Definitions Authorized User means either the Licensee, an employee of Licensee or a person who accesses and uses Software under a User License obtained by Licensee. Evaluation License – evaluation copies of the Software granted for a limited period of time by the Licensor in its sole discretion to the Licensee to access the Software, which may have limited functionality. Evaluation Period – a limited period of time for which the Evaluation License is granted. Intellectual Property Rights
- patents, utility models, rights to inventions, copyright and related rights, trademarks and service marks, trade names and domain names, rights in designs, rights in computer software, rights to preserve the confidentiality of information (including know-how and trade secrets) and any other intellectual property rights, including all applications for (and rights to apply for and be granted), renewals or extensions of, and rights to claim priority from, such rights and all similar or equivalent rights or forms of protection which subsist or will subsist, now or in the future, in any part of the world.
- means a license to use Software obtained or renewed by the Licensee.
- means a Software, which used by the Licensee under the terms and conditions of this EULA and License.
Paid License – the License granted in exchange for the applicable Fee(s). Purchase process
- the provision by the Licensor to the Licensee of the Software updates made generally available by SOFTLIST from time to time and online technical support relating to the use of the Software.
Softwaremeans a computer software products, developed and distributed by SOFTLIST:and all user documentation in respect of such programs and any Modification which is acquired by the Licensee during the subsistence of the License. LicenseLicensed Products. The Software is licensed, not sold and the Licensee does not acquire any rights of ownership in the Software. Subject to all terms and conditions in this EULA, the Licensor grants the Licensee a nonexclusive, nontransferable, non-sublicensable right and license to have the User use the Licensed Products without modification. Limitations. Licensed Products may only be used for the internal business purposes of the Licensee. Licensee must ensure that the number of Authorized Users accessing and using the Software concurrently never exceeds the number of Users Licenses for which the applicable Fees have been paid. Payments. The Licensee shall pay (or cause to be paid to) the Licensor any and all Fees for the Licensed Products, in the amounts and at the times agreed by the Licensor during the purchase process. Grant of License
- means the purchase of the right to use Software, which may result in a License for Software.
The Software is licensed, not sold. Upon acceptance by the Licensee of the Agreement, the Licensor grants the Licensee the right to use the Software subject to the following:Paid License. Paid Licenses granted are subject to the condition that the Licensee must ensure the maximum number of Authorized Users accessing and using the Software concurrently is equal to the number of User Licenses for which the necessary Fees have been paid to the Reseller or the Licensor. The Licensee may purchase additional User Licenses at any time on payment of the appropriate Fees to the Reseller or the Licensor. Evaluation License. Any evaluation copies of Software provided under an Evaluation License may be downloaded, installed, used and operated within the Evaluation Period and within the limits of the number of temporary users. On expiry of the Evaluation Period, the Software will cease to function and the Licensee must remove and delete all copies of the Software in his possession. Intellectual property rights SOFTLIST retains all rights, title and interest in and to the Software, as well as all intellectual property rights in and to the Software not expressly granted in the Agreement. The Software is protected by copyright and other intellectual property laws and treaties. The Licensee does not acquire any rights of ownership in the Software here under. From time to time, Licensee may choose to submit comments, information, questions, data, ideas, description of processes, or other information to SOFTLIST ("Feedback"). SOFTLIST may in connection with any of its products or services freely use, copy, disclose, license, distribute and exploit any Feedback in any manner without any obligation, royalty or restriction based on intellectual property rights or otherwise. No Feedback will be considered Licensee's Confidential Information, and nothing in this EULA limits SOFTLIST right to independently use, develop, evaluate, or market products, whether incorporating Feedback or otherwise. Warranty and Disclaimer Due Authority. Each party represents and warrants that it has the legal power and authority to enter into this EULA, and that this EULA is entered into by an employee or agent of Licensee with all necessary authority to bind such party with all necessary authority to bind such party to the terms and conditions of this EULA. Ownership. No Infringement. SOFTLIST represents and warrants to Licensee that SOFTLIST is the owner or licensee of all intellectual property rights in and to the Software. SOFTLIST warrants that the Software does not infringe on any Intellectual Property Rights. Disclaimer of warranty. The SOFTWARE is provided "AS IS" without warranty of any kind. The Licensor and its suppliers disclaim and make no express or implied warranties and specifically disclaim the warranties of merchantability, fitness for a particular purpose and non-infringement of third-party rights. The entire risk as to the quality and performance of the SOFTWARE is with you. Neither the SOFTLIST nor its supplier's warrant that the functions contained in the SOFTWARE will meet your requirements or that the operation of the SOFTWARE will be uninterrupted or error-free. The Licensor is not obligated to provide any updates to the software. Limitation of Liability. Entire liability and your exclusive remedy under this EULA shall not exceed the price paid for the SOFTWARE, if any. In no event, shall the Licensor or its suppliers be liable for any damages whatsoever (including, without limitation, incidental, direct, indirect special and consequential damages, damages for loss of business profits, business interruption, loss of business information, or other pecuniary loss) arising out of the use or inability to use the SOFTWARE, even if the Licensor has been advised of the possibility of such damages, or any claim by a third party. Third Party Code. The Software may include code and libraries licensed to the Licensor by third parties, including software, code, libraries and interfaces that are distributed subject to the terms of an open source license (an "Open Source Program"). You acknowledge that each Open Source Program is distributed solely under the Open Source Program license applicable to such Open Source Program, and this Agreement in no ways supplements or detracts from any term or conditions of such open source license agreement. Notwithstanding anything to the contrary in this Agreement, you agree and acknowledge that the rights attached to any Open Source Programs provided here under are separate from and do not depend on the Open Source Programs being part of, or used in connection with, the Software. Marketing Licensee agrees to be identified as a customer of SOFTLIST and that SOFTLIST and its affiliates may refer to Licensee by name, trade name and trademark in marketing materials and on SOFTLIST and Software web sites. The right reserved by SOFTLIST can be waived by SOFTLIST upon written request from the Licensee made prior to entering by parties into this Agreement, or at a later time, in which case it may take SOFTLIST up to 30 days to remove the related marketing materials. Termination This EULA is terminated in the following cases:
Governing Law The Agreement shall be governed by and construed in accordance with the laws of Poland without regard to its conflicts of law provisions.
- If case of a license with an expiration date (as indicated on the Website at the time that the Licensee downloads the Software), on expiration date.
- Without prejudice to any other rights and in addition to any other termination rights in this EULA, SOFTLIST may terminate this EULA if the Licensee fails to comply with the terms and conditions of this EULA.
- The decommissioning of the Software (including, but not limited to, installing another version of the Software) by the Licensee will have, as a consequence, the termination of this EULA with respect to the decommissioned Software.