TERMS AND CONDITIONS
IMPORTANT NOTICE: Please read the full License carefully as it is a legally binding agreement.
THE PERSON DOWNLOADING, INSTALLING AND/OR USING THE SOFTWARE, AND/OR CLICKING “I ACCEPT” WHEN PROMPTED IN CONJUNCTION THEREWITH, ACCEPTS ALL OF THE TERMS AND CONDITIONS OF THE LICENSE. IF THEY ARE ACCEPTING THE TERMS ON BEHALF OF ANOTHER PERSON OR LEGAL ENTITY, THEY REPRESENT AND WARRANT THAT THEY HAVE FULL LEGAL AUTHORITY TO ACCEPT ON BEHALF OF AND BIND THAT PERSON OR LEGAL ENTITY TO THE TERMS.
SOFTWARE LICENSE
1. DEFINITIONS
In this License, the following terms shall have the following meanings:
“We”, “Our” and the non-capitalized versions means LissProductions, a company registered in Colorado, USA.
“You”, “Your” and the non-capitalized versions means either (a) the person who installs the Licensed Software on a OSE for his own personal use; or (b) where the Licensed Software is installed on a OSE on behalf of an employer, another person, or entity, then such employer, other person or entity on whose behalf the Licensed Software has been installed;
“Free Edition Software” means the relevant Software on our website www.lissproductions.com that is offered as a free edition (sometimes with limitations on the free use) as well as a License Fee version. You make the choice whether to obtain a license to the Free Edition Software or the equivalent License Fee version once the Evaluation Period has ended.
“Install”, “install”, “installing”, “installation” or “installed” in connection with the Licensed Software includes the downloading of the Licensed Software from our or any third party’s remote server;
“Intellectual Property Rights” means patents, registered designs, registered trade and service marks, registered copyright and modifications to and applications for any of the foregoing and the right to apply for protection for such registered rights anywhere in the world and inventions, discoveries, copyright, database right, unregistered trade or service marks, brand names or know-how and any similar or equivalent rights whether capable of registration or not arising, applied for or granted under the laws of any country;
“License” means this agreement;
“License Fee(s)” means the fees payable by you to us excluding VAT and all other relevant taxes, including Withholding Tax where applicable, as detailed by us from time to time. Payments from you to us, including Support Package fees, shall be invoiced by us to include VAT and/or other relevant taxes, including Withholding Tax. Schedule 7 gives details of how such taxes are handled;
“Licensed Software” means such of the Software, as is selected by you and as licensed to you under the the terms of this License, including any related manuals, help files or other documentation. Such Licensed Software is selected by the downloading, installation or use of such Software or the clicking of the “I accept” button;
“OSE” means an Operating System Environment which is all or part of an operating system instance, or all or part of a virtual (or otherwise emulated) operating system instance which enables separate machine identity (primary computer name or similar unique identifier) or separate administrative rights;
“Server Component” means, where the Software licensed to you under the License is Per OSE Licensed Software, the server-based components on a single OSE;
“Support Package” means the support and upgrade package for the Licensed Software products.
By installing or using any LissProductions (the “Company”) products (the “Software”) you indicate your agreement to the terms of this End User License Agreement (the “Agreement”). If you do not agree to the terms herein, you are not authorized to copy or use the Software. The Software, all images, photographs, icons, and text incorporated in the Software, is owned by Company or its suppliers and is protected by United States copyright laws and international treaty provisions. Except to the extent expressly licensed herein, all rights are reserved to Company and its suppliers. You may not reverse engineer, decompile or disassemble the Software except as set forth herein.
ATTENTION: USE OF THE SOFTWARE IS SUBJECT TO THE TERMS SET FORTH BELOW. USING THE SOFTWARE INDICATES YOUR ACCEPTANCE OF THESE TERMS. By installing, copying, or otherwise using the Software, you agree to be bounded by the terms of this EULA. If you do not agree to the terms of this EULA, you are not authorized to install or use the Software.
1. LICENSE GRANT
The Company grants you a non-exclusive, royalty-free, worldwide right and license to use the executable version of the Software, where “use” in this Agreement means storing, loading, installing or executing the Software. You may not modify the Software or disable any licensing or control features of the Software. You agree that you may not copy the materials accompanying the Software. You may copy the software for archival purposes so long as the copy is unmodified from the original distribution and the copy retains all of the original Software’s proprietary notices. You may not rent or lease your rights to the Software or documentation. If you are an individual and this Agreement is for a single license, you may install the Software on multiple computers provided that not more than one of those computers is in use simultaneously and that those computers are solely for your own use. If the Software license you have is for a single user license then the Software may be installed on a computer that is for multiple users but it may not be installed on more than one computer regardless of whether those computers are operated simultaneously or not. If this Agreement is for a multi-computer, muti-user (site) license, the number of computers on which the Software is installed may not exceed the number of licenses purchased, regardless of whether the computer is used by multiple users or not. You may use this software in a networked environment on computers other than the computer on which the software is installed provided that you have purchased licenses for each computer that will use the software, regardless of whether those computers will use the software at the same time or not.
2. OWNERSHIP
All right, title and interest in and to the Software is owned and copyrighted by the Company or its third party suppliers. Your license confers neither title to nor ownership in the Software and is not a sale of any rights in the Company. Company third party suppliers may protect their rights in the event of any violation of this License Agreement as if such suppliers were parties to this License Agreement. No license is given to you under any patent or patent application of Company.
3. COPIES AND ADAPTATIONS
Other than as provided in the License Grant section of this agreement, you may only make copies or adaptations of the Software for archival purposes or when copying or adaptation is an essential step in the authorized use of the Software. You must reproduce all copyright notices in the original Software on all copies or adaptations.
4. NO DIS-ASSEMBLY, RECOMPILATION OR DECRYPTION
You may not disassemble de-crypt or de-compile the Software unless Company prior written consent is obtained.
5. NO WARRANTIES
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, COMPANY EXPRESSLY DISCLAIMS ANY WARRANTY FOR THE SOFTWARE. THE SOFTWARE AND ANY RELATED DOCUMENTATION IS PROVIDED “AS IS” WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT OF THIRD PARTY PROPRIETARY RIGHTS. THE ENTIRE RISK ARISING OUT OF USE OR PERFORMANCE OF THE SOFTWARE REMAINS WITH YOU.
6. NO LIABILITY FOR DAMAGES
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NEITHER COMPANY NOR ITS SUPPLIERS SHALL BE LIABLE FOR ANY INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES WHATSOEVER (INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS PROFIT, BUSINESS INTERRUPTION, LOSS OF BUSINESS INFORMATION, OR ANY OTHER PECUNIARY LOSS) ARISING OUT OF OR RELATING TO THE USE OR INABILITY TO USE THIS SOFTWARE, EVEN IF COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU. FURTHERMORE, THE COMPANY’S LIABILITY FOR DIRECT DAMAGES SHALL NOT EXCEED THE ORIGINAL LICENSE FEE, IF ANY, PAID BY YOU DIRECTLY TO THE COMPANY FOR USE OF THE PRODUCT OR ANY LICENSE FEE RECEIVED BY THE COMPANY FOR THE USE OF THE PRODUCT IF PURCHASED THROUGH AN AUTHORIZED THIRD PARTY.
7. CUSTOMER REMEDIES
YOUR EXCLUSIVE REMEDY SHALL BE, AT COMPANY OPTION, REPAIR OR REPLACEMENT OF THE SOFTWARE OR REFUND OF PART OR ALL OF THE LICENSE FEE, IF ANY, PAID BY YOU FOR THE SOFTWARE.
8. INDEMNIFICATION
This Software is intended for use with data, media, files, and content for which you have sufficient rights to, authority for, or ownership of. It is your responsibility to ascertain whether copyrights, patents, or other licenses are needed for the content that you use in conjunction with this Software. You agree to hold harmless, indemnify and defend the Company, its officers, directors, employees and third party suppliers against any loss, damage, fine, or expense including attorney’s fees arising out of or related to any claim that you have used this Software in violation of applicable laws in your jurisdiction. It is your responsibility to abide by the laws of whichever jurisdiction you reside in.
9. TERMINATION
The Company may terminate your license immediately without notice to you for your failure to comply with any of the terms set forth in this Agreement. Upon termination, you must immediately destroy the Software, together with all copies, adaptations and merged portions thereof in any form. Obligations to pay accrued charges or fees shall survive the termination of this Agreement.
10. ASSIGNMENT AND NON-ASSIGNMENT
If you are an individual and this Agreement is for a single license, then this license is personal to you but you may assign your rights under this Agreement to a third party who agrees in writing to be bound to this Agreement prior to the assignment and provided that you transfer all copies of the Software, registration keys and/or codes, and related documentation to the third party and destroy any copies not transferred. If you are an individual and this Agreement is for a multi-user license, or you are not an individual and are an entity, then you may not assign your rights under this Agreement without the prior written permission of the Company. If you are an entity that merges with or is acquired by another entity then your rights under this Agreement shall be deemed to be temporarily assigned to the resulting entity of that merge or acquisition provided that you supply the Company with written notice not later than the date on which any public announcement of that merger or acquisition is made. Upon receipt of written notice, the Company shall have thirty (30) days to either accept or reject the assignment of rights.
Upon transfer of the Software, your license is automatically terminated.
Restrictions. You may not rent, lease or lend the Software or use the Software for commercial timesharing or bureau use. You may not sublicense, assign or transfer the license or Software except as expressly provided in this EULA
11. EXPORT REQUIREMENTS
You may not export or re-export the Software or any copy or adaptation in violation of any applicable laws or regulations.
12. U.S. GOVERNMENT RESTRICTED RIGHTS
The Software and any accompanying documentation have been developed entirely at private expense. They are delivered and licensed as “commercial computer software.” If this Software is acquired under the terms of a DOD or civilian agency contract, use, reproduction or disclosure of the Software by the Government is subject to the restrictions set forth in this License Agreement in accordance with 48 C.F.R. 227.7202 or 48 C.F.R. 12.212, respectively.
13. NEGATION OF PARTNERSHIP
Company shall not become or be deemed a partner or a joint venturer with you by reason of the provisions of this license.
14. GOVERNING LAW AND FORUM
Irrespective of the place of execution or performance, this License Agreement shall be governed and construed in accordance with the laws of a jurisdiction of Company’s choosing applicable to agreements. Any litigation to enforce or interpret the provisions of this License Agreement or the parties’ rights or obligations arising out of this License Agreement or the performance here under shall be maintained only in the courts in a City of Company’s choosing, and the parties expressly consent to personal jurisdiction in such courts. In the event that you breach this Agreement or indicate your intention to breach this Agreement in any manner that violates or may violate the Company’s intellectual property rights or may cause continuing or irreparable harm to the Company, the Company may seek injunctive relief in any court of competent jurisdiction. The United Nations Convention on Contracts for the International Sale of Goods is specifically disclaimed.
15. ENTIRE AGREEMENT
Unless otherwise expressly agreed in writing, this License Agreement constitutes the sole and exclusive agreement between you and Company with regard to the Software, and supersedes all prior agreements, whether oral or written, and other communications between the parties relating to the subject matter set forth herein. If you have any questions regarding this License Agreement or if you wish to request any information from Company, please contact the Company at the email address below. All correspondence must be in English.
16. CONSENT TO USE OF DATA
You agree that Company and its affiliates or suppliers may collect and use technical information you provide in relation to support services related to the Software Product. Company and its suppliers agree not to use this information in a form that personally identifies you except to the extent necessary to provide such services.
We may collect and process the following data about you:
Information that you provide by filling in forms on our site lissproductions.com (“our site”). This includes information provided at the time of registering to use our site, subscribing to our service, posting material or requesting further services. We may also ask you for information when you report a problem with our site.
If you contact us, we may keep a record of that correspondence.
We may also ask you to complete surveys that we use for research purposes, although you do not have to respond to them.
Details of transactions you carry out through our site and of the fulfilment of your orders.
Details of your visits to our site including, but not limited to, traffic data, location data, weblogs and other communication data, whether this is required for our own billing purposes or otherwise and the resources that you access.
Use of your company logo on our Company website as a ‘customer’ if you download one of our Software products. Rights to using your company logo shall survive the termination of this Agreement.
17. SERIAL NUMBERS
Keep your serial number private. Software serial numbers issued to you by Company (“your serial numbers”) are unique to you. You agree to diligently keep your serial numbers private. If any of your serial numbers are used by a third party to access any service from Company without our prior permission then all end user license agreements you have in place with Company for the use of software will be immediately terminated.
18. USAGE AUDITING, PIRACY AND OUR PRIVACY POLICY.
Company audit and collection of any of Your data and Your use of the Software is subject to Company’s Privacy Policy. Company may audit Your software usage for anti-piracy purposes, to verify a valid registration, and identify if new Updates are available for Your Computer prior to sending You a notice to install a new Software Update, and to assess Your use of the Software. You consent to the Software sending usage data (e.g., the number of instances the Software is launched, the device IP address, and/or the version of the Software), for registration, authentication, use and anti-piracy auditing and enforcement purposes. Company may also use the usage data for our own internal statistical and analytical purposes, to evaluate and enhance users’ experience of the Software by identifying customer preferences and purchasing trends that we may use for marketing purposes and in respect of operations and development.