销售条款和软件许可协议
The following terms constitute a binding agreement between you and Codelathe with respect to use of the Tonido FileCloud (“Licensed Software”)
1. EVALUATION LICENSE:
CodeLathe grants to you a non-exclusive, non-transferable, Evaluation License for trial and evaluation of the licensed software, in binary object code form, for a period of fourteen (14) days from the date of download or installation. This License begins upon downloading or installing the Licensed Software and ends fourteen (14) days thereafter (“Evaluation Period”).
If you are not willing to use the Licensed Software after the Evaluation Period, delete all the copies installed in your computer with immediate effect. You are forbidden from using the Licensed Software for any other use or otherwise offering it for resale under the terms of this Section 1. CodeLathe retains all rights not specifically granted to you herein.
2. COMMERCIAL LICENSE:
CodeLathe grants you a fee-bearing, nonexclusive, non-transferable, world-wide license to Use the Licensed Software including user documentation, updates and upgrades to which you are entitled during the period of your subscription, provided that such access and Use of the Licensed Software is in accordance with License granted by CodeLathe. Under the Subscription License, the Licensed Software is licensed only for a subscription period of one year. You must renew your license at least 7 days before the expiry of the subscription period in order to continue using the Licensed Software.
3. RESTRICTIONS ON USE:
In addition to all other terms and conditions of this Agreement, you shall not: (i) install one copy of the Licensed Software on more than one server or Domain; (ii) remove any copyright, trademark or other proprietary notices from the Licensed Software or its copies; (iii) rent, lease, license, sublicense or distribute the Licensed Software or any portions of it on a standalone basis or as part of your application; (v) modify or enhance the Licensed Software; or (vi) reverse engineer, decompile or disassemble the Licensed Software.
4. PRODUCT UPDATES & TECHNICAL SUPPORT:
As part of subscription license, CodeLathe provides support that includes email support for problem reporting, product updates, upgrades and online access to product documentation at no additional cost for the period of subscription.
5. OWNERSHIP AND INTELLECTUAL PROPERTY:
CodeLathe owns all right, title and interest in and to the Licensed Software. CodeLathe expressly reserves all rights not granted to you herein, notwithstanding the right to discontinue or not to release any Licensed Software and to alter prices, features, specifications, capabilities, functions, licensing terms, release dates, general availability or characteristics of the Licensed Software. The Licensed Software is only licensed and not sold to you by CodeLathe.
6. WARRANTY DISCLAIMER:
CodeLathe does not warrant that the Licensed Software will be error-free. Except as provided herein, the Licensed Software is furnished “as is” without warranty of any kind, including the warranties of merchantability and fitness for a particular purpose and without warranty as to the performance or results you may obtain by using the Licensed Software. You are solely responsible for determining the appropriateness of using the Licensed Software and assume all risks associated with the use of it, including but not limited to the risks of program errors, damage to or loss of data, programs or equipment, and unavailability or interruption of operations.
7. LIMITATION OF LIABILITY:
In no event will CodeLathe be liable to you or any third party for any special, incidental, indirect, punitive or exemplary or consequential damages, or damages for loss of business, loss of profits, business interruption, or loss of business information arising out of the use or inability to use the program or for any claim by any other party even if CodeLathe has been advised of the possibility of such damages. CodeLathe’s entire liability with respect to its obligations under this agreement or otherwise with respect to the Licensed Software shall not exceed the amount of the license fee paid by you for the Licensed Software.
8. INDEMNIFICATION:
CodeLathe agree to indemnify and defend you from and against any and all claims, actions or proceedings, arising out of any claim that the Licensed Software infringes or violates any valid patent, copyright or trade secret right of any third party; so long as you provide; (i) prompt written notice to CodeLathe of such claim; (ii) cooperate with CodeLathe in the defense and/or settlement thereof, at CodeLathe ‘s expense; and, (iii) allow CodeLathe to control the defense and all related settlement negotiations. The above is CodeLathe‘s sole obligation to you and shall be your sole and exclusive remedy pursuant to this Agreement for intellectual property infringement.
CodeLathe shall have no indemnity obligation for claims of infringement to the extent resulting or alleged to result from (i) any combination, operation, or use of the Licensed software with any programs or equipment not supplied by CodeLathe; (ii) any modification of the Licensed Software by a party other than CodeLathe; and (iii) your failure, within a reasonable time frame, to implement any replacement or modification of Licensed Software provided by CodeLathe.
9. TERMINATION:
This Agreement is effective until terminated by either party. You may terminate this Agreement at any time by destroying or returning to CodeLathe all copies of the Licensed Software in your possession. CodeLathe may terminate this Agreement for any reason, including but not limited to your breach of any of the terms of this Agreement. Upon termination, you shall destroy or return to CodeLathe all copies of the Licensed Software and certify in writing that all know copies have been destroyed. All provisions relating to confidentiality, proprietary rights, non-disclosure, and limitation of liability shall survive the termination of this Agreement.
10. JURISDICTION
If, for any reason, any provision of this TOS is held invalid, such invalidity shall not affect the remainder of this TOS, and this TOS shall continue in force and effect to the full extent allowed by law. This TOS shall be construed and controlled by the laws of the State of Texas, USA. Any dispute concerning or breach of the terms of this Agreement will be governed by the laws of the State of Texas and hereby submit to personal jurisdiction and binding arbitration in Austin, Texas as the dispute resolution type and forum for all disputes or controversies arising under this Terms of Sale and Your use of Tonido FileCloud. If you have any questions or concerns about this Terms of Use or any issues raised in the TOS or on the sites, please contact us at: [email protected]。
最近的评论