Arctorus Software Inc.

License Agreement

 

IMPORTANT: READ CAREFULLY: This End User License Agreement (EULA) is a legal agreement between you (either an individual or a single entity) and Arctorus Software Inc, for the Software that accompanies this agreement, including any associated media, printed materials and related user electronic documentation, collectively referred as  The Product 

 

BY INSTALLING THE PRODUCT OR ANY PORTION THEREOF, YOU AGREE TO BE BOUND BY THE TERMS AND CONDITIONS OF THIS EULA. IF YOU DO NOT AGREE TO ALL OF THE TERMS AND CONDITIONS OF THIS EULA, DO NOT CONTINUE THE INSTALLATION PROCESS AND IMMEDIATELY DELETE ALL INSTALLED FILES, IF ANY, OF THE ACCOMPANYING PRODUCT FROM YOUR COMPUTER SYSTEM.

 

The Product is protected by U.S. and international copyright laws and conventions as well as other intellectual property laws and treaties. The Product is licensed, not sold.

 

1.     DEFINITIONS

 

The terms used herein are defined as follows

 

a)   "Application Programming Interface"or "API" means publicly accessible interfaces by which application may access the functionality of the Product.

 

b)   "Software as a Service" or "SaaS" means a software deployment model where the provider licenses software application as a service on demand to its customers.

 

c)   "Documentation" means any online or otherwise enclosed documentation provided with this Product

 

d)   "Software Development Kit" or "SDK" means a set of development tools that allows for the creation of applications for a certain software package, software framework, hardware platform, computer system, video game console, operating system, or similar platform.

 

e)   "General Products" means products that are used by developers to develop applications using Arctorus libraries.

 

f)   "Server Products" means products that will work on servers e.g BIRT, JasperReports

 

 

2.    GRANT OF LICENSE

 

2.1.       General Product License Grant

 

Arctorus grants the use of The Product identified as General according to one of the license types

 

i)          Evaluation License

 

Evaluation license grants the user non-exclusive right to use the product for evaluation purpose only. The product will be fully functional when operated under evaluation license; however the output of the product will have an evaluation watermark. Under evaluation license, the product is strictly prohibited from being used in production of any derived work. Any violation to this provision will make it necessary for the user to purchase a license as well as expose the user to other legal recourse for collection and punitive damages. If you do not agree to terms, then do not evaluate the product and remove it from your computer immediately.

 

ii)         Developer License

 

Creation:

Developer License grants one (1) developer to create unlimited number of derived works utilizing the Product.

 

Deployment:

Developer License allows deployment of unlimited number of derived works, not including SaaS, utilizing the Product, to one (1) physical location.

 

iii)        Developer OEM License

 

Creation:

Developer OEM License grants one (1) developer to create unlimited number of derived works utilizing the Product.

 

Deployment:

Developer OEM License allows deployment of unlimited number of derived works, including SaaS, utilizing the Product, to unlimited number of physical locations.

 

iv)         Team License

 

Creation:

Team License grants up to (10) developer to create unlimited number of derived works utilizing the Product.

 

Deployment:

Team License allows deployment of unlimited number of derived works, not including SaaS, utilizing the Product, up to ten (10) physical locations.

 

v)          Team OEM License

 

Creation:

Team OEM License grants up to (10) developer to create unlimited number of derived works utilizing the Product.

 

Deployment:

Team OEM License allows deployment of unlimited number of derived works, including SaaS, utilizing the Product, to unlimited number of physical locations.

 

 

2.2.       Server Product License Grant

 

Arctorus grants the use of The Product identified as Sever according to one of the license types

 

i)          Evaluation License

 

Evaluation license grants the user non-exclusive right to use the product for evaluation purpose only. The product will be fully functional when operated under evaluation license; however the output of the product will have an evaluation watermark. Under evaluation license, the product is strictly prohibited from being used in production of any derived work. Any violation to this provision will make it necessary for the user to purchase a license as well as expose the user to other legal recourse for collection and punitive damages. If you do not agree to terms, then do not evaluate the product and remove it from your computer immediately.

 

ii)         Developer License

 

Creation:

Developer License grants one (1) developer to create unlimited number of derived works utilizing the Product.

 

Deployment:

Developer License allows deployment of unlimited number of derived works, not including SaaS, utilizing the Product, to one (1) physical or virtual server.

 

iii)        Developer OEM License

 

Creation:

Developer OEM License grants one (1) developer to create unlimited number of derived works utilizing the Product.

 

Deployment:

Developer OEM License allows deployment of unlimited number of derived works, including SaaS, utilizing the Product, to unlimited number of physical or virtual servers.

 

iv)        Team License

 

Creation:

Team License grants up to (10) developer to create unlimited number of derived works utilizing the Product.

 

Deployment:

Team License allows deployment of unlimited number of derived works, not including SaaS, utilizing the Product, up to ten (10) physical or virtual servers.

 

v)         Team OEM License

 

Creation:

Team OEM License grants up to (10) developer to create unlimited number of derived works utilizing the Product.

 

Deployment:

Team OEM License allows deployment of unlimited number of derived works, including SaaS, utilizing the Product, to unlimited number of physical or virtual servers.

 

2.3.       Source Code License Grant

 

If source code accompanies The Product, Arctorus grants you

 

i)          A non-exclusive, non-assignable, copyright license to use the Source Code for your internal development purposes only.

 

ii)          You may not redistribute the Source Code, or any component thereof, whether modified or not to any third party.

 

3.      SOFTWARE LICENSING MODELS AND UPGRADES

 

The term Licensing Model refers to upgrades. A one year Licensing Model entities the purchaser to get updates of the Product for a period of 1 year i.e 365 days following the purchase of the Product.

 

4.      DISCONTINUATION

 

Arctorus reserves the right to discontinue The Product at any time, whether it is offered individually or as a part of a product suite. In case of Product discontinuation, Arctorus will provide you the product source code.

 

5.      DESCRIPTION OF OTHER RIGHTS AND LIMITATIONS

 

5.1.       Documentation

 

Arctorus grants you a limited, personal, nonexclusive license to make and use an unlimited number of copies of any electronic or other documentation that is included with this product, provided that such copies shall be used for internal purpose and are not republished or distributed externally.

 

5.2.       Disassembly

 

You may not reverse engineer, decompile, or disassemble the Product, except and only to the extent that such activity is expressly permitted by applicable law notwithstanding this limitation.

 

5.3.       Rental

 

You may not rent, lease, or lend The Product without express written permission from Arctorus.

 

5.4.       Derived works and redistribution

 

Arctorus is not obligated to provide support for works derived from the Product. Distribution of the Source Code in any form, with or without modifications, is strictly prohibited.

 

5.5.       Termination

 

Without prejudice to any other rights, Arctorus may terminate this EULA if you fail to comply with the terms and conditions of this EULA. In such event, you must destroy all copies of the Product and all of its component parts.

 

5.6.       Reservation of rights and ownership

 

Arctorus reserves all rights not expressly granted to you in this EULA. The Product is protected by copyright and other intellectual property laws and treaties. Arctorus or its suppliers own the title, copyright, and other intellectual property rights in the Product. The Product is licensed, not sold.

 

 

6.      SOFTWARE DELIVERY

 

The Product and accompanied material will be provided in electronic format only which can be downloaded from Arctorus website. Upon purchase of the Product, Arctorus will provide you an electronic license file to enable the product to function fully.

 

7.      COPYRIGHTS

 

All title and copyrights in and to the The Product including but not limited to any images, demos, source code, intermediate files, packages, photographs, animations, video, audio, music, text, and "applets" incorporated into the Product, the accompanying printed materials, and any copies of the Product are owned by Arctorus or its subsidiaries. The Product is protected by copyright laws and international treaty provisions.

 

 

8.      LIMITED WARRANTY AND DISCALIMER

 

A.       ARCTORUS warrants that for a period of thirty (30) days from the date of acquisition, The Product, if operated with recommended system requirements and hardware configuration, will substantially achieve the functionality described in the associated written documentation and that the media containing the Product will be free from defect and workmanship.

 

B.       ARCTORUS PROVIDES NO REMEDIES OR WARRANTIES, WHETHER EXPRESS OR IMPLIED, FOR EVALUATION VERSIONS OF THE PRODUCT. THE EVALUATION VERSION OF THE PRODUCT IS PROVIDED "AS IS".

 

C.       THE PRODUCT IS NOT FAULT-TOLERANT AND IS NOT DESIGNED, MANUFACTURED OR INTENDED FOR USE IN ENVIRONMENTS IN WHICH ITS FAILURE COULD LEAD DIRECTLY TO DEATH, PERSONAL INJURY, OR SEVERE PHYSICAL OR ENVIRONMENTAL DAMAGE, SUCH AS IN THE OPERATION OF NUCLEAR FACILITIES, AIRCRAFT NAVIGATION OR COMMUNICATION SYSTEMS, AIR TRAFFIC CONTROL, DIRECT LIFE SUPPORT MACHINES, OR WEAPONS SYSTEMS ("HIGH RISK ACTIVITIES"). ARCTORUS SPECIFICALLY DISCLAIMS ANY EXPRESS OR IMPLIED WARRANTY OF FITNESS FOR SUCH PURPOSES.

 

D.       IF APPLICABLE LAW REQUIRES ANY WARRANTIES WITH RESPECT TO THE SOFTWARE, ALL SUCH WARRANTIES ARE LIMITED IN DURATION TO NINETY (90) DAYS FROM THE DATE OF DELIVERY.

 

E.      NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY ARCTORUS, ITS DEALERS, DISTRIBUTORS, AGENTS OR EMPLOYEES SHALL CREATE A WARRANTY OR IN ANY WAY INCREASE THE SCOPE OF ANY WARRANTY PROVIDED HEREIN.

 

 

9.      EXCLUSIVE REMEDY

 

Your exclusive remedy under the preceding is to return the Product to the place you acquired it, with a copy of your receipt and a description of the problem. Provided that any non-compliance with the above warranty is reported in writing to Arctorus no more than ninety (90) days following delivery to you, Arctorus will use reasonable commercial efforts to supply you with a replacement copy of the Product that substantially conforms to the documentation, provide a replacement for defective media, or refund to you your purchase price for the Software, at its option. Arctorus shall have no responsibility if the Product has been altered in any way, if the media has been damaged by misuse, accident, abuse, modification or misapplication, or if the failure arises out of use of the Product with other than a recommended hardware configuration. Any such misuse, accident, abuse, modification or misapplication of the Product will void the warranty above. THIS REMEDY IS THE SOLE AND EXCLUSIVE REMEDY AVAILABLE TO YOU FOR BREACH OF EXPRESS OR IMPLIED WARRANTIES WITH RESPECT TO THE PRODUCT AND RELATED DOCUMENTATION.

 

 

10.  LIMITATION OF LIABILITY

 

A.       NEITHER ARCTORUS NOR ITS SUPPLIERS SHALL BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, COVER OR CONSEQUENTIAL DAMAGES (INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR THE INABILITY TO USE EQUIPMENT OR ACCESS DATA, LOSS OF BUSINESS, LOSS OF PROFITS, BUSINESS INTERRUPTION OR THE LIKE), ARISING OUT OF THE USE OF, OR INABILITY TO USE, THE PRODUCT AND BASED ON ANY THEORY OF LIABILITY INCLUDING BREACH OF CONTRACT, BREACH OF WARRANTY, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR OTHERWISE, EVEN IF ARCTORUS OR ITS REPRESENTATIVES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND EVEN IF A REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.

 

B.       ARCTORUS'S TOTAL LIABILITY TO YOU FOR ACTUAL DAMAGES, FOR ANY CAUSE WHATSOEVER WILL BE LIMITED TO THE AMOUNT PAID BY YOU FOR THE PRODUCT THAT CAUSED SUCH DAMAGE.

 

C.       THE FOREGOING LIMITATIONS ON LIABILITY ARE INTENDED TO APPLY TO THE WARRANTIES AND DISCLAIMERS ABOVE AND ALL OTHER ASPECTS OF THIS EULA.

 

 

11.  LINKS TO THIRD PARTY SITES.

 

You may link to third party sites through the use of the Product. The third party sites are not under the control of Arctorus, and Arctorus is not responsible for the contents of any third party sites, any links contained in third party sites, or any changes or updates to third party sites. Arctorus is not responsible for webcasting or any other form of transmission received from any third party sites. Arctorus is providing these links to third party sites to you only as a convenience, and the inclusion of any link does not imply an endorsement by Arctorus of the third party site.

 

 

12.  TAXES

 

The license fees and any other amounts payable pursuant to this Agreement are exclusive of all national, state, regional, local, municipal or other taxes and fees including, but not limited to, excise, sales, use, property, ad valorem, intangibles, goods and services and value added taxes, customs duties and registration fees, now in force or enacted in the future, and all such taxes and fees, except taxes based on Arctorus s net worth, capital or net income, shall be paid directly by the Customer, or if paid by Arctorus, you will reimburse Arctorus.

 

13.  APPLICABLE LAW.

 

This Agreement is made in the State of Nevada, USA and shall be governed in accordance with the laws of the Nevada, USA. Any lawsuit filed regarding this Agreement shall be filed in Nevada, USA. The parties further agree that the law of Nevada, USA shall apply in such a lawsuit. The United Nations Convention on Contracts for the International Sale of Goods shall not apply to this Agreement.

 

14.  ENTIRE AGREEMENT.

 

This EULA is the entire agreement between you and Arctorus relating to the Product and the support services (if any) and they supersede all prior or contemporaneous oral or written communications, proposals and representations with respect to the Product or any other subject matter covered by this EULA. To the extent the terms of any Arctorus policies or programs for support services conflict with the terms of this EULA, the terms of this EULA shall control. If any provision of this EULA is held to be void, invalid, unenforceable or illegal, the other provisions shall continue in full-force and effect.

 
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