®—should be reviewed and validated by appropriately qualified individuals prior to being used in any decision-making, regulatory submission, or other context where accuracy is essential.

Licenses and Access

License Grant

Subject to your compliance with these Terms and timely payment of all applicable fees, Origin Software grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Services solely for your internal business purposes (or, in the case of CompoundFX, for your personal financial planning purposes) during the applicable license term.

The scope of the license depends on the specific Service and edition:

• ViewerFX^® Standard Edition is licensed per user, for installation and use on a single desktop computer.
• ViewerFX^® Server Edition is licensed per server, for installation on a single Citrix or Terminal Server-enabled computer with unlimited users accessing through that server.
• ViewerFX^® Site Edition is licensed per physical location, for unlimited installations of ViewerFX^® at the licensed location.
• ViewerFX^® Free Edition is licensed for individual non-commercial use, with feature limitations as described on our website.
• CommissionSpot is licensed under the terms of a separate enterprise agreement entered into between Origin Software and the customer organization.
• CompoundFX is licensed under the terms of the Apple App Store End User License Agreement, supplemented by these Terms.
• Retold is licensed under the terms of the Apple App Store End User License Agreement, supplemented by these Terms.

Restrictions

You agree not to, and will not permit any third party to:

• Use the Services in any manner not expressly permitted by these Terms or applicable license documentation.
• Copy, modify, distribute, sell, lease, sublicense, or otherwise transfer rights in the Services to any third party.
• Reverse engineer, decompile, disassemble, or attempt to derive the source code of any of the Services, except to the extent expressly permitted by applicable law.
• Remove, alter, or obscure any proprietary notices, labels, or marks on the Services.
• Use the Services to develop a competing product or service.
• Circumvent, disable, or otherwise interfere with security-related features of the Services or features that prevent or restrict use or copying of any content.
• Use the Services in violation of any applicable law, regulation, or third-party right.
• Share, transfer, or use license keys beyond the scope of the applicable license edition.

Enterprise Customers and Service Agreements

Enterprise Agreements

Customers using CommissionSpot, custom development services, or other enterprise offerings are subject to the terms of a separate written agreement entered into between Origin Software and the customer organization. In the event of any conflict between these Terms and the terms of such an enterprise agreement, the terms of the enterprise agreement will control with respect to the subject matter of that agreement.

Customer Data

For enterprise customers, "Customer Data" means data, content, and information submitted to or processed by the Services on behalf of the customer, including (in the case of CommissionSpot) commission and compensation data, originator records, and related operational data of the customer organization.

The customer retains all right, title, and interest in and to its Customer Data. Origin Software processes Customer Data solely for the purpose of providing the Services to the customer in accordance with the applicable enterprise agreement and this section. We will not access, use, or disclose Customer Data except as necessary to provide the Services, comply with the customer's instructions, or as required by applicable law.

The customer is responsible for the accuracy, quality, and legality of its Customer Data; for ensuring that it has all necessary rights, consents, and authorizations to provide Customer Data to Origin Software for processing; and for compliance with all applicable laws and regulations governing the collection, use, and disclosure of Customer Data.

Acceptable Use

You agree not to use the Services to:

• Violate any applicable law, regulation, or third-party right.
• Transmit any viruses, worms, defects, Trojan horses, or other items of a destructive nature.
• Attempt to gain unauthorized access to any portion or feature of the Services, or any other systems, accounts, or networks connected to the Services.
• Interfere with or disrupt the integrity or performance of the Services or the data contained therein.
• Probe, scan, or test the vulnerability of the Services or any system or network connected to the Services.
• Submit content that infringes the intellectual property rights of any third party, that is defamatory, harassing, threatening, abusive, or otherwise objectionable, or that violates the privacy rights of others.
• Engage in any automated use of the Services (for example, using scripts to scrape content or send messages) without our prior written permission, except where the Services expressly support automated access through documented APIs.
• Impersonate any person or entity, or falsely state or otherwise misrepresent your affiliation with any person or entity.
• Resell, sublicense, or commercially exploit the Services without our prior written consent, except as expressly permitted by your applicable license.

We reserve the right, but undertake no obligation, to investigate and take appropriate legal action against anyone who violates this section, including removing the offending content, terminating the violator's account or license, and reporting the violator to law enforcement authorities.

Intellectual Property

Our Intellectual Property

The Services and all content, features, and functionality of the Services (including but not limited to all software, text, displays, images, video, audio, design, selection, and arrangement) are owned by Origin Software, our licensors, or other providers of such material and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws.

These Terms do not grant you any rights to use the Origin Software name, ViewerFX^®, CommissionSpot, CompoundFX, Retold, or any other trademarks, service marks, logos, trade names, or other distinctive brand features of Origin Software. ViewerFX is a registered trademark of Origin Software, Inc.

Nothing in these Terms transfers any ownership rights in the Services or any related intellectual property to you. All rights not expressly granted in these Terms are reserved by Origin Software.

Feedback

If you provide us with any feedback, suggestions, comments, or recommendations regarding the Services ("Feedback"), you hereby grant Origin Software a perpetual, irrevocable, worldwide, royalty-free, fully paid-up, non-exclusive, sublicensable, transferable license to use, reproduce, modify, distribute, prepare derivative works based on, publicly display, publicly perform, and otherwise exploit such Feedback for any purpose, without compensation or attribution to you.

Fees and Payment

Fees for paid Services (including ViewerFX^® Standard, Server, and Site licenses, CompoundFX in-app purchases, and CommissionSpot enterprise subscriptions) are as set forth on the originsoftware.net website, in the applicable App Store listing, or in your enterprise agreement, as applicable.

ViewerFX^® licenses are sold as perpetual licenses through our payment processor, Wave Apps. Payments are processed by Wave Apps under their own terms and privacy practices.

CompoundFX and Retold purchases are processed by Apple through the App Store under Apple's terms and conditions.

CommissionSpot fees are governed by the applicable enterprise agreement.

All fees are non-refundable except as expressly stated in these Terms or in an applicable enterprise agreement, or as otherwise required by applicable law.

We reserve the right to modify our fees at any time, with notice to existing customers as required by applicable law or agreement. Continued use of paid Services after a fee change constitutes acceptance of the new fees.

You are responsible for any taxes, duties, or other governmental charges associated with your use of the Services, except for taxes based on Origin Software's net income.

Confidentiality

In the course of using the Services, you may have access to information that is confidential or proprietary to Origin Software ("Confidential Information"). Confidential Information includes, but is not limited to, non-public information about the Services, business and technical information, pricing, customer lists, and other information that a reasonable person would understand to be confidential given the nature of the information and the circumstances of its disclosure.

You agree to:

• Maintain the confidentiality of all Confidential Information using at least the same degree of care that you use to protect your own confidential information of similar importance, but in no event less than reasonable care.
• Not disclose Confidential Information to any third party except as expressly permitted by these Terms or with our prior written consent.
• Use Confidential Information solely for the purposes of using the Services in accordance with these Terms.

These confidentiality obligations do not apply to information that: (a) is or becomes publicly available through no fault of the receiving party; (b) was known to the receiving party prior to disclosure; (c) is independently developed by the receiving party without use of or reference to Confidential Information; or (d) is required to be disclosed by law or court order, provided that the receiving party gives prompt notice to the disclosing party (where legally permitted) and cooperates in any effort to obtain a protective order.

Third-Party Services and Links

The Services may contain links to third-party websites, services, or resources, or may interact with third-party services (such as Apple's App Store, Wave Apps for payment processing, and Amazon Web Services for cloud infrastructure). These third-party services are not under our control, and we are not responsible for their content, privacy practices, or terms of service. Your use of any third-party service is subject to that third party's terms and policies. We encourage you to review the terms and privacy policies of any third-party service you access.

Disclaimers

THE SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, OR NON-INFRINGEMENT.

ORIGIN SOFTWARE DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, SECURE, OR FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT THE RESULTS OBTAINED FROM USE OF THE SERVICES WILL BE ACCURATE OR RELIABLE.

YOU ASSUME ALL RISKS ASSOCIATED WITH YOUR USE OF THE SERVICES. ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE SERVICES IS ACCESSED AT YOUR OWN DISCRETION AND RISK, AND YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL.

CALCULATION OUTPUTS FROM THE SERVICES, INCLUDING COMPOUND INTEREST PROJECTIONS FROM COMPOUNDFX, COMMISSION CALCULATIONS FROM COMMISSIONSPOT, NEWS ANALYSES FROM RETOLD, AND REPORT RENDERING FROM VIEWERFX^®, ARE PROVIDED FOR INFORMATIONAL PURPOSES ONLY AND DO NOT CONSTITUTE FINANCIAL, LEGAL, REGULATORY, OR PROFESSIONAL ADVICE. YOU SHOULD CONSULT WITH QUALIFIED PROFESSIONALS BEFORE MAKING DECISIONS BASED ON OUTPUTS FROM THE SERVICES.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES. ACCORDINGLY, SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.

Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL ORIGIN SOFTWARE, ITS AFFILIATES, OR ITS LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, OR DIRECTORS BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE OR INABILITY TO USE THE SERVICES, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT, OR OTHERWISE, EVEN IF FORESEEABLE.

WITHOUT LIMITING THE FOREGOING, IN NO EVENT WILL ORIGIN SOFTWARE'S AGGREGATE LIABILITY ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR YOUR USE OF THE SERVICES EXCEED THE GREATER OF (A) THE AMOUNT YOU HAVE PAID TO ORIGIN SOFTWARE FOR THE SERVICES IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO LIABILITY, OR (B) ONE HUNDRED U.S. DOLLARS ($100).

THE FOREGOING LIMITATIONS WILL APPLY WHETHER OR NOT ORIGIN SOFTWARE HAS BEEN ADVISED OF OR SHOULD HAVE BEEN AWARE OF THE POSSIBILITY OF SUCH DAMAGES.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES, SO THESE LIMITATIONS MAY NOT APPLY TO YOU. IN SUCH JURISDICTIONS, ORIGIN SOFTWARE'S LIABILITY WILL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW.

Indemnification

You agree to defend, indemnify, and hold harmless Origin Software, its affiliates, licensors, and service providers, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors, and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys' fees) arising out of or relating to your violation of these Terms or your use of the Services, including, but not limited to, any use of the Services' content, services, and products other than as expressly authorized in these Terms, or your use of any information obtained from the Services.

Term and Termination

These Terms will remain in full force and effect while you use the Services. We may suspend or terminate your access to the Services or revoke your license at any time, with or without cause and with or without notice, including if we believe in our sole discretion that you have violated these Terms.

You may terminate your relationship with Origin Software at any time by ceasing to use the Services and, where applicable, requesting that we delete any account or license records associated with you.

Upon termination, your right to use the Services will immediately cease. The following sections will survive termination: Description of Services (with respect to disclaimers about outputs), Restrictions, Intellectual Property, Fees and Payment (with respect to amounts owed), Confidentiality, Disclaimers, Limitation of Liability, Indemnification, Dispute Resolution and Governing Law, and General Provisions.

Dispute Resolution and Governing Law

These Terms and any dispute arising out of or related to these Terms or the Services will be governed by the laws of the State of California, without regard to its conflict of laws principles.

Informal Resolution

Before filing any claim against Origin Software, you agree to attempt to resolve the dispute informally by contacting us at legal@originsoftware.net. We will attempt to resolve the dispute informally by contacting you via email. If a dispute is not resolved within thirty (30) days of submission, you or Origin Software may bring a formal proceeding.

Binding Arbitration

ANY DISPUTE OR CLAIM ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICES (EXCEPT FOR DISPUTES THAT QUALIFY FOR SMALL CLAIMS COURT) WILL BE RESOLVED BY BINDING ARBITRATION ADMINISTERED BY THE AMERICAN ARBITRATION ASSOCIATION ("AAA") UNDER ITS COMMERCIAL ARBITRATION RULES. THE ARBITRATION WILL BE CONDUCTED IN SACRAMENTO, CALIFORNIA, OR ANOTHER LOCATION MUTUALLY AGREED UPON BY THE PARTIES.

The arbitrator's decision will be final and binding, and judgment on the arbitrator's award may be entered in any court of competent jurisdiction. The arbitrator may grant whatever relief that would be available in court under law or in equity.

YOU AND ORIGIN SOFTWARE AGREE THAT EACH PARTY MAY BRING CLAIMS AGAINST THE OTHER ONLY IN ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. NO ARBITRATION OR PROCEEDING WILL BE COMBINED WITH ANOTHER WITHOUT THE PRIOR WRITTEN CONSENT OF ALL PARTIES.

Exceptions to Arbitration

The arbitration provision above does not apply to: (a) claims that may be brought in small claims court; (b) claims for injunctive or equitable relief related to the protection of intellectual property rights or confidentiality; or (c) claims that cannot be subject to mandatory arbitration as a matter of applicable law.

Jury Trial Waiver

TO THE EXTENT PERMITTED BY APPLICABLE LAW, YOU AND ORIGIN SOFTWARE WAIVE ANY RIGHT TO A JURY TRIAL OF ANY CLAIM OR CAUSE OF ACTION ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICES.

General Provisions

Entire Agreement. These Terms, together with the Privacy Policy and any applicable enterprise agreement, constitute the entire agreement between you and Origin Software regarding the Services and supersede all prior agreements and understandings.

Severability. If any provision of these Terms is held to be invalid or unenforceable, the remaining provisions will remain in full force and effect.

No Waiver. Our failure to enforce any right or provision of these Terms will not be deemed a waiver of such right or provision.

Assignment. You may not assign or transfer your rights or obligations under these Terms without our prior written consent. We may assign or transfer our rights and obligations under these Terms at any time without notice.

Force Majeure. Neither party will be liable for failure to perform any obligation under these Terms (other than payment obligations) due to circumstances beyond its reasonable control, including acts of God, natural disasters, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, accidents, network infrastructure failures, strikes, or shortages of transportation facilities, fuel, energy, labor, or materials.

Notices. Any notice required or permitted under these Terms must be in writing and will be deemed given when delivered: (a) by email to the email address associated with your account or, in our case, to legal@originsoftware.net; or (b) by certified mail to the physical address associated with your account or, in our case, to Origin Software, Inc., 2108 N St #15546, Sacramento, CA 95816.

No Partnership. These Terms do not create any agency, partnership, joint venture, employment, or franchise relationship between you and Origin Software.

Headings. The section headings in these Terms are for convenience only and have no legal or contractual effect.

Contact Information

If you have any questions about these Terms, please contact us at Origin Software, Inc., 2108 N St #15546, Sacramento, CA 95816, or by email at legal@originsoftware.net.