Terms of Use

1. About these Terms and KyotoTech

These Terms are the end-user licence agreement for the Software and govern your right to install and use it. They apply in addition to, and do not replace, the terms of the store or channel through which you obtained the Software (for example, the Google Play Terms of Service). If a provision of these Terms conflicts with a store’s binding terms as they apply to that store’s own role, the store’s terms prevail for that role, and the remainder of these Terms continues to apply.

2. The licence we grant

Subject to your compliance with these Terms and payment of any applicable fees, KyotoTech grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable licence to install and use one copy of the Software on devices you own or control, for your personal or internal business use, in accordance with these Terms and the applicable documentation. The Software is licensed, not sold, and KyotoTech reserves all rights not expressly granted to you.

3. What you may not do

You will not, and will not permit others to:

• sell, rent, lease, lend, sublicense, distribute or otherwise make the Software available to any third party except as expressly permitted;
• reverse engineer, decompile or disassemble the Software, or attempt to derive its source code — except to the extent, and only to the extent, that this restriction is prohibited by applicable mandatory law;
• remove, alter or obscure any copyright, trademark or other proprietary notice;
• circumvent, disable or interfere with any licensing, activation, security or technical-protection measure;
• use the Software in violation of any applicable law or for any unlawful purpose; or
• use the Software to develop a competing product.

For clarity, nothing in these Terms restricts any right you have under mandatory applicable law — including, in the EU, Articles 5 and 6 of Directive 2009/24/EC, and in Germany §§ 69d–69e UrhG — to make a back-up copy, to observe, study or test the Software, or to decompile it to the extent necessary to achieve interoperability.

4. Zero-knowledge encryption and no data recovery

SaQura Pass protects your data using zero-knowledge, end-to-end encryption. Your vault is encrypted on your device with keys derived from your master password and your recovery phrase. These are never transmitted to, stored by, or otherwise known to KyotoTech, and KyotoTech has no ability to access, view, reset or recover them.

You acknowledge, understand and agree that this is an intended and essential property of the Software, and you assume the following risk: if you lose or forget both your master password and your recovery phrase, your encrypted data will be permanently and irreversibly lost. No one — including KyotoTech — can decrypt it, recover it, reset it or restore access to it, by any means. There is no backdoor, no master key and no support process that can retrieve your data.

You are solely responsible for (a) choosing and remembering your master password, (b) securely recording and safeguarding your recovery phrase, and (c) maintaining your own backups. This acknowledgment reflects how the Software actually works; it is not a limitation of KyotoTech’s liability, and nothing in this section limits any liability that cannot be excluded under applicable law.

5. Third-party and open-source components

The Software includes third-party and open-source components that are provided under their own licence terms (including, for example, the MIT, BSD, Apache License 2.0 and CC0 licences). Those components are licensed to you under, and your use of them is governed by, their respective licences, not these Terms; to the extent of any conflict, the applicable open-source licence governs for that component. Such components are provided by their respective authors and licensors on an “as is” basis, without warranties or conditions of any kind. A list of these components, their copyright notices and their licence texts is made available with the Software (in the “Open-Source Licenses” screen and/or the accompanying documentation).

6. Purchases and refunds

The Software is paid digital content. This section explains purchases and refunds; these Terms govern your licence to use the Software, not the payment transaction itself.

If you obtained the Software through an app store(for example, Google Play), your purchase is a transaction with that store’s applicable seller or merchant of record, and cancellations, withdrawal and refunds for that purchase are governed by that store’s terms and refund policies, together with your mandatory statutory rights. Where the store is the merchant of record for your country, please direct refund requests to the store in the first instance.

If you purchased the Software directly from us (for example, via saqura.de) and you are a consumer in the EU/EEA, you have a statutory 14-day right of withdrawal for digital content. Because the Software is made available for immediate download, we ask you at checkout to expressly consent to us beginning performance before the withdrawal period ends and to acknowledge that you thereby lose your right of withdrawal once the download has begun. Your mandatory statutory rights remain unaffected.

7. Your statutory rights

Where you are a consumer, you have mandatory statutory rights if the Software does not conform with the contract, including — in the EU/EEA and Germany — your rights under the national law implementing Directive (EU) 2019/770 on digital content and services (in Germany, §§ 327 ff. BGB), together with the statutory update obligation. Nothing in these Terms excludes, limits or otherwise affects those mandatory statutory rights. Beyond your mandatory statutory rights, KyotoTech gives no additional or voluntary guarantee unless expressly agreed in writing.

You acknowledge that the Software is offline-first and zero-knowledge by design: KyotoTech has no access to your data, master password or encryption keys and therefore cannot recover, reset or restore them (see Section 4). This is a described and agreed characteristic of the Software, not a defect.

8. Limitation of liability

(1) Unlimited liability. KyotoTech is liable without limitation (a) for damages arising from injury to life, body or health; (b) for damages caused intentionally or by gross negligence; (c) under any mandatory statutory liability, including product-liability law; and (d) to the extent KyotoTech has fraudulently concealed a defect or has assumed a guarantee.

(2) Limited liability for essential duties. In the event of a merely slightly negligent breach of a material contractual obligation — that is, an obligation whose fulfilment is essential to the proper performance of these Terms and on whose observance you may regularly rely — KyotoTech’s liability is limited to the foreseeable damage typical for this type of contract.

(3) Exclusion otherwise. Any further liability of KyotoTech is excluded; in particular, KyotoTech is not liable for the slightly negligent breach of non-essential obligations.

(4)The above limitations also apply in favour of KyotoTech’s legal representatives, employees and agents. (5) The above limitations do not affect any liability that cannot be excluded or limited under mandatory applicable law, including the mandatory consumer-protection law of your country of habitual residence (and, for consumers in Japan, the Consumer Contract Act, 消費者契約法).

9. Export control and sanctions

The Software contains strong and post-quantum cryptography and is subject to export controls, including the U.S. Export Administration Regulations (EAR) and Japan’s Foreign Exchange and Foreign Trade Act (外国為替及び外国貿易法) and their implementing regulations. You represent and agree that you are not located in, under the control of, or a national or resident of any country or region subject to a comprehensive embargo (currently including Cuba, Iran, North Korea and the Crimea, Donetsk and Luhansk regions of Ukraine), and that you are not identified on any applicable restricted-party list (including the U.S. OFAC Specially Designated Nationals list or the U.S. Entity List or Denied Persons List). You will not export, re-export or use the Software in violation of applicable export-control or sanctions laws.

10. Changes to the Software and to these Terms

We may update, change or discontinue the Software or any of its features, and we may provide updates that are necessary to keep it in conformity or secure. We may amend these Terms; material changes are indicated by an updated effective date and, where required, we will ask you to accept them again. Your continued use after an update takes effect constitutes acceptance of the updated Terms, without prejudice to your mandatory statutory rights.

11. Term and termination

These Terms apply for as long as you use the Software. The licence terminates automatically if you breach these Terms, and KyotoTech may also suspend or terminate the licence on notice for breach. Upon termination you must cease all use of the Software and delete or destroy all copies in your possession or control. Sections relating to intellectual property, disclaimers, limitation of liability, export controls and governing law survive termination. Termination does not entitle you to a refund except as required by applicable law.

12. Governing law and jurisdiction

(1) These Terms are governed by the laws of Japan, excluding its conflict-of-law rules and the UN Convention on Contracts for the International Sale of Goods (CISG).

(2) If you are a consumer, this choice of law does not deprive you of the protection afforded to you by provisions that cannot be derogated from by agreement under the law of the country in which you have your habitual residence. In particular, if you reside in the EU/EEA, you retain the mandatory consumer-protection rights of that country, including your statutory rights in respect of defective digital content and any mandatory right of withdrawal.

(3)For consumers, the courts having jurisdiction are those determined by mandatory law, in particular the courts of the consumer’s place of residence; nothing in these Terms requires a consumer to bring proceedings in a forum other than one permitted by mandatory law. For all users who are not consumers, the exclusive place of jurisdiction is Kyoto, Japan.

13. General

If any provision of these Terms is or becomes invalid, the validity of the remaining provisions is not affected. These Terms, together with the Privacy Policy and any store terms that apply to your purchase, are the entire agreement between you and KyotoTech regarding the Software. Our failure to enforce a provision is not a waiver. You may not assign these Terms without our consent; we may assign them to an affiliate or successor. These Terms are provided in English, German and Japanese; in case of any discrepancy the English version prevails, except that, where you are a consumer, the version in the official language of your country of habitual residence prevails to the extent required by mandatory law. Questions: saqura@kyototech.jp.