Effective date: 2026-06-29 Last updated: 2026-06-29
PLEASE READ THIS END USER LICENSE AGREEMENT CAREFULLY. IT IS A LEGAL CONTRACT THAT GOVERNS YOUR INSTALLATION AND USE OF THE IONCLAD SOFTWARE. IT CONTAINS A DISCLAIMER OF WARRANTIES (SECTION 7), A LIMITATION OF LIABILITY (SECTION 8), AND AN ADVISORY-ONLY / NO-RELIANCE PROVISION (SECTION 6) THAT LIMIT OUR OBLIGATIONS TO YOU AND ALLOCATE RISK.
1.1 Parties. This End User License Agreement (this "Agreement" or "EULA") is entered into between The Ritz Plaza LLC, a South Dakota limited liability company, doing business as The IOn Project ("Company," "we," "us," or "our"), and the individual or legal entity that installs or uses the Software ("you," "your," "User," or "Licensee"). If you accept this Agreement on behalf of a company or other legal entity, you represent that you have authority to bind that entity, and "you" refers to that entity.
1.2 The Software. "IOnclad," the "Software," or the "App" means the IOnclad local-first desktop security and launch-readiness audit application (built on Tauri 2, a Rust engine, and a React user interface), including all components, command-line and integration interfaces, updates, and accompanying documentation that we make available to you.
1.3 Acceptance. By (a) clicking "I Agree" (or a similar control), (b) installing the Software, or (c) otherwise accessing or using the Software, you acknowledge that you have read, understood, and agree to be bound by this Agreement. This Agreement is presented to you as a click-through at first run and is also referenced at the time of license activation and purchase.
1.4 If you do not agree. If you do not agree to this Agreement, do not click "I Agree," and do not install or use the Software. If you have already installed the Software, you must stop using it and delete it.
1.5 Eligibility. You must be at least the age of majority in your jurisdiction and legally able to enter into a binding contract to use the Software.
2.1 Grant. Subject to your continuous compliance with this Agreement and, for paid tiers, your payment of applicable fees, Company grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to install and use the Software on the number and type of devices permitted by your license tier (Section 3), solely for your own internal business or personal purposes.
2.2 Reservation of rights. All rights not expressly granted to you are reserved by Company and its licensors. No rights are granted to you by implication, estoppel, or otherwise.
2.3 Ownership. The Software is licensed, not sold. Company and its licensors retain all right, title, and interest in and to the Software, including all intellectual property rights therein (including copyrights, trademarks, trade secrets, patents, the underlying scanning engine, rule packs we author, the user interface, the IOnclad name and logo, and all derivatives and improvements). You acquire no ownership interest in the Software under this Agreement. This Section 2.3 does not affect your ownership of your own source code, your own websites, or any other materials you supply to or scan with the Software.
2.4 Feedback. If you provide suggestions, ideas, or feedback about the Software ("Feedback"), you grant Company a perpetual, irrevocable, worldwide, royalty-free license to use and incorporate that Feedback without obligation or compensation to you. Feedback is provided voluntarily and is not your confidential information.
3.1 Tiers. The Software is offered in a free tier and in paid "Pro," "Team," and "Business" tiers (including a lifetime option). The features, device or seat counts, and other entitlements available to you depend on the tier you have licensed. Paid tiers are sold online through Polar Software, Inc. ("Polar") acting as merchant of record (see Section 3.6 and the Privacy Policy).
3.2 Seat and device binding. Paid licenses are bound to a device by a "machine fingerprint" — a SHA-256 hash derived from your operating system, CPU architecture, hostname, and a hardware identifier — so that a license seat is associated with the device on which it is activated. You may use the Software only within the seat and device limits of your tier. The free tier does not require activation.
3.3 One-time activation network call. When you activate a paid license, the Software makes a single, one-time HTTPS request to https://api.theionproject.com transmitting (a) your Polar license key and (b) your machine fingerprint, in order to validate and bind the license to your device. After activation, license validation is performed entirely offline using an Ed25519 digital-signature check against a locally stored signed license file. There is no recurring license check and no routine "phone-home." Details of this data flow, and its treatment under data-protection law, are described in our Privacy Policy at https://theionproject.com/ionclad.
3.4 Deactivation and transfer of seats. Where the Software or your tier provides a mechanism to deactivate a seat (for example, to move a license to a new device), you must use that mechanism rather than circumventing the activation system. We may reasonably limit the frequency of reactivation or device changes to prevent abuse.
3.5 License keys. You are responsible for keeping your license key confidential. You may not share, publish, resell, or distribute your license key. A license key used in excess of its tier's entitlements, or used in a manner that indicates sharing or resale, may be suspended or revoked.
3.6 Purchase and payment. All purchases are handled by Polar as merchant of record and seller. Your purchase is also subject to Polar's terms and privacy policy. Company does not itself collect or store your payment-card details. Tax, refund, and billing matters for a purchase are governed by Polar's terms and applicable law; contact us at [email protected] for license-related questions.
You agree that you will not, and will not permit any third party to:
4.1 reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code, underlying ideas, algorithms, structure, or organization of the Software, except to the limited extent that this restriction is expressly prohibited by applicable law (and then only after giving Company written notice and an opportunity to provide interoperability information);
4.2 copy, reproduce, distribute, publish, sell, rent, lease, lend, sublicense, assign, host, or otherwise make the Software available to any third party, whether as a service, on a timeshare or service-bureau basis, or otherwise, except as expressly permitted by this Agreement;
4.3 modify, adapt, translate, or create derivative works of the Software, or merge the Software into another program, except to the extent permitted by law notwithstanding this limitation;
4.4 circumvent, disable, tamper with, or defeat the license activation, machine fingerprinting, signature validation, or any other technical protection, security, or entitlement mechanism of the Software, or use a license outside the scope of your tier;
4.5 remove, alter, or obscure any copyright, trademark, proprietary-rights, or other notice contained in or displayed by the Software;
4.6 use the Software, or any of its output, methods, rules, or interfaces, to design, develop, train, or market a product or service that competes with the Software, or to conduct competitive benchmarking for that purpose;
4.7 use the Software in violation of any applicable law or regulation, or in any manner not expressly authorized by this Agreement; or
4.8 use the Software in connection with any high-risk activity in which failure could lead to death, personal injury, or severe physical or environmental damage; the Software is not designed, intended, or warranted for such use.
5.1 Authorized targets only. Certain features of the Software perform active operations against live systems — in particular the Live Site Auditor (a Pro feature, off by default), which fetches a public URL you enter directly from your machine, and any other active or network-facing scanning. You may use these features only against systems, websites, applications, networks, or other assets that you own or that you are expressly authorized in writing to test. The Software requires you to affirm such ownership or authorization before performing a live audit; that affirmation is a condition of your license.
5.2 Unauthorized scanning is unlawful. Scanning, probing, fetching, or otherwise testing systems you do not own or are not authorized to test may violate law, including the U.S. Computer Fraud and Abuse Act (18 U.S.C. § 1030), the U.K. Computer Misuse Act 1990, and similar computer-misuse, unauthorized-access, and cybercrime laws in other jurisdictions. Such conduct can carry civil and criminal liability.
5.3 Sole responsibility. You are solely responsible for ensuring that you have all necessary rights, authorizations, and consents before directing the Software at any target, and for your use of any Findings. You assume all risk and liability arising from your use of the active-scanning features. Your obligations under this Section are in addition to, and do not limit, your indemnification obligations under Section 9.
5.4 No malicious use. You may not use the Software to gain unauthorized access to any system, to exfiltrate data you are not entitled to access, to disrupt or degrade any service, or to facilitate any unlawful or harmful activity.
6.1 Informational aid only. The Software analyzes code and assets and produces findings ("Findings") and a binary advisory verdict (the "Verdict," expressed as "Ship It" or "Not Ready," together with a live "Secure to ship" pass/fail). The Findings and the Verdict are informational aids only. They are not a guarantee, representation, or warranty that your software, website, or systems are secure, compliant, free of vulnerabilities, or fit to launch.
6.2 Not professional advice or certification. The Findings and Verdict do not constitute legal advice, security-certification, penetration testing, a compliance audit, or other professional advice, and create no professional or advisory relationship between you and Company. The Software is not a substitute for a qualified professional or a comprehensive security assessment.
6.3 Known coverage limits. The Software is pattern- and heuristic-based. It detects known vulnerability patterns and common misconfigurations and cannot detect everything. Among other limits, it cannot see runtime-, console-, or dashboard-managed configuration that does not appear in the code or assets it analyzes — for example, Supabase Row-Level Security policies or Firebase security rules managed outside your codebase. A "Ship It" or "Secure to ship" result does not mean your system is secure; the absence of a Finding does not mean a vulnerability is absent.
6.4 Your responsibility. You remain solely responsible for your own security, testing, code review, compliance, configuration, and launch decisions. Any reliance you place on the Findings or the Verdict is strictly at your own risk, and you should independently verify any result before acting on it.
7.1 THE SOFTWARE, INCLUDING ALL FINDINGS, VERDICTS, RULES, REPORTS, AND OTHER OUTPUT, IS PROVIDED "AS IS" AND "AS AVAILABLE," WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND.
7.2 TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, COMPANY AND ITS LICENSORS AND SUPPLIERS DISCLAIM ALL WARRANTIES, REPRESENTATIONS, AND CONDITIONS, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING ANY IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, QUIET ENJOYMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING, USAGE, OR TRADE PRACTICE.
7.3 WITHOUT LIMITING THE FOREGOING, COMPANY DOES NOT WARRANT THAT: (a) THE SOFTWARE WILL MEET YOUR REQUIREMENTS; (b) THE SOFTWARE OR ITS OUTPUT WILL BE UNINTERRUPTED, TIMELY, SECURE, ACCURATE, COMPLETE, OR ERROR-FREE; (c) THE FINDINGS OR THE VERDICT WILL BE COMPLETE, CORRECT, OR FREE FROM FALSE POSITIVES OR FALSE NEGATIVES; OR (d) ANY ERRORS WILL BE CORRECTED.
7.4 NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM COMPANY OR THROUGH THE SOFTWARE, CREATES ANY WARRANTY NOT EXPRESSLY STATED IN THIS AGREEMENT.
7.5 SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES, SO SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU. IN THAT CASE, ANY IMPLIED WARRANTIES ARE LIMITED TO THE MINIMUM PERIOD AND SCOPE PERMITTED BY APPLICABLE LAW.
8.1 Exclusion of certain damages. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL COMPANY OR ITS LICENSORS, SUPPLIERS, OFFICERS, MEMBERS, OR EMPLOYEES BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, GOODWILL, BUSINESS, DATA, OR USE, OR FOR THE COST OF SUBSTITUTE PRODUCTS OR SERVICES, ARISING OUT OF OR RELATED TO THIS AGREEMENT OR THE SOFTWARE, HOWEVER CAUSED AND UNDER ANY THEORY OF LIABILITY (WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR OTHERWISE), EVEN IF COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
8.2 This includes any damages arising from: a Finding that is incorrect, incomplete, or missed; reliance on the Verdict; a security incident, breach, data loss, or failed or harmful launch; or any unauthorized or unlawful use of the Software by you.
8.3 Aggregate cap. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, COMPANY'S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT OR THE SOFTWARE WILL NOT EXCEED THE GREATER OF (a) THE TOTAL FEES YOU ACTUALLY PAID FOR THE SOFTWARE IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR (b) FIFTY U.S. DOLLARS (US$50).
8.4 Carve-outs. Nothing in this Agreement excludes or limits liability that cannot be excluded or limited under applicable law — for example, liability for death or personal injury caused by negligence, for fraud or fraudulent misrepresentation, or for any other liability that applicable law does not permit to be limited. Where such liability cannot be limited, the limitations in this Section apply only to the extent permitted by law.
8.5 Allocation of risk. You acknowledge that the disclaimers in Section 7 and the limitations in this Section 8 are a fundamental basis of the bargain between you and Company, reflect a reasonable allocation of risk, and would not be offered on the same economic terms without them. These provisions survive and apply even if any limited remedy fails of its essential purpose.
8.6 Time limit. To the extent permitted by law, any claim arising out of or related to this Agreement or the Software must be brought within one (1) year after the claim arose, or it is permanently barred.
9.1 You will defend, indemnify, and hold harmless Company and its licensors, suppliers, members, officers, employees, and agents from and against any and all third-party claims, demands, actions, investigations, losses, liabilities, damages, fines, penalties, costs, and expenses (including reasonable attorneys' fees) arising out of or related to: (a) your use or misuse of the Software; (b) your use of the Live Site Auditor or any active scanning against any system you do not own or are not authorized to test, or any other unauthorized, unlawful, or malicious use; (c) your violation of this Agreement or of any applicable law or regulation; (d) your violation of any third party's rights; or (e) your security, compliance, or launch decisions, including any reliance on Findings or the Verdict.
9.2 Company may, at its option, assume the exclusive defense and control of any matter subject to indemnification, in which case you will cooperate with Company. You may not settle any matter in a way that imposes any obligation or admission on Company without Company's prior written consent.
10.1 The Software includes third-party and open-source software components that are licensed to you under their own respective license terms. A list of these components and their licenses is available through the in-app "Open-source licenses" notice.
10.2 To the extent a third-party or open-source license grants you rights or imposes conditions that conflict with this Agreement with respect to that component, the third-party license governs as to that component only. Company makes no warranty and accepts no liability for third-party or open-source components, which are provided under their own terms.
10.3 Where you choose to connect the Software to an external service or assistant (including, for example, the optional AI Co-Pilot / MCP integration), your use of that external service is governed by that service vendor's own terms and privacy policy. Company does not control, and is not responsible for, those external services or what their vendors do with data you choose to send them. See the Privacy Policy for details.
11.1 Updates. Company may, but is not obligated to, provide updates, upgrades, bug fixes, or new versions of the Software. The Software includes an opt-in auto-updater that is off by default; when enabled, it checks for updates by sending only the current version number to theionproject.com. Updates are subject to this Agreement unless accompanied by separate terms. Company may modify, suspend, or discontinue the Software or any feature at any time.
11.2 Term. This Agreement is effective when you accept it and continues until terminated as provided herein.
11.3 Termination by you. You may terminate this Agreement at any time by ceasing all use of the Software and deleting all copies in your possession or control.
11.4 Termination by Company; automatic termination on breach. This Agreement and your license terminate automatically and immediately, without notice, if you breach any provision of this Agreement. Company may also suspend or terminate your license, or revoke or suspend a license key, if it reasonably believes you have violated this Agreement (including Sections 4 and 5) or applicable law.
11.5 Effect of termination. Upon termination, all rights granted to you end, and you must immediately stop using the Software and delete all copies in your possession or control. You may, at your option, also erase all locally stored IOnclad data using Settings → Data Management → "Erase all IOnclad data on this machine." Termination does not entitle you to any refund except as required by applicable law or Polar's terms.
11.6 Survival. Sections 2.3, 2.4, 4, 5, 6, 7, 8, 9, 10, 11.5, 11.6, 12, 13, and 14, and any other provision that by its nature should survive, will survive termination of this Agreement.
12.1 Standard cryptography. The Software uses only standard, published cryptography: Ed25519 digital signatures (license validation), SHA-256 (hashing and authentication), and TLS via the rustls library (for the opt-in HTTPS features described in the Privacy Policy). The Software is mass-market encryption software classified under Export Control Classification Number (ECCN) 5D992.c and is generally eligible for export with No License Required (NLR) to most destinations.
12.2 Your representations. By using the Software, you represent and warrant that you: (a) are not located in, under the control of, or a national or resident of any country or region subject to U.S. embargo or comprehensive sanctions (including Cuba, Iran, North Korea, Syria, and the Crimea, so-called DNR, and LNR regions of Ukraine); (b) are not identified on any U.S. government denied-, blocked-, or restricted-party list (including the OFAC Specially Designated Nationals (SDN) List, the BIS Entity List, or the Denied Persons List); and (c) will comply with all applicable export and sanctions laws and additional restrictions (including those applicable to Russia and Belarus).
12.3 No prohibited use or re-export. You will not export, re-export, transfer, or use the Software in violation of U.S. export-control or sanctions laws, or for any prohibited end use. The Software is a vulnerability and readiness scanner of your own assets; it is not "intrusion software" or a surveillance item, and you will not use or characterize it as such.
The Software is a "commercial product," consisting of "commercial computer software" and "commercial computer software documentation," as those terms are used in 48 C.F.R. § 2.101. Consistent with 48 C.F.R. § 12.212 and 48 C.F.R. §§ 227.7202-1 through 227.7202-4, any U.S. Government end user acquires the Software with only those rights set forth in this Agreement (and no greater rights), and use, modification, reproduction, release, performance, display, and disclosure are restricted accordingly.
14.1 Governing law. This Agreement, and any dispute arising out of or related to it or the Software, is governed by the laws of the State of South Dakota, USA, without regard to its conflict-of-laws rules. The United Nations Convention on Contracts for the International Sale of Goods does not apply. (Where you reside, mandatory consumer-protection and data-protection laws of your home jurisdiction may also apply to the extent they cannot be contracted away.)
14.2 Venue. Subject to Section 14.3, you and Company consent to the exclusive jurisdiction and venue of the state and federal courts located in South Dakota, USA, and waive any objection to jurisdiction or venue in those courts.
14.3 Informal dispute resolution first. Before filing any claim, the parties will first attempt in good faith to resolve the dispute informally by written notice to the other party (to Company at [email protected]). If the dispute is not resolved within thirty (30) days of that notice, either party may pursue the remedies available under this Agreement.
14.4 No class actions. To the maximum extent permitted by applicable law, any dispute will be resolved on an individual basis, and you and Company each waive any right to bring or participate in a class, collective, consolidated, or representative action. This Section does not apply where prohibited by law.
14.5 Severability. If any provision of this Agreement is held unenforceable, that provision will be modified to the minimum extent necessary to make it enforceable, or if it cannot be so modified, severed, and the remaining provisions will remain in full force and effect.
14.6 Entire agreement. This Agreement, together with the Privacy Policy and any tier-specific or Polar purchase terms expressly incorporated by reference, constitutes the entire agreement between you and Company regarding the Software and supersedes all prior or contemporaneous understandings on that subject.
14.7 Assignment. You may not assign or transfer this Agreement or your license, in whole or in part, without Company's prior written consent; any attempted assignment in violation of this Section is void. Company may assign this Agreement freely, including in connection with a merger, acquisition, reorganization, or sale of assets.
14.8 Changes to this Agreement. Company may update this Agreement from time to time. When we do, we will revise the "Last updated" date and make the current version available in the Software and at https://theionproject.com/ionclad. Material changes will be brought to your attention (for example, via the App or at the next activation or update). Your continued use of the Software after an updated Agreement takes effect, or your clicking "I Agree" to the updated Agreement, constitutes your acceptance of the changes. If you do not agree to the updated Agreement, you must stop using and delete the Software.
14.9 Waiver. No failure or delay by Company in exercising any right under this Agreement waives that right, and no single or partial exercise of any right precludes any further exercise. Any waiver must be in writing to be effective.
14.10 Relationship; no third-party beneficiaries. The parties are independent contractors. This Agreement does not create any partnership, joint venture, agency, or employment relationship. Except for Company's licensors, suppliers, and indemnified parties (who are intended beneficiaries of the relevant provisions), there are no third-party beneficiaries to this Agreement.
14.11 Force majeure. Company is not liable for any failure or delay in performance caused by events beyond its reasonable control.
14.12 Notices. Legal notices to Company may be sent to [email protected] or to The Ritz Plaza LLC, [[FOUNDER: insert full street address]], Winner, South Dakota, USA. Notices to you may be provided in the Software or to the email associated with your purchase.
14.13 Contact. General and legal: [email protected]. Privacy and data requests: [email protected]. Product information: https://theionproject.com/ionclad.
By installing or using IOnclad, or by clicking "I Agree," you acknowledge that you have read and understood this Agreement and agree to be bound by it.