This End User License Agreement constitutes a legal agreement (“License Agreement”) between the End User and/or their nominated representative (“you”) and Boyum IT Reseller ("Boyum IT Reseller").
This agreement is for the use solutions owned by Boyum IT Solutions A/S.
("Boyum IT") which includes any software, media, and accompanying on-line or printed documentation and direct or indirect access to the Boyum IT table structures for reporting (excluding the actual user-entered data contents) which collectively are Boyum IT Intellectual Property (“Software”).
By clicking on the accept button during the install procedure, installing, copying or otherwise using the Software or signing a copy of this agreement, you agree to accept and be bound by the terms of this Li-cense Agreement. If you do not agree to the terms of this License Agreement, do not install or use the Software and return all unused copies in your possession to Boyum IT Reseller.
1. GRANT OF LICENSE
- Install and use the Software on the number and types of computers as per the License.
- Copy the Software for back-up and archival purposes provided any copy must contain all of the original Software's proprietary notices.
In the event of termination of the reseller agreement between Boyum Reseller and Boyum IT, this License Agreement will terminate and Boyum IT will assume a relationship with you or arrange for another party to assume the relationship with you. You may choose to continue using the Software, provided that you enter into Boyum IT's or the relevant parties' standard terms and conditions at that point in time.
2. LICENSE RESTRICTIONS
You may not:
- Permit other individuals to use the Software except under the terms of this License Agreement.
- Modify, translate, reverse engineer, decompile, disassemble (except to the extent that this restriction is expressly prohibited by law) or create derivative works based on the Software.
- Copy the Software (except for back-up or archival purposes).
- Resell, rent, lease, transfer, or otherwise transfer rights to the Software; or
- Remove any proprietary notices or labels on or in the Software.
3. LICENSE TYPES
The Software is licensed through a number of different license types, to which the additional:
- Connection to the database requires the purchase of a Client Access License. The maximum number of computers, workstations or users that may directly or indirectly access or otherwise utilize the Database at any given point in time may not exceed the number of Client Access Licenses that you have purchased. Use of software or hardware that reduces the number of users directly accessing or utilizing the Server-installed Software (sometimes called "multiplexing" or "pooling" software or hardware) does not reduce the number of Client Access Licenses required.
- Client Access License. On payment of the License, the license code will be issued for a Client Access License. This Client Access License allows you to install the Software on the hard disk of a single computer for access to the Database installed on the Server. The maximum number of computers, workstations or users that may directly or indirectly access or otherwise utilize Server-installed Database or the Software at any given point in time may not exceed the total number of Client Access Licenses that you have purchased.
- Evaluation Client Access License. If you have obtained permission from Boyum IT Reseller to evaluate the Software, you may install the Software on a temporary basis for evaluation purposes only. The evaluation period is limited to 20 days from the date the Software is installed ("Evaluation Period"). Upon completion of the Evaluation Period your license to use the Software expires. During the Evaluation Period, the software is provided on an "as is" basis and you assume the entire risk as to the quality and performance of the software. If you have obtained permission from Boyum IT Reseller to evaluate a multi user version of the Software. The evaluation version of Boyum IT Software is not licensed for an initial implementation toward Go Live.
- Upgrade License. If you have purchased the Software as an upgrade, the Software constitutes a single product together with the product that you upgraded, and may not be used to increase the total number of licensed copies of the Software.
Maintenance of the Software will be exclusively supplied by Boyum IT Reseller to you in accordance with the maintenance schedule attached to this License Agreement ("Maintenance"). You acknowledge that any failure to use the Maintenance provided by Boyum IT Reseller or Boyum IT may prevent Boyum IT Reseller or Boyum IT from being unable to identify and assist in the correction of potential problems which, in turn, could result in an unsatisfactory software performance. Failure to use the Maintenance will also result in you Not receiving any of the Software updates or upgrades issued by Boyum IT from time to time.
5. THIRD PARTY SOFTWARE PRODUCTS
This license does not grant you any rights in relation to any third party software products required in con-junction with the Software, for example third party database products. You are responsible for obtaining the necessary licenses for such third party software products as you may require. You acknowledge that the licensing scheme for third party software products may not correspond with the licensing scheme for the Software. This license does not include licenses to any 3rd Party database server software that is required to correctly operate the Software.
Boyum IT Reseller will provide you with a license code representing the Client Access License to allow full use of the Software once Boyum IT Reseller receives payment of the License Fee.
Title, ownership, rights, and intellectual property rights in and to the Software shall remain in Boyum IT. The Software is protected by the copyright laws of the United States and international copyright treaties. Title, ownership rights and intellectual property rights in and to the content accessed through the Soft-ware shall be retained by the applicable content owner and may be protected by applicable copyright or other law. This license gives you no rights to such content.
7. NO WARRANTIES
YOU UNDERSTAND AND AGREE THAT THE SOFTWARE IS PROVIDED "AS IS" AND BOYUM IT, ITS AFFILIATES, SUPPLIERS AND RESELLERS EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION ANY WARRANTY OF MER-CHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT. BOYUM IT, ITS AFFILIATES, SUPPLIERS AND RESELLERS MAKE NO WARRANTY OR REPRESENTATION REGARDING THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SOFTWARE RE-GARDING THE ACCURACY OR RELIABILITY OF ANY INFORMATION OBTAINED THROUGH USE OF THE SOFTWARE, OR THAT THE SOFTWARE WILL MEET ANY USER'S REQUIREMENTS.
USE OF THE SOFTWARE IS AT YOUR SOLE RISK. BOYUM IT, ITS AFFILIATES, SUPPLIERS AND RESELLERS MAKE NO WARRANTY OR REPRESENTATION REGARDING THE QUALITY OF ANY MATERIAL AND/OR DATA DOWNLOADED THROUGH, OR MATERIAL AND/OR DATA RECORDED, PLAYED BACK OR EDITED (AS APPLICABLE) WITH, THE USE OF THE SOFTWARE.
USE OF ANY MATERIAL OBTAINED AND/OR DATA DOWNLOADED THROUGH, OR MATERIAL AND/OR DATA RECORDED, PLAYED BACK OR EDITED (AS APPLICABLE) WITH, THE SOFTWARE IS AT YOUR OWN DISCRETION AND RISK. YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAM-AGE TO YOU RESULTING FROM THE USE OF THE SOFTWARE.
8. LIMITATIONS OF LIABILITY
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL BOYUM IT OR ITS AFFILIATES, SUPPLIERS OR RESELLERS BE LIABLE FOR ANY SPECIAL, INCIDENTAL, INDI-RECT, EXEMPLARY OR CONSEQUENTIAL DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIM-ITATION, DAMAGES FOR LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, LOSS OF BUSINESS INFORMATION, OR ANY OTHER PECUNIARY LOSS OR DAMAGE) ARISING OUT OF THE USE OF OR INABILITY TO USE THE SOFTWARE OR THE PROVISION OF OR FAILURE TO PROVIDE TECHNICAL OR OTHER SUPPORT SERVICES, WHETHER ARISING IN TORT
(INCLUDING NEGLIGENCE) CONTRACT OR ANY OTHER LEGAL THEORY, EVEN IF BOYUM IT, ITS AFFILIATES, SUPPLIERS OR RESELLERS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN ANY CASE, BOYUM IT'S, ITS AFFILIATES', SUPPLIERS' AND RESELLERS' MAXIMUM CUMULATIVE LIABILITY AND YOUR EXCLUSIVE REMEDY FOR ANY CLAIMS ARISING OUT OF OR RELATED TO THIS AGREEMENT WILL BE LIMITED TO THE AMOUNT ACTUALLY PAID BY YOU FOR THE SOFTWARE (IF ANY).
Because some states and jurisdictions do not allow the exclusion or limitation of liability, the above limitation may not apply to you.
You agree to indemnify, defend and hold harmless Boyum IT, its affiliates, officers, directors, employees, consultants, agents, suppliers and resellers from any and all third party claims, liability, damages and/or costs (including, but not limited to, attorney’s fees) arising from (i) your use of the Software, (ii) your violation of this Agreement, (iii) the infringement or violation by you or any other user of your account, of any intellectual property or other right of any person or entity, or (iv) if the Software is imported from the United States, import and export duties or other claims arising from such importation.
This License Agreement will automatically terminate if and when you fail to comply with any term hereof. No notice shall be required from Boyum IT to effect the termination specified in the preceding sentence. You may also terminate this License Agreement at any time by notifying Boyum IT in writing of termination. Upon any termination of this License Agreement, your license shall immediately terminate and you shall discontinue use of the Software.
Upon any termination of this Agreement, you must cease any further use of the Software and delete/destroy any copies of Software (including all elements thereof such as documentation) within your possession and control.
This Agreement is personal to you and may not be assigned by you without Boyum IT's express written consent. This Agreement shall be binding upon any party who uses the software and/or any party to whom you transfer the Software.
You agree that you are responsible for informing all users and transferees of the Software of the binding application of this Agreement, and all provisions contained herein, to such user(s) and transferee(s).
Boyum IT may assign this Agreement without your approval in the event there is a reorganization, consolidation, merger or acquisition of substantially all of the stock or assets of Boyum IT.