Software Licence Terms of Use

‍End User Licence Agreement

Please read this end user licence agreement (“EULA”) carefully before completing the download or using our Software as it contains important information regarding your legal rights and remedies.

PLEASE NOTE: This EULA applies to all non-US-domiciled customers only. US-domiciled customers can view our EULA here.

[Last revised: 19 January 2026]

1. Overview

1.1 This EULA constitutes a legal agreement between DataMasque and you. It takes legal effect, and will be legally binding on you, as of the date you download, install, copy or otherwise use the Software.

1.2 By downloading, installing, copying or otherwise using the Software, you agree that you have read, understood and will be legally bound by the terms of this EULA and your Order Form. If you do not agree to be legally bound by this EULA and/or your Order Form, do not download, install, copy or use (or continue to use) the Software.

1.3 We reserve the right to change or modify the terms of this EULA at any time and in our sole discretion. If we make changes to this EULA, we will provide notice of such changes by posting the revised EULA to our website and updating the “Last Revised” date above and/or by sending an email notification or posting additional notice on our website. Your continued use of the Software following our notice of the amended EULA will confirm your acceptance of the amended EULA. If you do not agree to the amended EULA, you may not continue accessing or using the Software.‍

2. Definitions

2.1 For the purposes of this EULA, the following definitions apply:

(a) “DataMasque”, “we”, “us” or “our” means DataMasque Limited (NZCN 8036942).

(b) “Day” means a calendar day and includes weekends and public holidays in New Zealand, and “Days” has a corresponding meaning.

(c) “End User”, “you” or “your” means any individual or entity who accepts this EULA, uses or has access to our Software.

(d) “End User Contract” has the meaning given to that term at clause 20.2.

(e) “EULA” means this agreement and includes the Order Form.

(f) “Fees” has the meaning given to that term at clause 6.1, and in your Order Form.

(g) “Force Majeure” means an event that is beyond the reasonable control of a party, excluding an event to the extent that it could have been avoided by a party taking reasonable steps or reasonable care, and/or excluding a lack of funds for any reason.

(h) "Intellectual Property Rights" means all intellectual property, proprietary and industrial rights existing anywhere in the world conferred under statute, common law or equity, including copyright, source code and object code, inventions (including patents), registered and unregistered trademarks and designs, circuit layouts, data and databases, confidential information, know-how, and all other rights resulting from intellectual activity, and “Intellectual Property” has a corresponding meaning and includes any enhancement, modification or derivative work of the Intellectual Property.

(i) “Licence" means a licence issued by DataMasque to use the Software on a defined Target System, on and subject to the terms of this EULA and your Order Form.

(j) “Licence Start Date” means the date your Licence begins, as set out in the Order Form.

(k) “Order Form” means an ordering document (by whatever name called) in our prescribed form, or online order, specifying the Software to be provided under this EULA.

(l) “Overdue Fees” has the meaning given to that term in clause 7.1.

(m) “Permitted Use” means your authorised use of the Software in accordance with the terms of this EULA and your Order Form.

(n) “Privacy Policy” means our privacy policy as described at clause 13.4.

(o) “Software” means the DataMasque™ software provided to you as further detailed in your Order Form, and includes any accompanying software, media, on-line or printed documentation provided by us to you in connection with such software.‍

(p) "Subscription Period” means the period of time during which you are authorised to receive a Licence and use the Software, as detailed in your Order Form.

(q) "Target System" means a physical or virtual machine on which the Software is installed.

(r) "Target Data Source" means the data source on which the Software will be used to mask data.

3. Grant of Licence

3.1 Upon your acceptance of this EULA, we grant you a non-exclusive, non-transferable licence to access and use the Software on the terms set out in this EULA and your Order Form.

3.2 The Software is intended only for use in conjunction with supported systems as defined in our support matrix (https://datamasque.com/solution/#SupportMatrix), and use of the Software is subject to any limitations imposed by that system.

3.3 You may:

(a) install, access and use the Software on the computer(s), device(s), computer environment(s) and for the duration as described in your Order Form; and

(b)opy the Software for back-up and archival purposes only, provided that any copy must contain all of the original Software's proprietary notices.

3.4 You acknowledge that the success of the Software requires your timely co-operation, and you agree to:

(a) ensure that any information which you give to us relating to the use of the Software is complete and accurate;

(b) on our request, provide information about DataMasque usage on your site and system. This may be done via an electronic capture process;

(c) ensure that anyone else who uses the Software does so in a manner which is consistent with your obligations under this EULA;

(d) notify us in writing immediately after you become aware of any circumstance which may suggest that any person may have unauthorised knowledge, possession or use of the Software; and

(e) use the Software for lawful purposes only.

3.4 You may not:

(a) install or use the Software except in accordance with the terms of this EULA;

(b) permit or enable any other individual or entity to install, copy or use the Software without our prior written consent. Where you are permitted to allow a third party to install, copy or use the Software, you agree to ensure that such activity does not exceed your Permitted Use;

(c) permit or allow any other individual or entity to take possession of the Software (including any computer or device on which the Software is installed or saved, regardless of who owns the computer or device) without our prior written consent;

(d) modify, adapt, translate, reverse engineer, decompile, disassemble (except to the extent that this restriction is expressly prohibited by law), merge, combine, or create derivative works of, the Software;

(e) copy the Software (except for the End User's own back-up or archival purposes);

(f) resell, licence, sublicence, distribute, rent, lease, assign, loan or otherwise transfer the Software (or any part of the Software) or any rights to the Software;

(g) remove, erase, or tamper with any copyright or other proprietary notices or labels on or in the Software or fail to preserve all copyright and other proprietary notices in any copy of the Software;

(h) refer to or otherwise use our Intellectual Property Rights as part of any effort to develop a program having any functional attributes, visual expressions or other features similar to the Software or to otherwise compete with our products and services;

(i) challenge our ownership of (including the Intellectual Property Rights in) the Software or any other item or material created or developed by or on behalf of Datamasque under or in connection with this EULA;

(j) use the Software in excess of your Permitted Use; or

(k) attempt to do any of the foregoing.

3.6 Nothing in this EULA shall be construed as conferring any title, ownership, rights, and/or Intellectual Property Rights in and to the Software which shall remain with us and/or our licensors at all times.

3.7 No further licence or rights are granted by us to you except as set out in this EULA.

4. Deployment without a licence

4.1 If we detect or become aware that you have deployed any additional copies of the Software without the required licencing within your current Subscription Period, we may require you to obtain a new Licence to reflect the additional usage.

5. Subscription Period

5.1 Subject to the terms of this EULA and your Order Form, you may use the Software for the duration of your Subscription Period.

5.2 At the expiry of the Subscription Period, the Software will cease to operate unless and until you obtain a new Licence to use the Software.

5.3 To obtain a new Licence, you must first agree with the terms of a new Order Form and our then current EULA. Once these are agreed, we will issue you with a new Licence.

5.4 If you do not obtain a New Licence at the end of the Subscription Period, you are no longer authorised to use the Software and must:

(a) delete all data generated by the Software; and

(b) cease using the Software in all respects.

6. Fees

6.1 You must pay (or procure payment of) the applicable fees for your use of the Software, for the relevant period, as per the payment terms in your Order Form (“the Fees”).

6.2 Where applicable, we will provide you with a valid GST tax invoice.

6.3 You must pay the Fees:

(a) either on the date set out in the invoice or, if there is none, by the 20th of the month following the date of invoice; or the payment date specified in the Order Form; and

(b) electronically in cleared funds without any set off or deduction.

6.4 You agree that our Fees are set based on your commitment to licence the Software for a specified Subscription Period and that we rely on such committed fee income.

6.5 No portion of Fees paid to us in advance is refundable.

6.6 Unless otherwise specified, Fees are exclusive of any local taxes, tariffs, duties or similar governmental assessments upon the supply of the Software. In the event the Fees are subject to any such costs, you are responsible to pay us any additional amount to ensure that we receive the amount we would have received had no such withholding been made.

7. Overdue Fees

7.1 Fees that remain outstanding more than 10 Days after becoming due and payable are deemed to be overdue for the purposes of the EULA (“Overdue Fees”).

7.2 If there are any Overdue Fees then you must, upon our written demand, pay default interest to us on those Overdue Fees at the rate of 1.5% per month, calculated daily and compounding monthly, from due date until payment is received by us.

7.3 We will not exercise our rights under clause 7.2 whilst Fees are in dispute provided that you:

(a) pay the portion of the Fees that are not in dispute; and

(b) act reasonably, in good faith and are co-operating fully with us to resolve the dispute.

7.4 We may nominate a third party to invoice and collect Overdue Fees on our behalf.

7.5 Any third party acting on our behalf is not our agent.

8. Increases

8.1 Fees outlined and agreed in your Order Form are not subject to change unless in accordance with this clause 8.

8.2 By giving at least 30 Days’ notice, we may increase the Fees to reflect our current market pricing.

8.3 Fees updated under this clause 8 are deemed to be the Fees listed in the Order Form.

8.4 If you do not wish to pay the increased Fees, you may terminate this EULA on no less than 15 Days’ notice, provided the notice is received by us before the effective date of the Fee increase. If you do not terminate the EULA in accordance with this clause, you are deemed to have accepted the increased Fees.

9. Intellectual property

9.1 ,Subject to clauses 9.2 and 9.3, the following Intellectual Property remains the property of Datamasque:

(a) Intellectual Property that existed prior to the Licence Start Date; and

(b) Intellectual Property that was developed independently of the EULA.

9.2 From the date of its creation or development, Datamasque owns all Intellectual Property Rights in:

(a) the Software; and

(b) any other item or material created, developed or provided by or on behalf of us under or in connection with this EULA.

9.3 If the End User provides us with ideas, comments or suggestions relating to the Software:

(a) all Intellectual Property Rights in that feedback, and anything created as a result of that feedback (including new material enhancements, modifications or derivative works), are owned solely by Datamasque; and

(b) Datamasque may use or disclose any feedback for any purpose.

9.4 The Software is protected by copyright laws and international copyright treaties, as well as other intellectual property rights and treaties.

9.5 You acknowledge and agree that the Software involves and includes proprietary Intellectual Property Rights, information and methodology, and that any disclosure or use of the Software not expressly authorised in this EULA is not permitted and will result in irreparable injury to us and our licensors not compensable by money damages. Accordingly, you agree that we and our licensors may be entitled to injunctive or other equitable relief to enforce this EULA and/or prohibit any breach thereof, threatened or actual. The foregoing shall be in addition to, and without prejudice to, or limitation on, any other rights we and our licensors may have under this EULA, at law or in equity.

10. Form of Licence

10.1 The Software enables you to discover sensitive data and mask specified data on a Target Data Source, using rulesets and other configurations specified by you.

10.2 Use of the Software is limited to the number of Target Systems specified by you in your Order Form.

10.3 The Licence is specific to the Target System and does not permit the Software to be installed or utilised on any other computer.

10.4 If (at any time) you wish to increase the number of Target Systems, you will need to obtain an upgraded licence key from us.

10.5 You require a Licence for each Target System.

10.6 Users can define and customise use of the Software to work on remote Target Data Source(s) either via encrypted or unencrypted protocol by applying, adopting or modifying rule settings and other configurations when using the Software.

10.7 When these rule settings and other configurations are utilised remotely, information may be disclosed to and through third-party communications service providers. You consent to this information disclosure and use, and you acknowledge and agree that third-party communications services may not be reliable, confidential or continuously available, and that we have no responsibility for third-party communications services.

10.8 We recommend using encrypted protocols for all datamasking.

11. Software updates

11.1 You will be entitled to obtain updates for the Software for the term of this EULA, if and when they are released by us.

11.2 Updates consist of new releases of the Software which provide functional enhancements and error corrections.

11.3 All updates shall be deemed to be part of the Software and shall be subject to the terms and conditions of this EULA.

11.4 Software updates include release updates and version upgrades of the Software, but do not include upgrades from one Software product to another.

11.5 We may vary the technical functionality and operational specification of the Software at any time without notice to you, provided that this does not affect the Software in a materially adverse manner.

12. Support

12.1 We shall, at your request, provide you with support for your use of the Software on the terms set out in this clause 12.

12.2 Support will be provided by us or by another designated party certified by us.

12.3 Support may include (at our discretion) telephone and/or email help desk support, remote diagnostics and assistance (if you provide the necessary communications access and infrastructure as specified by us to facilitate this), emergency bug fixes, and other such workarounds to ensure the Software conforms to the agreed functionality and technical specifications.

12.4 We shall have no obligation to provide on-site attendances or the provision of personnel, contractors or other resources.

12.5 Support is limited to issues that, in our sole opinion and discretion, arise directly from defects in the Software and, for the avoidance of doubt, this does not include the installation of Software updates or training on how to use the Software.

12.6 Where a service or request does not qualify for Support under this EULA, we may, by mutual agreement, provide you with the requested service(s) or request(s) on agreed terms and rates under a separate statement of work.

13. System Information
‍

13.1 When you use our Software, or upon any Licence renewals, we may receive and store diagnostic and usage data and information relating to the performance and use of the Software and your environment.

13.2 We may use this system information for future reference and support, or for internal purposes such as auditing, billing, data analysis, and research, and to help us develop, deliver, promote and improve our products and services.

13.3 We will not disclose any system information which identifies the user or the user environment to third parties.

13.4 All information we collect through or in connection with the Software is subject to our privacy policy, which can be accessed at https://datamasque.com/privacy-statement (“Privacy Policy”). By downloading, installing, using, and providing information to or through this Software, you consent to all actions taken by us with respect to your information in compliance with the Privacy Policy.

14. Termination

14.1 Subject to the terms of this clause 14, this EULA cannot be terminated by you before the end of any Subscription Period (whether the Software is used or not).

14.2 We are entitled to terminate this EULA automatically and without notice to you if you fail to comply with any term of this EULA or your Order Form.

14.3 Either party may, by notice to the other party, immediately terminate this EULA if the other party:

(a) becomes insolvent, liquidated or bankrupt, has an administrator, receiver, liquidator, statutory manager, mortgagee’s or chargee’s agent appointed, becomes subject to any form of insolvency action or external administration, or ceases to continue business for any reason; or

(b) is unable to perform a material obligation under the EULA for 30 Days or more due to Force Majeure.

14.4 Upon termination, including at the expiry of any trial period or Subscription Period, you must cease using the Software and delete all copies of the Software and accompanying documentation, and at our request provide certification of the same.

14.5 The Software may contain software locking or disabling features which may activate upon attempted use of the Software in breach of this EULA. You agree that incorporation of these features into the Software is commercially reasonable and you accept all risk associated with these features.

15. Suspension or discontinuance

15.1 We may suspend, disconnect or discontinue your Licence at any time without notice and without compensation, if in our reasonable opinion:

(a) there is or has been unauthorised, unlawful or fraudulent use of the Software by you;

(b) it is necessary to comply with a direction, order or request of any government authority or other competent authority; or

16. Warranties
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16.1 The Software is made available to you on an “as is” basis and we make no warranty as to its use or performance.

16.2 You are solely responsible for (and we have no liability for):

(a) ensuring the Target System and Target Data Source are compatible with the Software;

(b) selecting and specifying the data to be masked;

(d) all other aspects of Software use.

16.3 Mutual warranties: Each party warrants that it has full power and authority to enter into and perform its obligations under this EULA and the Order Form which will constitute binding obligations on the warranting party.

16.4 No implied warranties: To the maximum extent permitted by law:

(a) Datamasque’s warranties are limited to those set out in this EULA, and all other conditions, guarantees or warranties whether expressed or implied by statute or otherwise (including any warranty under Part 3 of the Contract and Commercial Law Act 2017) are expressly excluded and, to the extent that they cannot be excluded, liability for them is limited to NZD$1,000.00;

(b) we make no representation concerning the quality of the Software and do not promise that the Software will meet the End User’s requirements or be suitable for a particular purpose, or be secure, free of viruses or other harmful code, uninterrupted or error free; and

(c) we do not, unless otherwise expressly recorded in writing, warrant that the Software will comply with any statutory or regulatory requirements in any particular territory that may be applicable to operation of the Software.

16.5 Consumer Guarantees Act: You agree and represents that you are acquiring the Software, and entering this EULA, for the purposes of trade. The parties agree that:

(a) to the maximum extent permissible by law, the Consumer Guarantees Act 1993 and any other applicable consumer protection legislation does not apply to the supply of the Services or this EULA; and

(b) it is fair and reasonable that the parties are bound by this clause 16.5.

16.6 Limitation of remedies: Mandatory statute or consumer warranty laws may apply to the Software. If such a law applies, then no provision in this EULA shall operate to exclude any consumer guarantee, warrantee or right imposed or implied, provided however that our liability is limited to (at our option):

(a) resupplying the Software; and/or

(b) paying the cost of re-supplying the Software.

17. Liability

17.1 Maximum liability: Our maximum aggregate liability under or in connection with this EULA or relating to the Software, whether in contract, tort (including negligence), breach of statutory duty or otherwise, must not exceed an amount equal to the Fees paid by the End User under this EULA. The cap in this clause 17.1 includes the cap set out in clause 16.4(a).

17. 2 Unrecoverable costs: Neither party is liable to the other under or in connection with this EULA or the Software for any

(a) loss of profit, revenue, savings, business, use, data, and/or goodwill; or

(b) consequential, indirect, incidental or special damage or loss of any kind.

18. Indemnification

18.1 You agree to protect, indemnify and hold harmless DataMasque and its officers, directors, employees, agents from and against any and all actions, claims, costs, damages or liabilities (including reasonable solicitors' fees) imposed upon or incurred by us directly or indirectly arising from:

(a) your use of the Software;

(b) your violation of any provision of this EULA and/or any Order Form; and/or

(c) your violation of any third-party right, including without limitation any Intellectual Property Rights or other proprietary right.

19. Confidential information

19..1 You agree to keep confidential information relating to:

(a) all aspects of your commercial agreements with us; and

(b) all aspects of the installation, performance and operation of the Software, unless you have first received our approval in writing to disclose such information.

(c) We reserve the right to use your name (and logo) to publicise the fact that you are one of our customers. We may engage with you to complete a case study however any material published will not contain any commercially confidential information.

20. Third Parties

20.1 Except as otherwise agreed in writing by us, we have no responsibility for the selection, implementation, interoperability and performance of any third party hardware, software and services used in association with your use of the Software.

20.2 If you enter into any contract with any other party (whether for the supply of hardware, software, support or otherwise) which uses or incorporates the Software (in all cases, referred to as an “End User Contract”) then you acknowledge and agree that:

(a) we are not liable to you for any act or default, or otherwise, in connection with any End User Contract; and

(b) our obligations pursuant to this EULA shall be our sole liability, and your sole remedy against us, on account of any claim relating to the quality or performance of the Software.

20.3 You are not permitted to offer services to third parties using or incorporating the Software (or any part of the Software), or otherwise permit third parties to benefit from your use of the Software, unless expressly permitted under a separate formal and executed agreement with us.

21. General Provisions

21.1 A notice given by a party under this EULA must be delivered to the other party via email using the email address set out in the Order Form or otherwise notified by the other party for this purpose.

21.2 This EULA, together with your Order Form, sets out everything agreed by the parties relating to the Software and our related services, and supersedes and cancels anything discussed, exchanged or agreed prior to the Licence Start Date. The parties have not relied on any representation, warranty or agreement relating to the subject matter of this EULA that is not expressly set out herein, and no such representation, warranty or agreement has any effect from the Licence Start Date. Without limiting the previous sentence, the parties agree to contract out of sections 9, 12A and 13 of the Fair Trading Act 1986, and that it is fair and reasonable that the parties are bound by this clause 21.2.

21.3 This EULA and the Order Form may be signed in counterparts, each of which constitutes an original and all of which constitute the same agreement. A party may enter this EULA and Order Form by signing and emailing a counterpart copy to the other party.

21.4 If any provision of this EULA is found void or unenforceable, the remainder will remain valid and enforceable according to its terms.

21.5 This EULA shall be construed, interpreted and governed in accordance with the laws of New Zealand. Each party submits to the non-exclusive jurisdiction of the New Zealand Courts in relation to any dispute connected with the EULA.

21.6 Neither party is liable to the other for any failure to perform its obligations under this EULA to the extent caused by Force Majeure, provided that the affected party:

(a) immediately notifies the other party and provides full information about the Force Majeure;

(b) uses best efforts to overcome the Force Majeure; and

21.7 There is no joint venture, partnership, agency or fiduciary relationship existing between the parties, and the parties do not intend to create any such relationship by this EULA.

21.8 No person other than the End User and Datamasque has any right to a benefit under, or to enforce, this EULA.

21.9 The following provisions shall survive the expiration or termination of this EULA: 3 (Grant of Licence), 5 (Subscription Period), 6 - 8 (Fees), 10 (Form of Licence), 13 (System Information), 14 (Termination), 16 (Warranties), 17 (Liability), 18 (Indemnification), 19 (Confidential Information), 20 (Third Parties) and this clause 21 (General Provisions).

21.10 A party's waiver of any breach or its failure to enforce any term of this EULA may not be deemed a waiver of any other breach or of its right to enforce the same term or others in the future.

21.11 This EULA will be binding upon and inure to the benefit of the parties and their respective successors and permitted assigns, provided that this EULA may not be assigned by an End User (whether by operation of law or otherwise) without our prior written consent, which consent may be withheld in our sole discretion.