Terms and Conditions
END-USER LICENSE AGREEMENT FOR
This license statement and limited warranty constitutes a legal agreement (“License Agreement”) between you (either as an individual or a single entity) and Parsloe Consulting Ltd for the software products collectively named “SystemGuru” (“Software Product”), including any software, media, and related on-line, printed or electronic documentation.
By installing, copying, or otherwise using the Software Product, you agree to be bound by the terms of this License Agreement. If you do not agree to the terms of this License Agreement, do not install, copy, or use the Software Product.
This license agreement shall supersede any verbal, or prior verbal or written, statement or agreement to the contrary.
The Software Product is proprietary to Parsloe Consulting Ltd. The Software Product is licensed, not sold, to you notwithstanding any reference herein to “purchases”. You acknowledge and agree that: (a) the Product is protected under copyright laws and international copyright treaty; (b) Parsloe Consulting Ltd retains all copyrights and other intellectual property rights in the Software Product; (c) there are no implied licenses under this License, and any rights not expressly granted to you hereunder are reserved by Parsloe Consulting Ltd; (d) you acquire no ownership or other interest (other than your license rights) in or to the Software Product; and (e) Parsloe Consulting Ltd owns all copies of the Software Product, however made. You agree that you will not, at any time, contest anywhere in the world Parsloe Consulting Ltd’s ownership of the Software Product, nor will you challenge the validity of Parsloe Consulting Ltd ‘s rights in the Software Product.
2. NO WARRANTY
This Software Product and/or related documentation and files are provided on an “as is” basis, without any representation or warranty of any kind, either express or implied, including without limitation any representations or endorsements regarding the use of, the results of, or performance of the Software Product, its appropriateness, accuracy, reliability, or correctness. The entire risk as to the use of the Software Product is assumed by you.
Parsloe Consulting Ltd does not assume liability for the use, installation and distribution of the Software Product: in no event shall Parsloe Consulting Ltd be liable for any damages whatsoever (including, without limitation, damages for loss of business profits, business interruption, loss of business information, or any other pecuniary loss) arising out of the use of or inability to use the Software Product, even if Parsloe Consulting Ltd 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. In this case Parsloe Consulting Ltd will only be liable for the amount of money you spent for the Software Product in exchange for the return of the product, all copies, registration papers and manuals, and all materials that constitute a transfer of ownership from the customer back to Parsloe Consulting Ltd.
Upon your acceptance of the terms and conditions of this License Agreement, Parsloe Consulting Ltd grants you the right to use the Software Product in the manner provided below.
3.1. Evaluation – “DEMO edition”
In order to evaluate the Software Product, you may install a demonstration version for trial, evaluation and non-commercial purposes only.
Each registered licence of the Software Product is for a single application of the software enabling it to operate as a single hardware locked application. When the software is first run the operator will be prompted to enter an activation key. An activation key must only be obtained from Parsloe Consulting Ltd or its authorized distributors or resellers. Before an activation key can be issued, the identification code for the hardware on which the software is to operate must be notified to Parsloe Consulting Ltd. Once activated on the specified computer hard disk, the software application is non-transferable i.e. it will not be possible to activate the software on any other computer hardware unless a new activation code is issued.
The DEMO edition Software Product is usage limited and time limited. It will only be possible to open the software three times before it locks to prevent further opening. The software will be fully disabled 6 months from its indicated release date.
After your three uses of the software have passed, or the time limit has expired (whichever is the sooner) your license to use the Software Product expires. During the evaluation period, Parsloe Consulting Ltd grants you the personal, nonexclusive, non-transferable and limited license to use the Software Product solely for evaluation purposes.
You may not use the Software Product working in the DEMO edition for any commercial, business, governmental or institutional purpose of any kind. At the end of the Evaluation Period, further use of the Software Product by you is prohibited without the purchase of a registered license. If you do not purchase a registered license for the Software Product at the end of the Evaluation Period, you hereby agree to permanently remove or delete the Software Product from all computer systems, including Servers and workstations, on which it was installed and destroy any software and documentation received. If you desire to continue to use the Software Product following the Evaluation Period, you should contact Parsloe Consulting Ltd or an authorized distributor or reseller to order registered licenses to use the Software Product.
You may distribute the Trial edition of the Software Product on the condition that you do this by making identical copies of the downloaded file(s). You must not ask payment for the act of distributing the evaluation version of the Software Product or for the evaluation version itself. You must make it clear to the recipient that you are sending an evaluation version and that the recipient will have to accept a license agreement in order to evaluate it, and make payment in order to use the Registered edition of the Software Product. You must not distribute the evaluation version by making it part of a larger package, unless that package is a collection of evaluation software and other software that does not require payment.
3.2. Registered License – “Registered edition”
When the Software Product does not work in the “DEMO edition” (as defined above), it works in a “Registered mode” called “Registered edition”, i.e. all of the limitations of the “DEMO edition” are removed. A registered license is allowed to make the Software Product work in a Registered mode.
The following terms of this section are applicable to you only if you are a “Licence holder” or you are the authorised representative of the licence holder i.e. you or the entity that is the licence holder have acquired a registered license for the registered edition of the Software Product, directly from Parsloe Consulting Ltd or an authorized distributor or reseller.
For each registered license of the Software Product, the licence holder or authorised representative will be provided with a “Registration Notice”, in the form of email confirmation.
The Registration Notice will contain information specific to the Registered edition of the Software Product that you have licensed including the named licence holder, the named site address of the licence holder and the number of registered licenses acquired.
Each registered licence of the Software Product is for a single application of the software enabling it to operate as a single hardware locked application. When the software is first run the operator will be prompted to enter an activation key. An activation key must only be obtained from Parsloe Consulting Ltd or its authorized distributors or resellers. Before an activation key can be issued, the identification code for the computer hardware on which the software is to operate must be notified to Parsloe Consulting Ltd. Once activated on the specified hardware, the software application is non-transferable i.e. it will not be possible to activate the software on any other computer hardware unless a new licence is purchased.
The software will be automatically disabled one year after the purchase date preventing its use on new projects. However, full access to existing projects will still be possible.
The licence holder has no right to distribute, share, duplicate, nor publish the Registration Notice except for backup purposes only; subject to the other terms and conditions of this License, you may make a reasonable number of copies of the Registered Edition Software Product to backup devices such as hard disks, optical media, or tape and physical CD media backup copy of the Registered Software Product solely to replace the original copy provided to you if the original copy is damaged or destroyed. All rights not specifically granted to you herein are retained by Parsloe Consulting Ltd.
3.3. Software protection
There are technological measures in this Software Product that are designed to prevent unlicensed or illegal use of the Software Product. You agree that Parsloe Consulting Ltd may use those measures and you agree to follow any requirements regarding such technological measures.
You may not: (a) modify, adapt, alter, translate, or create derivative works of the Software Product or merge the Software Product with other software other than as described in the Software Product’s accompanying documentation or as approved of in writing by Parsloe Consulting Ltd. Software; (b) lease, rent or loan the Software Product to any third party; (c) sublicense, distribute or otherwise transfer the Software Product or any component thereof to any third party except as expressly authorized in this Agreement; (d) reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code of the Software Product; (e) remove, alter, or obscure any confidentiality or proprietary notices (including copyright and trademark notices) of Parsloe Consulting Ltd or its suppliers on the Software Product; (f) attempt to unlock or bypass any copy protection or authentication algorithm utilized by the Software Product (g) allow third parties to access or use the Software Product such as in a time-sharing arrangement or operate the Software Product as part of a service bureau or for the use or benefit of third parties; (h) reproduce or use the Software Product except as expressly authorized under the Sections named “Registered License”; or (i) disclose or publish performance benchmark results for the Software Product.
The Licence shall commence on the date on which the Software Product is accepted or deemed to be accepted by the Licence holder this being on receipt of the Registration Notice (“the Acceptance Date”) and shall continue for a period ofoneyear in accordance with the provisions of this agreement.
6. SERVICES, UPDATES
Parsloe Consulting Ltd is not required under this License to provide any installation, training or other services to you other than the training presentation that accompanies the software. If, pursuant to a separate support agreement or otherwise, Parsloe Consulting Ltd provides you with a new release, error correction, update, upgrade or other modification to the Software Product, such modification will be deemed part of the Software Product, and subject to the terms of this License, unless the modification is expressly provided subject to a separate license agreement. Parsloe Consulting Ltd reserves the right at any time not to release or to discontinue release of any Software Product and to alter prices, features, specifications, capabilities, functions, licensing terms, release dates, general availability or other characteristics of any future releases of the Software Product.
During the lifetime of the Software Product, Parsloe Consulting Ltd will provide basic technical support in response to telephone or email requests. E-mail support requests must be sent to the addresses specified in the documentation of the Software Product. Licensed Users of a “Registered” edition have priority for technical support over other users. Parsloe Consulting Ltd is not responsible for your failure to receive response to your support inquiry, based upon your use of junk mail controls and filters.
Without prejudice to any other rights, Parsloe Consulting Ltd may terminate this License Agreement if you fail to comply with the terms and conditions of the License Agreement. In such event, all rights granted under this License Agreement will immediately terminate and you must (a) stop all use of the Software Product and any Redistributables; (b) destroy all copies of the Software Product provided to or made by you, including all component parts. This License Agreement constitutes the entire, final and exclusive agreement between you and Parsloe Consulting Ltd regarding the specific license transaction described herein. If any provision of this License is held to be illegal, invalid or unenforceable for any reason, then such provision will be enforced to the maximum extent permissible and the remainder of the provisions of this License Agreement will remain in full force and effect.
If you have any questions about this License Agreement, please contact Parsloe Consulting Ltd
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