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1. Property of the Licensor
You may obtain a copy of this software product either by downloading it from an approved
website or by installing it from an authorised copy distributed on CD-Rom , DVD-Rom
or USB-Drive (“Installation Media”). The copyright, database rights and any other
intellectual property rights (including, but not limited to, trade marks, patents
and designs) in the programs and data which constitute the software product (the
“Software”), together with the Installation Media on which they were supplied to
you, are and remain the property of ImageOrder Services Ltd. (IOS) (the “Licensor”).
You are licensed to use the Software only if you accept all of the terms and conditions
set out below.
2. Licence Acceptance Procedure
By installing this software, you indicate your acceptance of this Licence Agreement
and the limited warranty and limitation of liability set out in herein. Such acceptance
is either on your own behalf or on behalf of any corporate entity which employs you
or which you represent (a “Corporate Licensee”). In this Licence Agreement, “you”
includes both the reader and any Corporate Licensee. If you do not accept the terms
and conditions of this Licence Agreement, please follow the Licence Rejection Procedure
set out below.
3. Licence Rejection Procedure
3.1 If you do not accept the terms and conditions of this Licence Agreement, you
should not proceed or uninstall the software, delete any and all parts of the Software
(including, but not limited to, setup and installation files) from your computer
or device and, if you acquired the Software on Installation Media, (and in any event,
within 14 days of receipt) return to the licensor or relevant software reseller:
3.1.1 the Installation Media;
3.1.2 any other items provided that are part of this product; and
3.1.3 your dated proof of purchase.
3.2 Any sums you paid to the licensor or software reseller for the Software will
4. Other Agreements
If your use of the Software is pursuant to an executed licence agreement, such agreement
shall apply instead of the following terms and conditions.
LICENCE AGREEMENT AND LIMITED WARRANTY
1. Ownership of Software and Copies
The Software and related documentation are copyrighted works of authorship, and are
also protected under applicable database laws. The Licensor retains ownership of
the Software, all subsequent copies of the Software and all intellectual property
rights subsisting therein, regardless of the form in which the copies may exist.
This Licence Agreement is not a sale of the original Software or any copies thereof.
Provided that you have paid the applicable licence fee, the Licensor grants to you
a limited, non-exclusive licence to:
2.1 Install and use the Software on 1 (one) computer or device owned, leased and/or
controlled by you or, where relevant, any member of your corporate group, which expression
includes the Corporate Licensee, the Corporate Licensee’s majority-owned subsidiaries,
any parent company having a majority-owned interest in the Corporate Licensee, and
such parent company’s majority-owned subsidiaries;
2.2 Make up to 1 (one) copy of the Software for backup, archival or other security
3. Licence Restrictions
You may not use, copy, modify or transfer the Software (including any related documentation)
or any copy, in whole or in part, including any print-out of all or part of any database,
except as expressly provided for in this Licence Agreement. If you transfer possession
of any copy of the Software to another party except as provided above, your licence
is automatically terminated. You may not translate, reverse engineer, decompile,
disassemble, modify or create derivative works based on the Software, except as expressly
permitted by the law of this Licence Agreement. You may not vary, delete or obscure
any notices of proprietary rights or any product identification or restrictions on
or in the Software.
4.1 The Software is licensed only to you. You may not rent, lease, sub-licence,
sell, assign, pledge, transfer or otherwise dispose of the Software, on a temporary
or permanent basis, without the prior written consent of the Licensor.
You undertake to:
5.1 Use the Software only within the bounds of the terms and conditions of this Licence
5.2 Ensure that, prior to use of the Software by your employees or agents (where
relevant), all such parties are notified of the terms and conditions of this Licence
5.3 Reproduce and include our copyright notice (or such other party's copyright notice
as specified on the Software) on all and any copies of the Software, including any
partial copies of the Software.
6. Limited Warranty
6.1 Subject to the limitations and exclusions of liability below, the Licensor warrants
that (a) any Installation Media on which the Software is distributed will be free
from material defects under normal use; and that (b) the copy of the Software provided
to you will materially conform with the documentation that accompanies it. The warranty
period is 1 (one) year from date of purchase (the “Warranty Period”).
6.2 The Licensor shall not be liable under the said warranty above if the Software
fails to operate in accordance with the said warranty as a result of any modification,
variation or addition to the Software not performed by the Licensor or caused by
any abuse, corruption or incorrect use of the Software, including use of the Software
with equipment or other software which is incompatible.
7. No Other Warranties
The foregoing warranty is made in lieu of any other warranties, representations or
guarantees of any kind, whether expressed or implied, including, but not limited
to, any implied warranties of quality, merchantability, fitness for a particular
purpose or ability to achieve a particular result. You assume the entire risk as
to the quality and performance of the Software. The Licensor does not warrant that
the Software will meet your requirements or that its operation will be uninterrupted
or error free.
8. Limitation of Liability
The Licensor’s entire liability and your exclusive remedy shall be:
8.1 The replacement of any Installation Media (either with new Installation Media
or with the download of the required installation and setup materials) not meeting
the Licensor’s Limited Warranty and which is returned to the Licensor together with
dated proof of purchase; or
8.2 If, during the Warranty Period, the Licensor is unable to deliver replacement
Installation Media or to provide a suitable downloadable replacement which is free
of material defects, you may terminate this Licence Agreement by returning the Software
to the Licensor or to the original place of purchase and any money paid to the Licensor
or (as relevant) the reseller for the Software will be refunded.
9. Exclusion of Liability
In no event will the Licensor be liable to you for any damages, including any lost
profits, lost savings, loss of data or any indirect, special, incidental or consequential
damages arising out of the use of or inability to use the Software, even if the Licensor
has been advised of the possibility of such damages. Nothing in this Licence Agreement
limits liability for fraudulent misrepresentation.
10. Your Statutory Rights
This Licence Agreement gives you specific legal rights and you may also have other
rights that vary from country to country. Some jurisdictions do not allow the exclusion
of implied warranties, or certain kinds of limitations or exclusions of liability,
so the above limitations and exclusions may not apply to you. Other jurisdictions
allow limitations and exclusions subject to certain conditions. In such a case the
above limitations and exclusions shall apply to the fullest extent permitted by the
laws of such applicable jurisdictions. If any part of the above limitations or exclusions
is held to be void or unenforceable, such part shall be deemed to be deleted from
this Licence Agreement and the remainder of the limitation or exclusion shall continue
in full force and effect. Any rights that you may have as a consumer (i.e. a purchaser
for private as opposed to business, academic or government use) are not affected.
This Licence Agreement is effective until terminated. You may terminate it at any
time by destroying the Software together with all copies in any form. It will also
terminate upon conditions set out elsewhere in this Licence Agreement or if you fail
to comply with any term or condition of this Licence Agreement or if you voluntarily
return the Software to the Licensor. You agree upon such termination to destroy
the Software together with all copies in any form.
You will comply with all applicable laws, rules, and regulations governing export
of goods and information, including the laws of the countries in which the Software
was created (United Kingdom). In particular, you will not export or re-export, directly
or indirectly, separately or as a part of a system, the Software or other information
relating thereto to any country for which an export licence or other approval is
required, without first obtaining such licence or other approval.
13.1 Each party irrevocably agrees that the courts of the country of registration
of the Licensor, its subsidiary office, or reseller which issues an invoice for this
Software, shall have exclusive jurisdiction to resolve any controversy or claim of
whatever nature arising out of or in relation to this Licence Agreement and the place
of performance of this Licence Agreement shall be that country and that the laws
of that country shall govern such controversy or claim.
13.2 This Licence Agreement constitutes the complete and exclusive statement of the
Licence Agreement between the Licensor and you with respect to the subject matter
of this Licence Agreement and supersedes all proposals, representations, understandings
and prior agreements, whether oral or written, and all other communications between
us relating to that subject matter.
13.3 Any Clause in this Licence Agreement that is found to be invalid or unenforceable
shall be deemed deleted and the remainder of this Licence Agreement shall not be
affected by that deletion.
13.4 Failure or neglect by either party to exercise any of its rights or remedies
under this Licence Agreement will not be construed as a waiver of that party's rights
nor in any way affect the validity of the whole or part of this Licence Agreement
nor prejudice that party's right to take subsequent action.
13.5 This Licence Agreement is personal to you and you may not assign, transfer,
sub-contract or otherwise part with this Licence Agreement or any right or obligation
under it without the Licensor's prior written consent.
Any questions concerning this Licence Agreement or the Software should be directed
to the Licensor. Email contact details : email@example.com.