PLEASE READ THIS CAREFULLY BEFORE CONTINUING
PROPERTY OF LICENSOR:
YOU MAY OBTAIN A COPY OF THIS SOFTWARE PRODUCT EITHER BY DOWNLOADING IT FROM OUR SERVER OR BY DOWNLOADING IT FROM ONE OF OUR APPROVED REPOSITORIES OR OTHER MEDIA. THE COPYRIGHT, DATABASE RIGHTS AND ANY OTHER INTELLECTUAL PROPERTY RIGHTS IN THE PROGRAMS AND DATA WHICH CONSTITUTE THIS SOFTWARE PRODUCT (THE MATERIALS’) TOGETHER WITH THE MEDIA ON WHICH THEY WERE SUPPLIED TO YOU, ARE AND REMAIN THE PROPERTY OF THE LICENSOR (‘THE LICENSOR’). YOU ARE LICENSED TO USE THEM ONLY IF YOU ACCEPT ALL THE TERMS AND CONDITIONS SET OUT BELOW.
LICENCE ACCEPTANCE PROCEDURE
BEFORE INSTALLING OR USING THIS SOFTWARE YOU SHOULD CAREFULLY READ THE TERMS AND CONDITIONS OF THIS END USER LICENCE AGREEMENT (EULA).
BY COMPLETING THE REGISTRATION PROCESS, AND/OR INSTALLING OR USING THE PRODUCT, YOU AGREE TO ACCEPT THIS LICENSE AGREEMENT AND LIMITIED WARRANTY AND LIMITATION OF LIABILITY SET OUT IN THIS LICENCE AGREEMENT. SUCH ACCEPTANCE IS EITHER ON YOUR OWN BEHALF OR ON BEHALF OF ANY CORPORATE ENTITY WHICH EMPOYS YOU OR WHICH YOU REPRESENT (‘CORPORATE LICENCEE’). IN THIS LICENCE AGREEMENT ‘YOU’ INCLUDES BOTH THE READER AND ANY COORPORATE LICENCEES.
UNLESS OTHERWISE SPECIFIED IN THIS EULA, SSH2APPS IS THE LICENSOR OF THE PRODUCT. THE LICENSOR MAY BE REFERRED TO HEREIN AS “LICENSOR”, “WE”, “US”, or “OUR”.
LICENCE REJECTION PROCEDURE
YOU SHOULD THEREFORE READ THIS LICENCE AGREEMENT CAREFULLY BEFORE PROCEEDING. IF YOU DO NOT ACCEPT THESE TERMS AND CONDITIONS YOU SHOULD, NOT PROCEED, DELETE THE MATERIALS FROM YOUR COMPUTER OR DEVICE AND PROMPTLY (AND IN ANY EVENT WITHIN 14 DAYS OF RECEIPT) RETURN TO THE LICENSOR OR A LICENSED RESELLER, A)THE SOFTWARE AND B) ANY OTHER ITEMS PROVIDED THAT ARE PART OF THIS PRODUCT.
Ownership of Materials and Copies
The Materials and related documentation are copyrighted works of authorship and are also protected under applicable laws. The Licensor retains ownership of the materials and all subsequent copies of the Materials, regardless of the form in which the copies may exist. This Licence is not a sale of the original Materials or any copies.
Provided you have paid the applicable licence fee, the licensor grants to you a limited, non-exclusive licence to:
Install, load, or transmit the Software into the permanent memory of a computer or other device (each a computer) leased and / or controlled by you for the processing of the system instructions or statements contained in the Software.
Use the Software output, (code, text, software applications and any other material generated by the Software either directly or indirectly).
Make up to three copies of the Software and materials for back-up, archival or other security purposes.
You may not use, copy, modify or transfer the materials (including any related documentation) or any copy, in whole or in part, including any print-out of all or part of any database, except as expressly provided for in this licence. If you transfer possession of any copy of the materials to another party except s provided for above, your licence is automatically terminated. You may not translate, reverse engineer, decompile, disassemble, modify or create derivative works based on the materials, except as expressly permitted by this agreement. You may not vary, delete or obscure any notices of proprietary rights or any product identification or restrictions on or in the materials.
You undertake to:
not to copy the Software except as permitted in accordance with the conditions of this Agreement;
ensure that, prior to use of the Software by your employees or agents, all such parties are notified of this Licence and the terms of this Agreement and ensure they use the Software in accordance with the conditions of this Licence Agreement;
reproduce and include any and all copyright notices (or such other party’s copyright notice a specified on the materials) of the Licensor on all and any copies of the Materials, including any partial copies of the materials;
hold all drawings, specifications, data ( including object and source codes), software listings and all other information relating to the materials confidential and not at any time, during this licence or after its expiry, disclose the same, whether directly or indirectly, to any third party without the Licensor’s consent;
not to permit or facilitate the Use of the Software in any manner which would constitute a breach of the terms and conditions of this Licence Agreement;
ensure all software that you intend to run within the Software is appropriately licensed with the appropriate 3rd party software vendor. The Licensor does not control the 3rd party software that is used within the application/contained parts of an overall application or provide any licence management around said software delivered;
not to place or distribute the Software on any website, ftp server or similar location without the express prior written consent of the Licensor;
not to use the Software for any purpose which may be deemed immoral, illegal, offensive, threatening, abusive or otherwise harmful;
to ensure that appropriate licences are applied for users of the software output which means code, text or other materials generated by the Software either directly or indirectly.
Intellectual Property Rights
The Software and related documentation are copyright works of authorship and are also protected under applicable database laws. The Licensor retains ownership of the Software, all subsequent copies of the Software and all intellectual property rights subsisting therein, regardless of the form in which such copies may exist. This Licence Agreement is not a sale of the original Software or any copies thereof.
Not For Resale Licence (NFR)
Software identified as “Not for Resale” or “NFR,” shall not be sold or otherwise transferred, or used for any purpose other than demonstration, test or evaluation.
Subject to the limitations and the exclusions of liability below, the Licensor warrants that a) the Software Product will be free from material defects under normal use; and that b) the Software will materially conform to the documentation which accompanies the package. The warranty period is thirty (30) days from the date of delivery to you.
The Licensor will also indemnify you for personal injury or death solely and directly caused by any defect in its products or the negligence of its employees.
The Licensor shall not be liable under the said warranty above if the materials fail to operate in accordance with the said warranty as a result of any modification, variation or addition to the Materials not performed by the Licensor or caused by any abuse, corruption or incorrect use of the Materials, including the use of the Materials with equipment or other software which is incompatible.
No Other Warranties
The foregoing warranty is made in lieu of any other warranties, representations or guarantees of any kind, either expressed or implied, including, but not limited to, any implied warranties of quality, merchantability, fitness for a particular purpose or ability to achieve a particular result. You assume the entire risk as to the quality and performance of the materials. Should the materials prove defective, you (and not the Licensor nor the licenced reseller) assume the entire cost of all necessary servicing, repair or correction. The Licensor does not warrant that the materials will meet your requirements or that its operation will be uninterrupted or error free.
Limitation of Liability
The licensor’s entire liability and your exclusive remedy shall be:
The replacement of any software not meeting the Licensor’s ‘Limited Warranty’ and which is returned to the Licensor together with dated proof of purchase, or
If, during the Warranty Period, the Licensor is unable to deliver replacement software which is free from material defects, you may terminate this agreement by returning the Materials to the Licensor and any fees paid to the Licensor for the materials will be refunded.
Exclusion of Liability
Except in respect of personal injury or death caused directly by the negligence of the Licensor, in no event will the Licensor be liable to you for any damages, including any lost profits, lost savings, loss of data or any indirect, special, incidental or consequential damages arising out of the use of or inability to use such materials, even if the Licensor has been advised of the possibility of such damages. Nothing in this agreement limits liability for fraudulent misrepresentation.
The licence is effective until terminated. You may terminate it at any time by destroying the Materials together with all copies in any form. It will also terminate upon conditions set forth elsewhere in this Agreement or if you fail to comply with any term or condition of this Agreement or if you voluntarily return the Materials to us. You agree upon such termination to destroy the Materials together with all copies in any form.
You will comply with all applicable laws, rules and regulations governing export of goods and information, including the laws of the countries in which the Materials were created. In particular, you will not export or re-export, directly or indirectly, separately or as a part of a system, the Materials or other information relating thereto to any country for which an export licence or other approval is required, without first obtaining such licence or other approval.
You agree that the Licensor shall have the right to audit any computer system on which the Materials are installed in order to verify compliance with this software licence and make a report of its findings.
If an audit reveals that:
a) the Licensee has intentionally misrepresented its usage of the Software,
b) the Licensee has materially breached this Agreement,
c) the Licensee’s usage is more than 10% over the License Level,
then Licensee shall pay the Licensors reasonable costs of conducting the audit in addition to any fees due to Licensee’s misrepresentation or material breach.
Audits shall be conducted no more than once annually.
You agree the Software may contain verification and validation procedures designed to detect and report information identifying usage potentially violating the terms of this Agreement. This information does not contain any personally identifiable information of Licensee or the end user.
Each Party hereby irrevocably agrees that the courts of England and Wales shall have exclusive jurisdiction to resolve any controversy or claims of whatever nature arising out of or in relation to this Agreement and the place of performance of this Agreement shall be England and Wales and the laws of England and Wales shall govern such controversy.
This Agreement constitutes the complete and exclusive statement of the Agreement between the Licensor and you with respect to the subject matter of this agreement and supersedes all proposals, representations, understandings and prior agreements, whether oral or written, and all other communications between us relating to that subject matter.
Any clause in this Agreement that is found to be invalid or unenforceable shall be deemed deleted and the remainder of this Agreement shall not be affected by that deletion.
Failure or neglect by either party to exercise any of its rights or remedies under this Licence agreement will not be construed as a waiver of that party’s rights nor in any way affect the validity off the whole or part of this Licence Agreement nor prejudice that party’s right to take subsequent action
Transferring the Software
The Software is licenced to you and you may not assign, transfer, lease, sub-contract, sub licence, sell, pledge or otherwise part with the Software on a temporary or permanent basis, without the prior written consent of the Licensor.
This Agreement is personal to you and you may not assign, transfer, sub-contract or otherwise part with this agreement or any obligation under it without the prior written consent of the Licensor.
Any questions concerning this Licence Agreement or the Software should be directed to the Licensor. Contact details are available from www.appcure.io.