END USER LICENSE AGREEMENT (EULA)
Last Updated: August 2026
GHOSTVUE, LLC (“GHOSTVUE”) IS WILLING TO CONSENT TO THE SUBLICENSING OF THE SOFTWARE (AS DEFINED HEREIN) TO END USER PURSUANT TO THE TERMS OF THIS END USER LICENSE AGREEMENT (THE “AGREEMENT”) ONLY IF END USER (A) LICENSED THE SOFTWARE FROM AN AUTHORIZED SUBLICENSOR, AND (B) ACCEPTS ALL OF THE TERMS CONTAINED IN THIS AGREEMENT. IF END USER DOES NOT AGREE TO ALL OF THE TERMS SET FORTH IN THIS AGREEMENT, IT MUST NOT USE, INSTALL OR DOWNLOAD THE SOFTWARE. BY DOWNLOADING, INSTALLING, ACCESSING, OR USING THE GHOSTVUE MOBILE APPLICATION, END USER AGREES TO BE BOUND BY THIS AGREEMENT AND THE GHOSTVUE PRIVACY POLICY. THE SOFTWARE IS LICENSED, NOT SOLD.
FOR PURPOSES OF THIS AGREEMENT, (A) “SOFTWARE” MEANS the GhostVue computer software programs (including the GhostVue mobile application) that are BEING licensed in object code form and that operate in conjunction with the DOCUMENTATION, TOGETHER WITH ANY UPGRADES, UPDATES, BUG FIXES OR MODIFIED VERSIONS THERETO, TOGETHER WITH BACKUP COPIES OF ANY OF THE FOREGOING, (B) “SERVICES” MEAN the Services that GhostVue provides to end user in connection with the software, and (C) “Documentation” means the user guide to the Software, release notes, schematics and descriptions embedded in the Software, such as help screens.
1. Nonexclusive License. Subject the terms and conditions of this Agreement and subject to GhostVue’s timely receipt of any and all license fees from the authorized sublicensor and/or End User, GhostVue hereby consents to authorized sublicensor’s grant to End User of a nonexclusive, nontransferable, limited use license and right to use the Software and the Documentation during the Term (as hereinafter defined) only at End User’s specified site location, for End User’s specified users in each case as set forth in the written agreement between the authorized sublicensor and the End User. For purposes of this Agreement, the “Term” means the term of the agreement entered into by and between the authorized sublicensor and End User with respect to the Software and the Services. End User hereby agrees that GhostVue will have the right, from time to time, to audit End User’s use of the Software and End User’s compliance with the terms of this Agreement.
2. Proprietary Rights. End User hereby acknowledges and agrees that (a) the Software (and all copies thereof) and the Documentation (and all copies thereof) are the copyrighted, proprietary, and confidential property of GhostVue, and that as among GhostVue, sublicensor and End User, all right, title and interest in and to the intellectual property rights in and to the Software and the Documentation, including but not limited to all patent, copyright, trademark and trade secret rights, are owned by, belong to and remain with GhostVue and not sublicensor or End User, (b) End User must maintain the Software and Documentation in confidence and must not sell, transfer, publish, disclose, rent, lease, or sublicense the Software (and any copies thereof) or the Documentation (and any copies thereof), (c) End User must use the Software and Documentation only for its own internal business use and only in compliance with this Agreement, and End User must not display or otherwise make available to others the Software or the Documentation; (d) End User must not, and must not permit any other person to, disassemble, decompile, reverse engineer, modify, translate, or create derivative works based on the Software or Documentation, (e) End User must not copy the Software or Documentation except for (i) up to two archival or backup copies (object code only) for the Software and Documentation provided that such copies must be reproduced with and incorporate all of GhostVue’s protective notices, including GhostVue’s copyright notices, and (ii) such copies as reasonably necessary for End User to exercise its rights to use the Software and Documentation pursuant to this Agreement, and (f) End User will be responsible for, and will take appropriate steps to insure compliance by, its employees, agents, and customers with respect to End User’s obligations under this Agreement.
3. Software Updates. GhostVue may provide updates, bug fixes, enhancements, or modifications to the Software at any time. End User acknowledges that certain updates may be required for the proper operation of the Software and compatible GhostVue products.
4. Bluetooth Connectivity. The Software uses Bluetooth connectivity to communicate solely with compatible GhostVue devices. End User acknowledges that Bluetooth functionality may be impacted by device compatibility, hardware limitations, environmental conditions, or operating system requirements, and that GhostVue does not guarantee uninterrupted Bluetooth communication.
5. Product Use and Legal Compliance. End User is solely responsible for complying with all applicable federal, state, and local laws and regulations concerning the use of the Software and GhostVue products. GhostVue makes no representation, warranty, or guarantee that the possession, installation, sale, distribution, advertising, or use of GhostVue products is lawful in any particular jurisdiction. Laws governing license plate visibility, obstruction, display, and vehicle identification vary by jurisdiction and may be interpreted differently by enforcement authorities.
Laws governing GhostVue products may change at any time. GhostVue has no obligation to monitor, update, or notify End User regarding changes in applicable federal, state, local, or municipal laws, and End User is solely responsible for ensuring continued compliance with applicable laws.
Opaque Mode Restrictions. Opaque Mode (also referred to as “Ghost Mode”) is intended solely for the following controlled, lawful uses:
• Private property;
• Vehicle shows, exhibitions, and displays;
• Photography and videography;
• Off-road environments;
• Closed-course events;
• Storage or display of a vehicle;
• Other lawful private-use situations.
Opaque Mode is not intended for use on public roads where prohibited by law. GhostVue reserves the right to modify product functionality, warnings, or restrictions to promote legal compliance.
Third-Party Use. GhostVue is not responsible for the use, misuse, installation, possession, transfer, loan, rental, resale, or operation of GhostVue products by any third party. Responsibility for compliance with applicable laws remains with the individual possessing or operating the product.
Restricted Jurisdictions. Certain states and jurisdictions restrict or prohibit the sale, shipment, possession, installation, or use of GhostVue products. End User is responsible for reviewing the current list of restricted jurisdictions and complying with all applicable laws. End User’s use of the Software and GhostVue products is also subject to the GhostVue Product Use & Legal Compliance Notice, which is incorporated into this Agreement by reference.
6. Additional Use Restrictions. In addition to the restrictions set forth in the Section titled Proprietary Rights, End User must not, and must not permit any other person to:
• circumvent or attempt to circumvent any security features of the Software;
• use the Software for any unlawful purpose;
• use the Software or any GhostVue product to evade or interfere with law enforcement, toll collection systems, automated license plate reader systems, parking enforcement systems, speed cameras, traffic enforcement systems, or vehicle identification requirements; or
• remove, alter, or obscure any proprietary notices or trademarks.
7. Privacy. End User’s use of the Software is subject to the GhostVue Privacy Policy. As of the launch of the Software, the Software does not require user accounts and does not collect personal information, and Bluetooth pairing functionality is used solely for the operation of compatible GhostVue devices.
8. Limited Warranty. Subject to the limitations contained herein, GhostVue warrants all of the following to End User (collectively, the “Limited Warranty”):
Functionality. the Software will perform in accordance with the Documentation and any specifications provided by GHOSTVUE. In the event of a breach of this limited warranty, GHOSTVUE’s sole liability to end user will be to repair or replace the failing item of Software so that it performs in accordance with such LIMITED warranty.
Virus Warranty. The Software will not contain any viruses or other malicious computer instructions that infect, damage, disable, or shut down the Software or any computer system.
The Limited Warranty does not apply to defects resulting from (a) improper or inadequate maintenance or configuration of End User’s computers and software, (b) software, interfacing, parts or supplies not supplied by GhostVue, (c) unauthorized specifications for the Software, (d) improper site preparation or maintenance, or (e) End User’s improper use of the Software and/or Documentation. End User acknowledges and agrees that End User’s sole remedy for a breach of the Limited Warranty is limited to repair or replacement of the Software. THE FORGOING LIMITED WARRANTY IS THE SOLE WARRANTY WITH RESPECT TO THE SOFTWARE, THE DOCUMENTATION, AND ANY SERVICES PROVIDED HEREIN AND GHOSTVUE HEREBY DISCLAIMS ALL OTHER WARRANTIES, EXPRESSED OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY WARRANTY OF MERCHANTABILITY, NON-INFRINGEMENT OR FITNESS FOR A PARTICULAR PURPOSE.
9. Limitation of Liability. IN NO EVENT WILL EITHER PARTY BE LIABLE TO THE OTHER PARTY FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR FOR ANY LOSS OF PROFITS, LOSS OF BUSINESS OR REVENUE, LOSS OR INACCURACY OF INFORMATION OR DATA, COST OF RECOVERING SOFTWARE OR DATA, LOSS OF USE, OR COST OF PROCUREMENT OF SUBSTITUTE GOODS, SERVICES, OR TECHNOLOGY, HOWEVER CAUSED, WHETHER IN AN ACTION OR CLAIM ARISING IN CONTRACT, WARRANTY, TORT, NEGLIGENCE, PRODUCT LIABILITY, STRICT LIABILITY, OR ANY OTHER CAUSE OF ACTION OR CLAIM ARISING FROM OR RELATED TO THIS AGREEMENT, THE SOFTWARE OR DOCUMENTATION, OR OTHERWISE, AND WHETHER OR NOT SAID PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. IN NO EVENT WILL GHOSTVUE’S AGGREGATE LIABILITY UNDER ANY CAUSE OF ACTION UNDER THIS AGREEMENT EXCEED THE LICENSE FEES RECIVED BY GHOSTVUE FOR END USER’S USE OF THE SOFTWARE.
10. Indemnification. Subject to the limitations of liability contained herein, GhostVue will indemnify, defend and hold End User, and its directors, officers, agents and employees (each, an “End User Indemnitee”), harmless from and against all claims, damages, costs, expenses and reasonable attorney fees (collectively “Damages”) arising out of a third party claim against an End User Indemnitee (a) for injury to persons or loss or damage to property to the extent resulting from any negligent act or omission of GhostVue in connection with the performance of GhostVue’s obligations under this Agreement, (b) for the intentional misconduct of GhostVue, or (c) for violations of applicable laws by GhostVue. End User will indemnify, defend and hold GhostVue, and its directors, officers, agents and employees (each, a “GhostVue Indemnitee”) from and against all Damages arising out of a third party claim against a GhostVue Indemnitee (x) for injury to persons or loss or damage to property to the extent resulting from any negligent act or omission of End User in connection with the performance of its obligations under this Agreement, (y) for the intentional misconduct of End User, or (z) for violations of applicable laws by End User.
11. Assumption of Risk. End User acknowledges that improper, unlawful, or noncompliant use of the Software or GhostVue products may result in citations, fines, penalties, vehicle impoundment, suspension of driving privileges, civil liability, or criminal prosecution. End User voluntarily assumes all risks associated with its possession or use of the Software and GhostVue products.
12. Intellectual Property Infringement Indemnification. Subject to the limitations of liability contained herein, GhostVue will indemnify, defend and hold harmless the End User Indemnitees from and against all Damages arising out of any claim that the Software (as provided by GhostVue or as modified in accordance with GhostVue’s written instructions) or the use of the Software in accordance with this Agreement constitutes an infringement of any patent, trademark, copyright, trade secret, or other intellectual property right of a third party. Notwithstanding, the obligation to indemnify, defend and hold harmless the End User Indemnitees will not apply to the extent the violation is caused by an End User or third party’s unauthorized modification of the Software. End User will indemnify, defend and hold harmless the GhostVue Indemnitees from and against all Damages arising out of any claim that GhostVue’s use of End User’s data constitutes an infringement, misappropriation or other violation of any patent, trademark, copyright, trade secret, or other intellectual property right of a third party.
Indemnification Procedures. Upon becoming aware of any matter which is subject to the provisions of the Section titled Indemnification (a "Claim"), the party seeking indemnification (the "Indemnified Party") must give prompt written notice of such Claim to the other party (the “Indemnifying Party”), accompanied by copies of any written documentation regarding the Claim received by the Indemnified Party. The Indemnifying Party shall compromise or defend, at its own expense and with its own counsel, any such Claim. The Indemnified Party will have the right, at its option, to participate in the settlement or defense of any such Claim, with its own counsel and at its own expense; provided, however, that the Indemnifying Party will have the right to control such settlement or defense. The Indemnifying Party will not enter into any settlement that imposes any liability or obligation on the Indemnified Party without the Indemnified Party’s prior written consent. The parties will cooperate in any such settlement or defense and give each other full access to all relevant information, at the Indemnifying Party’s expense.
13. Termination. Without limiting any other termination rights in this Agreement, this license will automatically terminate if End User violates this Agreement. Upon termination, End User must cease using the Software and delete all copies within its possession or control.
14. App Store Additional Terms. To the extent End User obtains the Software through an app store, marketplace, or other third-party distribution platform, the following additional terms apply:
•this Agreement is between End User and GhostVue, LLC, not the operator of the applicable app store, marketplace, or distribution platform;
• GhostVue is solely responsible for the Software and any support services, and the applicable app store, marketplace, or distribution platform has no obligation to furnish any maintenance or support services with respect to the Software;
• End User’s use of the Software may also be subject to the applicable terms and policies of the app store, marketplace, or distribution platform through which End User obtains the Software;
• to the extent End User obtains the Software through the Apple App Store, Apple, Inc. (“Apple”) and its subsidiaries are third-party beneficiaries of this Agreement and may enforce its terms against End User; and
• to the extent required by the terms of the applicable app store, marketplace, or distribution platform, the operator thereof may have additional rights or obligations with respect to the Software.
15. General Terms. End User must not assign or transfer this Agreement in whole or in part without GhostVue’s prior written consent (which consent may be given or withheld in GhostVue’s sole discretion), except that in connection with an assignment of this Agreement to a successor of End User’s business. The rights and obligations of this Agreement will be binding upon and inure to the benefit of the parties hereto and their successors and permitted assigns. The invalidity or unenforceability of any particular provision of this Agreement will not affect the other provisions hereof, and the remainder of the Agreement will be construed in all respects as if such invalid or unenforceable provision has been omitted. The waiver by any of the parties, express or implied, of any right under this Agreement or with respect to any failure to perform under or breach of this Agreement by the other party, will not constitute or be deemed a waiver of any other right under this Agreement or of any other failure to perform under or breach of this Agreement by the other party, whether of a similar or dissimilar nature. The parties to this Agreement are independent contractors, and this Agreement will not establish any relationship of partnership, joint venture, employment, franchise, or agency between the parties. Neither party will have the power to bind the other party or incur obligations on the other party’s behalf without the other party’s prior written consent. The laws of the State of Ohio, without regard to its conflict-of-laws principles, will govern the validity and interpretation of this Agreement. Any legal suit, action or proceeding arising out of or related to this Agreement or the matters contemplated hereunder must be instituted exclusively in the federal or state courts of the United States or the courts of the State of Ohio in each case located in Summit County, Ohio, and each party irrevocably submits to the exclusive jurisdiction of such courts in any such suit, action or proceeding and waives any objection based on improper venue or forum non conveniens. This Agreement supersedes all prior and contemporaneous discussions between the parties with respect to the subject matter of this Agreement. This Agreement constitutes the entire agreement of the parties with respect to the subject matter thereof, and may not be amended by End User. GhostVue may update this Agreement from time to time, and End User’s continued use of the Software after the revised Agreement becomes effective constitutes acceptance of the revised Agreement.
16. Contact Information. Questions regarding this Agreement may be directed to GhostVue at:
GhostVue, LLC
343 Portage Blvd.
Kent, Ohio 44240 USA
Email: support@myghostvue.com
