END USER LICENSE AGREEMENT
This End-User License Agreement (“EULA”) is a legal agreement between the LICENSEE and the developer, bitQueues Software (“bitQueues SOFTWARE ”) and its successors and assigns for LICENSED SOFTWARE.
By installing and using the LICENSED SOFTWARE, you agree to be bound by all of the terms and conditions of this EULA. If you do not agree to the terms of this EULA, you may not install or use the LICENSED SOFTWARE. The LICENSEE acknowledges that this is legally binding agreement and the LICENSEE will take any necessary advice in relation to this agreement prior to installing and using the LICENSED SOFTWARE. This LICENSE shall govern all and any use of the LICENSED SOFTWARE saves set out herein.
This Software is owned and copyrighted by bitQueues SOFTWARE; your license confers no title or ownership in the Software. You may make a copy of this software solely for back up purposes. Licensee shall not modify, copy, duplicate, reproduce, license or sublicense the Software, or transfer or convey the Software or any right in the Software to anyone else without the prior written consent of bitQueues SOFTWARE.
The software that is subject to this End User’s License Agreement (EULA) is licensed, not sold, to the LICENSEE by bitQueues SOFTWARE on the terms and conditions
a) “LICENSOR” – shall mean bitQueues SOFTWARE
b) “LICENSEE” – you (in your individual capacity or on behalf of an incorporated company only).
c) “LICENSED SOFTWARE” – the “OrganizerMaX” for the purpose of “Organising files on computer” ,
1. Computer software, License key
2. Written materials, files relating to the LICENSED SOFTWARE
3. Upgrades, modified versions, updates, additions, and copies of the LICENSED SOFTWARE, if any (collectively, “Updates”).
1. GRANT OF LICENSE
Subject to the terms and conditions of the EULA, bitQueues SOFTWARE shall grant to LICENSEE a license, non-exclusive, non-transferable, to use the “LICENSED SOFTWARE” for the purpose of “Organising files on Computer”. LICENSEE shall not, however, transfer or Sublicense the LICENSED SOFTWARE to any third party, in whole or in part, in any form, whether modified or unmodified. The LICENSEE shall not use the LICENSED SOFTWARE except for the purposes defined in the contract. The LICENSEE shall not reproduce any part of this software either in part or full or in any form the present software developed by the LICENSOR, there by the LICENSEE agreeing to the reasonable restriction of maintaining the exclusivity of the software developed by the LICENSOR.
2. DESCRIPTION OF OTHER RIGHTS AND LIMITATIONS.
a. Activation. The LICENSED SOFTWARE contains technological measures that are designed to prevent its unlicensed or illegal use. The LICENSED SOFTWARE may contain enforcement technology that limits LICENSEE’s ability to install LICENSED SOFTWARE. If any such applicable activation procedure(s) are not followed, then the LICENSED SOFTWARE may only operate for a finite period of time. If LICENSEE has any problem with the activation process, LICENSEE should contact bitQueues SOFTWARE customer support. The absence of any activation measures shall not be taken to mean that bitQueues SOFTWARE consent to any use of the LICENSED SOFTWARE beyond the uses permitted in this Agreement.
b. Copies. LICENSEE may make one copy of the LICENSED SOFTWARE for backup or archival purposes only, provided that such copies shall be used only for internal purposes and are not republished or distributed to any third party.
c. Transfer. LICENSEE may not sell, assign, or transfer the LICENSED SOFTWARE or the License granted by this Software Agreement without prior written consent of bitQueues SOFTWARE
3. PROHIBITED USES.
(1) LICENSEE shall not translate, sub-license, rent, lease, transfer or loan all or any portion of the LICENSED SOFTWARE or Documentation;
(2) LICENSEE shall not create any derivative works from all or any portion of the LICENSED SOFTWARE or Documentation without prior written consent of bitQueues SOFTWARE. LICENSEE shall not use the LICENSED SOFTWARE to develop software toolkits, libraries or components.
(3) LICENSEE shall not reverse engineer, decompile, disassemble, or otherwise attempt to discover the source code of the LICENSED SOFTWARE.
(4) LICENSEE shall not use a previous version of the LICENSED SOFTWARE after receiving an upgraded version as a replacement to the prior version (in such case you must destroy the prior version with immediate effect.)
(6) LICENSEE shall not remove or obscure bitQueues SOFTWARE’s copyright or trademark notices, or the copyright and trademark notices of third parties that bitQueues SOFTWARE has included in the LICENSED SOFTWARE or Documentation; and
(7) LICENSEE shall not use the LICENSED SOFTWARE to host applications for third parties, as part of a facility management, timesharing, service provider, or service bureau arrangement;
(8) LICENSEE shall not use the LICENSED SOFTWARE in any manner not expressly authorised by this Software Agreement.
(9) ALL LICENSES ARE SUBJECT TO THE FOLLOWING CONDITION:
Under no circumstances shall the compiled version or any modification or variation thereof whatsoever of the LICENSED SOFTWARE be used, in whole or in part, as the basis for creating a product which is in any way competitive with a bitQueues SOFTWARE software product. To avoid any doubt you shall not solicit, canvas, approach or accept any approach from any person with a view to utilising the LICENSED SOFTWARE to compete with the business of bitQueues SOFTWARE in any way or otherwise be concerned with or interested in (whether as trustee, principal, agent, shareholder, unit holder or in any other capacity) any business which uses the LICENSED SOFTWARE to carry on the same, substantially similar to or competitive with the business of bitQueues SOFTWARE or be employed by, work for or contract or consult to (directly or indirectly, whether or not for remuneration, and in any capacity) any business which uses the Code to carry on business the same, substantially similar to or competitive with the business of bitQueues SOFTWARE.
4. CONSIDERATION TO bitQueues SOFTWARE
LICENSEE shall pay, the license fees. License fees do not include any shipping, duties, bank fees, sales, use, excise or similar taxes due. If LICENSOR is required to pay any such amounts, LICENSEE shall reimburse LICENSOR in full. The original and any copies of the LICENSED SOFTWARE, made by LICENSEE, including translations, compilations, partial copies, modifications, and updates, are the property of bitQueues SOFTWARE.
6. INTELLECTUAL PROPERTY OWNERSHIP
The LICENSED SOFTWARE and any authorised copies that LICENSEE makes are the intellectual property of, and are owned by bitQueues SOFTWARE. The structure, organisation, and code of the LICENSED SOFTWARE are the valuable trade secrets and confidential information of bitQueues SOFTWARE. The LICENSED SOFTWARE is protected by law, including without limitation, the copyright laws of India and other countries, and by international treaty provisions. Except as expressly provided in this Software Agreement, LICENSEE is not granted any intellectual property rights in the LICENSED
7. PROPRIETARY RIGHTS
LICENSEE recognises that bitQueues SOFTWARE regards the LICENSED SOFTWARE as its proprietary information and as confidential trade secrets of great value. LICENSEE agrees not to provide or to otherwise make available in any form the LICENSED SOFTWARE, or any portion thereof, to any person other than employees of LICENSEE without the prior written consent of bitQueues SOFTWARE. LICENSEE further agrees to treat the LICENSED SOFTWARE with at least the same degree of care with which LICENSEE treats its own confidential information and in no event with less care than is reasonably required to protect the confidentiality of the LICENSED SOFTWARE.
8. PROOF OF COMPLIANCE
Within 30 calendar days after request from bitQueues SOFTWARE, or bitQueues SOFTWARE’s authorised representative, LICENSEE will provide full documentation, and certify under penalty of perjury, that LICENSEE’s use of any and all LICENSED SOFTWARE is in conformity with this EULA.
bitQueues SOFTWARE may terminate this EULA, if LICENSEE is in default of any of the terms and conditions of this Agreement set forth in clause 3 and fails to correct such default within ten (10) days after notice thereof from bitQueues SOFTWARE. In the event of termination, whereupon all rights granted to LICENSEE shall immediately cease and shall be liable to bitQueues SOFTWARE for any and all losses suffered by bitQueues SOFTWARE as a result of such breach or otherwise recoverable under the terms of this LICENSE AGREEMENT.
10. TERMINATION CERTIFICATE
LICENSEE will immediately discontinue use of the LICENSED SOFTWARE. Within one (1) month after termination of this Agreement, LICENSEE will furnish to bitQueues SOFTWARE a certificate, which certifies with respect to each of the LICENSED SOFTWARE that, the original and all copies, in whole or in part and in any form, of each of the LICENSED SOFTWARE have been destroyed. The provisions of Sections 5, 7, 10, 14, and 15 hereof shall survive any termination of this Agreement.
12. TECHNICAL SUPPORT
bitQueues SOFTWARE will provide support limited to reported issues and bugs as and when reported and is not obligated by this EULA to provide LICENSEE with any technical support services that are out of the scope of the core functionality relating to the LICENSED SOFTWARE; This scope will be entirely decided by a qualified support engineer of bitQueues SOFTWARE however, LICENSEE may order additional support services for an additional charge as bitQueues SOFTWARE may offer from time to time during the term of this EULA.
bitQueues SOFTWARE shall have no obligation to support
(a) Altered, damaged or modified LICENSED SOFTWARE (except as authorised by bitQueues SOFTWARE) or any portion of the LICENSED SOFTWARE incorporated into
(b) LICENSED SOFTWARE that is not the then current or immediately previous sequential release.
(c) Problems caused by LICENSEE’s negligence, abuse, or misapplication, or use of the LICENSED SOFTWARE other than as specified in user documentation or other causes beyond the control of bitQueues SOFTWARE, or
(d) LICENSED SOFTWARE installed on a system that is not supported by bitQueues SOFTWARE. bitQueues SOFTWARE shall have no liability for any changes in LICENSEE’s hardware, which may be necessary to use the LICENSED SOFTWARE.
(e) Problems, which are out of scope of the Main workflow, scope will be decided by LICENSOR’s Authorised Engineer after Analysing and reproducing the reported issue and will be deemed final by LICENSEE.
bitQueues SOFTWARE reserves the right to change its technical support guidelines and procedures provided bitQueues SOFTWARE provides LICENSEE
with at least ten (10) days prior notice of such changes.
13. SURVIVAL OF DISCLAIMERS
The exclusions of warranties and liability limitations shall survive the termination of this EULA, howsoever caused; but this survival shall not imply or create any continued right to use the LICENSED SOFTWARE after termination of this EULA.
14. LIMITATION OF LIABILITY
In no event will bitQueues SOFTWARE, or bitQueues SOFTWARE suppliers, be liable to LICENSEE for any damages, claims, or costs whatsoever, or for any consequential, indirect, incidental damages, or any lost profits or lost savings, even if a representative of bitQueues SOFTWARE or one of bitQueues SOFTWARE’s suppliers has been advised of the possibility of such loss, damages, claims, or costs, or for any claim by any third party. These limitations and exclusions apply to the extent permitted by applicable law in LICENSOR’s jurisdiction. In applicable jurisdictions where liability cannot be so excluded for LICENSED SOFTWARE, but may be limited, bitQueues SOFTWARE’s liability, and that of its suppliers, shall be limited to the total of fifty US dollars(U.S. $50.00).
15. NO WARRANTY ON LICENSED SOFTWARE
The LICENSED SOFTWARE is provided to LICENSEE “AS IS.” bitQueues SOFTWARE, and bitQueues SOFTWARE suppliers, make no warranty as to its use or performance.bitQueues SOFTWARE, AND bitQueues SOFTWARE SUPPLIERS, MAKE NO WARRANTIES, CONDITIONS, REPRESENTATIONS, OR TERMS (EXPRESS OR IMPLIED WHETHER BY STATUTE, COMMON LAW, CUSTOM, USAGE, OR OTHERWISE).
All notices in connection with this EULA shall be sent to legal [@]bitqueues.com.
This EULA will be binding upon and will apply to the benefit of the parties hereto and their respective representatives, successors and assigns except as otherwise provided herein.
In the event any provision of this EULA is determined to be invalid or unenforceable, the remainder of this Agreement shall remain in force as if such provision were not a part.
The LICENSEE acknowledges that the LICENSED SOFTWARE is designed to interact with and modify the properties of files, although unlikely, this may cause errors and the LICENSEE acknowledges that bitQueues SOFTWARE recommends that the LICENSEE backs up their files. bitQueues SOFTWARE will not be liable for any loss associated with such an issue nor shall it be considered as a defect of the LICENSED SOFTWARE.
20. SOFTWARE UPDATES.
If the LICENSED SOFTWARE is an Update to previous version, LICENSEE must possess a valid License to the previous version. Any Update provided to LICENSEE is made on a License exchange basis such that LICENSEE agrees, as a condition for receiving an Update, that LICENSEE will terminate all of LICENSEE’s rights to use any previous version of the LICENSED SOFTWARE. However, LICENSEE may continue to use the previous version only to assist in transitioning to the Updated version. Once an Update has been released, bitQueues SOFTWARE may cease support for prior versions, without any notice to LICENSEE. The terms of this LICENSE AGREEMENT shall survive any update save for any new term agreed between the LICENSEE and bitQueues SOFTWARE, which directly replaces any term of this LICENSE AGREEMENT.
21. GOVERNING LAW/FORUM
This EULA shall be governed and interpreted by the laws of India and the appropriate venue and jurisdiction for the resolution of any disputes shall be exclusively the Jurisdiction of Courts of Chandigarh, India only. Both parties hereby consent to submit to the exclusive jurisdiction of Courts of Chandigarh only.
22. EXCLUSIVE ASSIGNMENT
This EULA and the license granted by the LICENSOR are for the exclusive assignment to the LICENSEE only.
23. RESERVATION OF RIGHTS.
bitQueues SOFTWARE reserves all rights not expressly granted to LICENSEE by this EULA. The rights granted to LICENSEE are limited to bitQueues SOFTWARE ’s intellectual property rights, and to the intellectual property rights of third parties licensed by bitQueues SOFTWARE, and do not include any intellectual property rights.
24. ENTIRE AGREEMENT
This EULA constitutes the entire agreement between the LICENSEE and bitQueues SOFTWARE relating to the LICENSED SOFTWARE, and it supersedes all prior or contemporaneous representations, discussions, undertakings, communications, agreements, arrangements, advertisements, and understandings regulating to the LICENSED SOFTWARE.
25. REPUTATION AND FURTHER CONFIDENTIALITY
LICENSEE agrees that the reputation of bitQueues SOFTWARE is of paramount importance agrees not to do any act or make any public statement that would endanger, harm or diminish the reputation of bitQueues SOFTWARE or cause bitQueues SOFTWARE any commercial damage. This term shall apply to all agents, servants or related entities of the LICENSEE as if they were the actions of the LICENSEE themselves.
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