Under this End User License Agreement (the "Agreement"), Pulsic Limited, a company registered in England and Wales under company number 03840681 (the "Vendor") grants to the user (the "Licensee") a non-exclusive and non-transferable license to use the Animate Preview software program(s) (the "Software") on the following terms and conditions.
"Software" includes the executable computer programs for Animate Preview downloaded (or as may be provided by other means) and any related printed, electronic and online documentation and any other files that may accompany the product.
Title, copyright, intellectual property rights and distribution rights of the Software remain exclusively with the Vendor. Intellectual property rights include the look and feel of the Software.
This Agreement constitutes a license for use only and is not in any way a transfer of ownership rights to the Software.
This Agreement only applies to use of the specified Software, and in no way does it grant the user any access, or use, of any other software provided by the Vendor.
THIS AGREEMENT IS A LEGAL AGREEMENT BETWEEN THE VENDOR AND THE LICENSEE.
THE TERMS OF THIS AGREEMENT INCLUDE, IN PARTICULAR, LIMITATIONS ON LIABILITY (Clause 3).
BY CLICKING ON THE "I AGREE" BUTTON BELOW THE LICENSEE CONFIRMS THAT IT ACCEPTS THE TERMS OF THIS AGREEMENT AND THAT IT AGREES TO COMPLY WITH SUCH TERMS.
IF THE LICENSEE DOES NOT AGREE TO THE TERMS OF THIS AGREEMENT, THE LICENSEE MUST NOT CLICK ON THE "I AGREE" BUTTON, THE VENDOR WILL NOT LICENSE THE SOFTWARE TO THE LICENSEE, AND THE LICENSEE MUST DISCONTINUE THE DOWNLOADING PROCESS NOW AND MUST NOT USE THE SOFTWARE.
The Licensee should print a copy of this Agreement for future reference.
1 License Grant
1.1 In consideration of the Licensee agreeing to abide by the terms of this Agreement, the Vendor hereby grants to the Licensee a non-exclusive, non-transferable, non-sublicensable site license to use the Software on the terms of this Agreement (the “License”). The License cannot be transferred to another site location (a new download and EULA must be completed if that is required). The Software may be loaded onto multiple machines within the site.
1.2 The rights and obligations of this Agreement are granted to the Licensee only. The Licensee may not transfer or assign any of the rights or obligations granted under this Agreement to any third party or other legal entity.
1.3 A site license will be automatically provided and hosted by the Vendor on an external RLM license server. The Software will connect to this server using a unique id generated from the submitted email address during download.
1.4 Only license request information is transferred between the Software and the server. Under no circumstances is there any transfer of any other data (design data, rules, etc.).
1.5 Except as expressly set out in this Agreement or as permitted by any local law, the Licensee undertakes:
(a) not to provide, or otherwise make available, the Software in any form, in whole or in part (including, but not limited to, program listings, object and source program listings, object code and source code) to any person without prior written consent from the Vendor;
(b) not to modify, adapt, reverse-engineer, disassemble or de-compile the Software in any manner through current or future available technologies, or create derivative works based on the whole or any part of the Software nor attempt to do any such things;
(c) save for the purpose of loading the Software onto multiple machines within a single site, not to copy the Software, except where such copying is incidental to normal use of the Software or where it is necessary for the purpose of back-up or operational security;
(d) to keep all copies of the Software secure and to maintain accurate and up-to-date records of the number and locations of all copies of the Software;
(e) not to rent, lease, sub-license or loan the whole or any part of the Software nor permit the Software or any part of it to be combined with, or become incorporated in, any other programs; and
(f) to comply with all applicable technology control or export laws and regulations.
2 License Fee
2.1 There is no license fee associated with use of the License granted in this Agreement.
3 Limitation of Liability
3.1 The Software is provided by the Vendor and accepted by the Licensee "as is". Liability of the Vendor will be limited to a maximum of the original purchase price of the Software. The Vendor will not be liable for any general, special, incidental or consequential damages including, but not limited to, loss of production, loss of profits, loss of revenue, loss of data, or any other business or economic disadvantage suffered by the Licensee arising out of the use or failure to use the Software. Notwithstanding the foregoing, nothing in this Agreement excludes or limits the Vendor’s liability to the extent that such liability cannot lawfully be excluded or limited.
3.2 The Vendor makes no warranty expressed or implied regarding the fitness of the Software for a particular purpose or that the Software will be suitable or appropriate for the specific requirements of the Licensee.
3.3 The Vendor does not warrant that use of the Software will be uninterrupted or error-free. The Licensee accepts that software in general is prone to bugs and flaws within an acceptable level as determined in the industry.
4 Intellectual Property
4.1 The Licensee acknowledges that all intellectual property rights in the Software anywhere in the world belong to the Vendor, that rights in the Software are licensed (not sold) to the Licensee, and that the Licensee has no rights in, or to, the Software other than the right to use it in accordance with the terms of this Agreement.
4.2 The Licensee acknowledges that it has no right to have access to the Software in source code form.
5.1 All terms, conditions and obligations of this Agreement will be deemed to be accepted by the Licensee ("Acceptance") on clicking of the “I agree” button below.
6 User Support
6.1 No user support or maintenance is provided as part of this Agreement.
7 Sales and Marketing
7.1 The Vendor may use or contact the email address submitted to activate download for future sales and marketing activities.
8.1 The term of this Agreement will begin on Acceptance and is perpetual.
9.1 This Agreement will be deemed to be terminated and the License forfeited where the Licensee has failed to comply with any of the terms of this Agreement or is in breach of this Agreement.
9.2 The Vendor reserves the right to terminate this Agreement and the License at any point.
9.3 On termination of this Agreement for any reason:
(a) the Licensee must immediately delete or remove the Software from all computer equipment in its possession and promptly destroy the Software or return the Software to the Vendor;
(b) all rights granted to the Licensee under this Agreement shall cease and the Licensee must cease all activities authorised by this Agreement.
10 Force Majeure
10.1 The Vendor will not be liable or responsible for any failure to perform, or delay in performance of, any of its obligations under this Agreement where this results in whole or in part from events, circumstances or causes beyond its reasonable control, such as earthquake, typhoon, flood, fire, terrorist attack, epidemic or pandemic and war or any other such event where the Vendor has taken reasonable action to mitigate such an event.
11 Governing Law
11.1 This Agreement is subject to English law and the courts of England and Wales will have exclusive jurisdiction in respect of any dispute arising out of or in connection with this Agreement, the Software or its use or operation.
12.1 This Agreement can only be modified in writing signed by both the Vendor and the Licensee.
12.2 This Agreement does not create or imply any relationship in agency or partnership between the Vendor and the Licensee.
12.3 Headings are inserted for the convenience of the parties only and are not to be considered when interpreting this Agreement. Words in the singular mean and include the plural and vice versa. Words in the masculine gender include the feminine gender and vice versa. Words in the neuter gender include the masculine gender and the feminine gender and vice versa.
12.4 If any term, covenant, condition or provision of this Agreement is held by a court of competent jurisdiction to be invalid, void or unenforceable, it is the parties' intent that such provision be reduced in scope by the court only to the extent deemed necessary by that court to render the provision reasonable and enforceable and the remainder of the provisions of this Agreement will in no way be affected, impaired or invalidated as a result.
12.5 This Agreement contains the entire agreement between the parties for the specified Software and shall remain in full force unless terminated or superseded with another agreement. All understandings have been included in this Agreement. Representations which may have been made by any party to this Agreement may in some way be inconsistent with this final written Agreement. All such statements are declared to be of no value in this Agreement. Only the written terms of this Agreement will bind the parties.
13.1 All notices to the Vendor under this Agreement are to be provided at the following address: 160 Aztec West, Park Avenue, Almondsbury, Bristol, BS32 4TU, United Kingdom.