Cloud Security Services End User Terms of Service
Version Date: January 31, 2025
This Cloud Security Services End User Terms of Service (“Terms of Service,” “TOS” or “Terms”) is a legal contract between you and Lookout (“Lookout“, “we“, “our“).
You may have been directed to download and install the Lookout Cloud Security Service Client Security Software (“the Client Software”) likely as a result of your involvement or employment with an organization that either (1) requires all or some of its workforce to install the Client Software or (2) requires all or some of its workforce to install a management suite that includes the Client Software. These Terms govern access to and your use of the Client Software. By using the Client Software, and unless your organization has a master license agreement with Lookout which incorporates these Terms, you agree to be bound by this Terms of Service.
You may use the Client Software only if you can form a binding contract with Lookout and are not a person barred from receiving service under the laws of the United States or other applicable jurisdiction. You may use the Client Software only in compliance with these Terms (and those of your organization if applicable) and all applicable local, state, national, and international laws, rules and regulations. If you are under 16, you cannot use the Client Software.
1. Lookout’s Rights.
a. We License Our Client Software to You: Lookout grants you a personal, non-exclusive, non-transferable, non-sublicensable, revocable license to use the Client Software according to these Terms.
b. Lookout Retains All Rights in Client Software: All right, title, and interest in and to the Client Software are and will remain the exclusive property of Lookout. The Client Software is protected by intellectual property laws and other proprietary rights of the United States and foreign countries. Lookout grants you no license to the Client Software or any other Lookout content beyond what is expressly granted in this TOS nor any rights to use or appropriate, in any manner, the Lookout trademarks, logos, domain names, or any other intellectual property or brand features of Lookout.
c. We Can Modify Client Software: We reserve the right to modify, suspend, or cancel the Client Software (or any features within the Client Software) to you at any time and for any reason. If we do so, we or your organization, may notify you through reasonable means.
d. Open Source and Third-Party Code Has Its Own Licenses: All open source or third-party code incorporated in the Client Software is covered by the applicable open source or third-party end user license agreement, if any, that authorizes the use of such code.
e. Feedback You Provide: If you submit comments, ideas, or feedback to us, you agree that we can use them without any restriction or compensation to you.
2. Restrictions on Your Use of the Client Software.
a. The Integrity of Your Account Information Is Your Responsibility: You must ensure that all information relating to your account (i.e. password and any login credentials) is kept secure, accurate and up to date at all times. You are solely and fully responsible for all activities that occur under your account and we will not be liable for any damages or liability resulting from your failure to keep your account information accurate, up to date, or secure. Should you suspect that any unauthorized party may be using your account, or you suspect any other breach of security, you agree to contact us immediately.
b. Obey the Law and Our Rules: You are permitted to access and use the Client Software only through the means we expressly provide to you, or was otherwise provided to you by your organization. You may not use the Client Software in any way that violates any laws, regulation, or these Terms, harms any person, or infringes any person or entity’s rights (including intellectual property and other proprietary rights). In addition, without limitation, when using the Client Software you may not:
1. Hack or interfere with the Client Software, its servers or any connected networks,
2. Adapt, alter, license, sublicense or translate the Client Software for your own personal or commercial use,
3. Remove or alter, visually or otherwise, any copyrights, trademarks or proprietary marks and rights owned by Lookout,
4. Register under different usernames or identities, after your account has been suspended or terminated, or
5. Circumvent or disable the Client Software or any technology, features, or measures included in the Client Software for any reason, except as permitted by law.
c. You May Not Circumvent Our Security: You are not allowed to circumvent or disable the Client Software or any technology, features, or measures included in the Client Software for any reason, except as permitted by law.
d. Respect Our Intellectual Property: The license granted to you in these Terms is solely for the purpose of allowing you to use the Client Software. You may not violate any exclusive rights that we have under any intellectual property or other proprietary rights laws. You may not decompile, disassemble, reverse engineer, or otherwise attempt to derive the source code for any part of the Client Software, including executable and configurable content, except as permitted by law.
e. You May Only Use Lookout to Secure Your Device: Our Client Software is only provided to function on and secure upon your device(s) to which it is authorized for installation. You may not execute the Client Software in any other environment, e.g., in an emulated environment, as a research tool, or in any other way to develop or support another product, or use results derived from use of Lookout’s client for any other purpose, e.g., to verify a set of known results or to scan, power, or support any other Client Software, without our explicit written consent. Contact us at malware@lookout.com to request such access.
f. Only You Can Use Your Account: You may not sell, transfer, or allow any other person to access your account password or Client Software account. You may not provide information that is false, misleading, or inaccurate, or imply affiliation with a company or organization to which you are not affiliated.
3. Using the Client Software.
If your organization requires your use of the Client Software, you must use it in compliance with your organization’s terms and policies. Please note the use and implementation of the Client Software is subject to your organization’s control. By using the Client Software, you acknowledge your understanding and acceptance, including that your organization and its administrators will have access to information about applications and other relevant information, including possible access to data which is processed by the Client Software. By using the Client Software, you agree Lookout shall not be liable in any manner for the access to, and potential use of, information obtained by your organization through the Client Software.
4. Your Privacy.
Please refer to your organization’s privacy statements and or policies for information about the collection, use, and disclosure of data which is processed or otherwise accessible by your organization and any data processor who has access to the data.
5. Termination and Suspension of Your Account.
We may terminate or suspend your access to the Client Software without prior notice and without liability, at our sole discretion, including but not limited to such termination or suspension being based on (a) our good faith belief that you have violated these Terms, or (b) if you use the Client Software in a way that causes legal liability to us or disrupts others’ use of the Client Software. These remedies are in addition to any other remedies Lookout may have at law or in equity. Even after your right to use the Client Software is terminated or suspended, these Terms shall remain enforceable against you.
6. Disclaimers, Indemnity, and Limitations of Liability.
a. Disclaimers:
1. THE CLIENT SOFTWARE AND ANY THIRD-PARTY SOFTWARE, SERVICES, OR APPLICATIONS MADE AVAILABLE IN CONNECTION WITH THE CLIENT SOFTWARE ARE PROVIDED “AS IS,” WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, LOOKOUT AND ITS SUBSIDIARIES, AFFILIATES, RELATED COMPANIES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, PARTNERS, SUPPLIERS, DISTRIBUTORS, AND LICENSORS (“LOOKOUT ENTITIES”) DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING (BUT NOT LIMITED TO) IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT OF PROPRIETARY RIGHTS OR ANY REGARDING AVAILABILITY, RELIABILITY, OR ACCURACY OF THE CLIENT SOFTWARE. YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR EQUIPMENT OR DEVICE, LOSS OF USE, OR LOSS OF DATA.
2. WITHOUT LIMITING THE FOREGOING, NEITHER LOOKOUT NOR ITS AFFILIATES OR LICENSORS WARRANT THAT ACCESS TO THE SERVICE WILL BE UNINTERRUPTED OR THAT THE SERVICE WILL BE ERROR-FREE; NOR DO THEY MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICE, OR AS TO THE TIMELINESS, ACCURACY, RELIABILITY, COMPLETENESS OR CONTENT OF ANY SERVICE, INFORMATION OR MATERIALS PROVIDED THROUGH OR IN CONNECTION WITH THE USE OF THE SERVICE.
3. NEITHER LOOKOUT NOR ITS AFFILIATES OR LICENSORS IS RESPONSIBLE FOR THE CONDUCT, WHETHER ONLINE OR OFFLINE, OF ANY USER.
4. LOOKOUT AND ITS AFFILIATES AND LICENSORS CANNOT AND DO NOT GUARANTEE THAT ANY PERSONAL INFORMATION SUPPLIED BY YOU WILL NOT BE MISAPPROPRIATED, INTERCEPTED, DELETED, DESTROYED OR USED BY OTHERS.
b. Indemnity: You agree to indemnify and hold harmless Lookout and Lookout Entities from any and all claims, suits, actions, losses, costs, damages, and any other liabilities, including attorneys’ fees, arising out of or related to (a) your misuse of the Client Software, (b) any violation of the rights of any other person or entity by your use or misuse of the Client Software, or (c) your breach of any part of this TOS. Lookout reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us, and you agree to cooperate with our defense of these claims. You will not, in any event, settle any claim or matter relating to Lookout without the written consent of Lookout.
c. Limitation of Liability: TO THE MAXIMUM EXTENT PERMITTED BY LAW, LOOKOUT AND LOOKOUT ENTITIES WILL NOT BE LIABLE TO YOU FOR ANY SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE, RELIANCE, CONSEQUENTIAL, OR EXEMPLARY DAMAGES RELATING TO YOUR USE OF THE CLIENT SOFTWARE, EVEN IF LOOKOUT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE. IN NO EVENT SHALL LOOKOUT OR LOOKOUT ENTITIES’ TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, OR CAUSES OF ACTION ARISING OUT OF OR RELATING TO THIS TOS SHALL BE THE LESSER OF (1) THE AMOUNT PAID BY YOUR EMPLOYER FOR THE CLIENT SOFTWARE USED BY YOU DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE DATE OF YOUR CLAIM OR (2) ONE THOUSAND U.S. DOLLARS.
7. Governing Law and Jurisdiction
a. You Agree to Arbitrate: To the extent allowable under the laws of your jurisdiction, any dispute, claim or controversy arising out of or relating to the use of the Client Software, this Agreement or the breach, termination, enforcement, interpretation or validity thereof, including the determination of the scope or applicability of this agreement to arbitrate, shall be submitted before one arbitrator for final and binding arbitration in New York, New York, or other location to which both parties agree to in writing. The arbitration shall be administered by Judicial Arbitration and Mediation Client Software (“JAMS”) pursuant to its Comprehensive Arbitration Rules and Procedures and in accordance with the Expedited Procedures in those Rules (collectively, the “JAMS Rules”), both of which are available at the JAMS website www.jamsadr.com. Judgment on the award may be entered in any court having jurisdiction. This clause shall not preclude parties from seeking provisional remedies in aid of arbitration from a court of appropriate jurisdiction. The parties will cooperate with JAMS and with one another in selecting an arbitrator from the JAMS panel of neutrals and in scheduling the proceedings. Your arbitration fees and your share of arbitrator compensation will be governed by the JAMS Rules. The arbitrator shall award to the prevailing party, if any, the costs and attorneys’ fees reasonably incurred by the prevailing party in connection with any arbitration arising out of or related to use of the Client Software or this Agreement. If the arbitrator determines a party to be the prevailing party under circumstances where the prevailing party won on some but not all of the claims and counterclaims, the arbitrator may award the prevailing party an appropriate percentage of the costs and attorneys’ fees reasonably incurred by the prevailing party in connection with the arbitration.
b. Exception to Arbitration: Either party may bring a lawsuit in the federal or state courts of New York, New York solely for injunctive relief to stop unauthorized use or abuse of the Client Software or infringement of Intellectual Property Rights without first engaging in the informal dispute notice process described above.
c. U.S. Licensees Only - Waiver of Right to be a Plaintiff or Class Member in a Purported Class Action or Representative Proceeding: You and Lookout agree that any arbitration will be limited to the dispute between Lookout and you individually. YOU ACKNOWLEDGE AND AGREE THAT YOU AND LOOKOUT ARE EACH WAIVING THE RIGHT TO PARTICIPATE AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION OR REPRESENTATIVE PROCEEDING. Further, unless both you and Lookout otherwise agree, the arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of any class or representative proceeding. If this specific paragraph is held unenforceable, then Subsections 7(b)-(d) will be deemed null and void.
d. New York Provides the Governing Law and Jurisdiction for This TOS: This TOS will be governed by the laws of the State of New York, without regard to conflicts of law provisions. Both parties’ consent to the exclusive jurisdiction of the state and federal courts sitting New York, New York for any actions not subject to arbitration and you and Lookout agree to submit to the personal jurisdiction of such courts.
8. General Matters
a. Severability: If any provision of this TOS is held invalid or unenforceable, that provision will be modified to the extent necessary to render it enforceable without losing its intent. If no such modification is possible, that provision will be severed from this TOS and this TOS will otherwise remain in full force and effect.
b. No Waiver: Our failure or delay to enforce a provision under these Terms is not a waiver of our right to do so in the future.
c. No Assignment or Transfer: This TOS and any rights and licenses that we grant to you may not be transferred or assigned by you, but may be assigned or transferred by Lookout without restriction.
d. Entire Agreement: These Terms constitute the entire agreement between you and Lookout concerning the Client Software unless your employer has a master license agreement with Lookout which incorporates end user terms of service. If your organization has such a master license agreement then the terms of the master license will control over any conflicting Terms. Where these Terms do apply they supersede all prior or contemporaneous agreements between you and Lookout.
e. We Can Modify This TOS: Lookout may modify these Terms from time to time in its sole and absolute discretion. You agree to be bound by any changes to the TOS if you continue to use the Client Software after such changes are posted, so please read all changes carefully. The most current version of this TOS will be located at https://www.lookout.com/legal under “Cloud Security Services End User Terms of Service”.
f. No agency, partnership, joint venture, employer-employee or franchiser-franchisee relationship is intended or created by these Terms.
g. In the Event of Termination: The provisions that require or contemplate performance after the termination of these Terms, and all provisions relating to limitation of liability, disclaimers, and indemnification in these Terms will be enforceable regardless of the termination of these Terms.
I HEREBY ACKNOWLEDGE THAT I HAVE READ AND UNDERSTAND THE FOREGOING TERMS OF SERVICE AND AGREE THAT MY USE OF THE SERVICE IS AN ACKNOWLEDGMENT OF MY AGREEMENT TO BE BOUND BY THE TERMS AND CONDITIONS OF THIS AGREEMENT.