Nightshade Connect - End User Licence Agreement
Definitions
"Agreement" means the text specified in this document (EULA).
"Software" means (a) all of the contents of the files or other media including electronic media with which this Agreement is provided or such contents as are hosted by Martin (hereafter known as ‘The Licensor’) or its distributors, authorised resellers or other business partners (collectively "authorised partner(s)"), including but not limited to (i) The Licensor or third party computer information, (ii) related explanatory materials in printed, electronic, or online form ("Documentation"); and (b) upgrades, modified or subsequent versions and updates (collectively "Updates"), and software, if any, licensed to you by The Licensor or an authorised partner as part of a contract.
"Use" or "Using" means to access, install, download, copy or otherwise benefit from using the software.
"Permitted number" means one (1) unless otherwise indicated under a valid licence (e.g., volume licence) granted by The Licensor or an authorised partner.
"Computer" means a device that accepts information in digital or similar form and manipulates it for a specific result based upon a sequence of instructions.
"Seat" means a copy of the software loaded into your art package
Licence Grant
Subject to the payment of the applicable licence fees, and subject to the terms and conditions of this Agreement, The Licensor hereby grants to you a non-exclusive, non-transferable licence to use the software on a single computer owned or controlled by you for your own personal and commercial use also subject to any restrictions or usage terms specified on the applicable product packaging included as part of the documentation or files included in the software which are typically found in either a "Read Me" file or an "About" file in the software.
Updates
This licence is not limited to the version of the software delivered by The Licensor and it does include future updates.
Ownership Rights
The software is protected by Swedish and other copyright laws, international treaty provisions and other applicable laws in the country in which it is being used. The Licensor own and retain all rights, title and interest in and to the software, including all copyrights, trade secret rights, and other intellectual property rights therein. Your possession, installation, or use of the software does not transfer to you any title to the intellectual property in the software, and you will not acquire any rights to the software except as expressly set forth in this Agreement.
Any copy of the software and documentation authorised to be made hereunder must contain the same proprietary notices that appear on and in the software and documentation.
Multiple Environment Software/Multiple Language Software/Dual Media Software/Multiple Copies/Bundles/Updates
If the software supports multiple platforms or languages, if you receive the software on multiple media, if you otherwise receive multiple copies of the software, or if you receive the software bundled with other software, the total number of your computers on which all versions of the software are installed may not exceed the permitted number of Seats.
Restrictions
You may not sell, lease, license, rent, loan, resell or otherwise transfer, with or without consideration, the software. You may not reverse engineer, decompile, or disassemble the software, except to the extent the foregoing restriction is expressly prohibited by applicable law. You may not modify, or create derivative works based upon the software in whole or in part. You may not copy the software or documentation except as expressly permitted in the section marked Ownership Rights above.
You may not permit third parties to benefit from the use or functionality of the software via a timesharing, service bureau or any other arrangement. You may not remove any proprietary notices or labels on the software. All rights not expressly set forth hereunder are reserved by The Licensor. You may not back up electronic/digital content for which you do not have sufficient legal rights to the content being backed up. You may not: (a) use the software for any illegal purposes; (b) use the software to create, retrieve, transmit or view any file, data, image or program that contains: (i) any illegal pictures, materials or information; (ii) any harassing, libellous, abusive, threatening, harmful, vulgar, pornographic, obscene or otherwise objectionable material of any kind or nature; (iii) any material that encourages conduct that could constitute a criminal offence, give rise to civil liability or otherwise violate any applicable local, state, national or international law or regulation; (iv) any code or material that violates the intellectual property rights of others; (v) any viruses, worms, “Trojan horses” or any other similar contaminating or destructive features.
Warranty and Disclaimer
Limited Warranty. The Licensor warrants (manufacturer warranty) that for thirty (30) days from the date of original purchase the software will operate substantially in accordance with the documentation, and will be substantially free from defects in materials and workmanship.
Customer Remedies. The Licensor and its suppliers' entire liability and your exclusive remedy for any breach of the foregoing warranty shall be, at The Licensor’s option, either (i) return of the purchase price paid pro-rata from the date of purchase for the licence, or (ii) replacement of the defective media in which the software is contained. You must return the defective media to your place of purchase at your expense with a copy of your receipt. This limited warranty is void if the defect has resulted from accident, abuse, or misapplication. Any replacement media will be warranted for the remainder of the original warranty period.
You assume responsibility for selecting the software to achieve your intended results, and for the installation of, use of, and results obtained from the software, without limiting the foregoing provisions. The Licensor makes no warranty that the software will meet your requirements.
Limitation of Liability
Under no circumstances and under no legal theory, whether in tort, contract, or otherwise, shall The Licensor, or its authorised partners be liable to you or to any other person for loss of profits, loss of goodwill, or any indirect, special, incidental, or consequential damages, or damages for gross negligence of any character including, without limitation, damages for loss of goodwill, work stoppage, computer failure or malfunction, or for any other damage or loss. In no event shall The Licensor or its authorised partners be liable for any damages in excess of the price paid for the software, if any, even if The Licensor or its authorised partners have been advised of the possibility of such damages.
This limitation shall not apply to liability for death or personal injury to the extent that applicable law prohibits such limitation. Furthermore, some jurisdictions do not allow the exclusion or limitation of incidental or consequential damages, so this limitation and exclusion may not apply to you. Nothing contained in this Agreement limits The Licensor’s liability to you for The Licensor’s gross negligence or for the tort of fraud.
The Licensor is acting on behalf of its suppliers and authorized partners for the purpose of disclaiming, excluding and/or limiting obligations, warranties and liability as provided in this Agreement, but in no other respects and for no other purpose. The foregoing provisions shall be enforceable to the maximum extent permitted by applicable law.
The Licensor has the right to terminate this Agreement and The Licensee's right to use this Software upon any material breack by the Licensee.
The Licensee agrees to return to The Licensor or to destroy all copies of the Software upon termination of the License.
Export Controls
You acknowledge that the software is subject to the export control laws and regulations of Sweden, and any amendments thereof. You shall not export or re-export the software, directly or indirectly, to (i) any countries that are subject to Swedish export restrictions (ii) any end user known, or having reason to be known, will utilise them in the design, development or production of nuclear, chemical or biological weapons
High Risk Activities
The software is not fault-tolerant and is not designed or intended for use in hazardous environments requiring fail-safe performance, including without limitation, in the operation of nuclear facilities, aircraft navigation or communication systems, air traffic control, weapons systems, direct life-support machines, or any other application in which the failure of the software could lead directly to death, personal injury, or severe physical or property damage (collectively, "High Risk Activities"). THE LICENSOR EXPRESSLY DISCLAIMS ANY EXPRESS OR IMPLIED WARRANTY OF FITNESS FOR HIGH RISK ACTIVITIES.
Governing Law
This Agreement will be governed by and construed in accordance with the substantive laws in force in Sweden.
Privacy
By entering into this Agreement, you agree that The Licensor may collect, retain and use your personal information, including your name, address, e-mail address, and payment details. Your personal information will be used primarily to provide services and product functionality to you. The Licensor may also use your personal information for additional communication with you, subject to your decision not to accept such communication from The Licensor and subject to applicable laws.
The Licensor may engage other companies and individuals ("subcontractors") to perform functions on its behalf, such as payment processing, order fulfilment, marketing programs and customer service. The Licensor may share your information with such subcontractors in order to perform these and other functions, but such subcontractors may not use your personal information for other purposes, unless you agree. By entering into this Agreement, you agree to the transfer of your personal information to The Licensor, for the purposes stated above. For more detailed information on the collection, use and transfer of your personal information, and for information on how to opt out of or unsubscribe from the communications described above, please contact The Licensor directly at martin.dahlin@live.com
Audit for Volume Licences
The Licensor reserves the right to periodically audit you to ensure that you are not using any software in violation of this Agreement. During standard business hours and upon prior written notice, The Licensor may visit you and you will make available to The Licensor or its representatives any records pertaining to the software. The cost of any requested audit will be solely borne by The Licensor, unless such audit discloses an underpayment or amount due to The Licensor in excess of five percent (5%) of the initial licence fee for the software or you are using the software in an unauthorised manner, in which case you shall pay for the cost of the audit in addition to any other fees due The Licensor based on your violations. You may also have committed a criminal offence and The Licensor reserves the right to instigate any legal action it deems appropriate.
Customer Contact
If you have any questions concerning these terms and conditions, or if you would like to contact The Licensor for any other reason, please request assistance via email at martin.dahlin@live.com
Miscellaneous
This Agreement sets forth all rights for the user of the software and documentation and is the entire agreement between the parties. This Agreement supersedes any other communications, representations or advertising relating to the software and documentation. This Agreement may not be modified except by a written addendum issued by a duly authorised representative of The Licensor. No provision hereof shall be deemed waived unless such waiver shall be in writing and signed by The Licensor. If any provision of this Agreement is held invalid, the remainder of this Agreement shall continue in full force and effect.
Future Updates Included
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