WAPT SOFTWARE LICENSE AGREEMENT¶
NOTICE: READ THE FOLLOWING TERMS AND CONDITIONS CAREFULLY BEFORE you DOWNLOAD, INSTALL OR USE Tranquil IT’s PROPRIETARY SOFTWARE. BY INSTALLING OR USING THE SOFTWARE, you AGREE TO BE BOUND BY THE FOLLOWING TERMS AND CONDITIONS. IF you DO NOT AGREE TO THE FOLLOWING TERMS AND CONDITIONS, DO NOT INSTALL OR USE THE SOFTWARE.
« You and your » means the party licensing the software hereunder.
« Software » means the computer programs provided under the terms of this license by Tranquil IT together with any documentation provided therewith.
« WAPT Server » means the system running the WAPT server software.
« Managed computer » means a computer running the WAPT service agent software.
2. GRANT OF RIGHTS¶
The license granted for software under this agreement authorizes you on a non-exclusive basis to use the software. The license is personal to you and may not be assigned by you to any third party.
2.2 License Provisions
Subject to the receipt by Tranquil IT of the applicable license fees, you have the right use the software as follows:
You may use and install the WAPT client software for the duration of the license on as many « managed computers » as the license agrees. Nothing in this agreement shall permit you, or any third party to disclose or otherwise make available to any third party the licensed software, source code or any portion thereof. You agree to indemnify, hold harmless and defend Tranquil IT from and against any claims or lawsuits, including attorney’s fees, that arise as a result from the use of the software; You do not permit further redistribution of the software by your end-user customers
3. NO DERIVATIVE WORKS¶
The inclusion of source code with the License is explicitly not for your use to customize a solution or re-use in your own projects or products. The benefit of including the source code is for purposes of security auditing. you may modify the code only for emergency bug fixes that impact security or performance and only for use within your enterprise. you may not create or distribute derivative works based on the software or any part thereof. If you need enhancements to the software features, you should suggest them to Tranquil IT for version improvements.
You acknowledge that all copies of the software in any form are the sole property of Tranquil IT. You have no right, title or interest to any such software or copies thereof except as provided in this Agreement.
You hereby acknowledge and agreed that the software constitute and contain valuable proprietary products and trade secrets of Tranquil IT, embodying substantial creative efforts and confidential information, ideas, and expressions. you agree to treat, and take precautions to ensure that your employees and other third parties treat, the software as confidential in accordance with the confidentiality requirements herein.
6. DISCLAIMER OF WARRANTIES¶
EXCEPT AS OTHERWISE SET FORTH IN THIS AGREEMENT THE SOFTWARE IS PROVIDED TO YOU « AS IS », AND Tranquil IT MAKES NO EXPRESS OR IMPLIED WARRANTIES WITH RESPECT TO ITS FUNCTIONALITY, CONDITION, PERFORMANCE, OPERABILITY OR USE. WITHOUT LIMITING THE FOREGOING, Tranquil IT DISCLAIMS ALL IMPLIED WARRANTIES INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR FREEDOM FROM INFRINGEMENT. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU. THE LIMITED WARRANTY HEREIN GIVES YOU SPECIFIC LEGAL RIGHTS, AND YOU MAY ALSO HAVE OTHER RIGHTS THAT VARY FROM ONE JURISDICTION TO ANOTHER.
7. LIMITATION OF LIABILITY¶
You ACKNOWLEDGE AND AGREE THAT THE CONSIDERATION WHICH Tranquil IT IS CHARGING HEREUNDER DOES NOT INCLUDE ANY CONSIDERATION FOR ASSUMPTION BY Tranquil IT OF THE RISK OF YOU CONSEQUENTIAL OR INCIDENTAL DAMAGES WHICH MAY ARISE IN CONNECTION WITH YOUR USE OF THE SOFTWARE. ACCORDINGLY, YOU AGREE THAT Tranquil IT SHALL NOT BE RESPONSIBLE TO YOU OR ANY THIRD PARTY FOR ANY LOSS-OF-PROFIT, LOST SAVINGS, INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF A LICENSING OR USE OF THE SOFTWARE.
You agree to defend, indemnify and hold Tranquil IT and its employees, agents, representatives and assigns harmless from and against any claims, proceedings, damages, injuries, liabilities, costs, attorney’s fees relating to or arising out of your use of the software or any breach of this Agreement.
Your license is effective for a defined period and is terminated when this period is over. You may terminate it at any time by destroying the software or returning all copies of the software to Tranquil IT. Your license will terminate immediately without notice if you breach any of the terms and conditions of this Agreement, including non or incomplete payment of the license fee. Upon termination of this Agreement for any reason: you will uninstall all copies of the software; you will immediately cease and desist all use of the software; and will destroy all copies of the software in your possession.
10. UPDATES AND SUPPORT¶
Tranquil IT has the right, but no obligation, to periodically update the software, at its complete discretion, without the consent or obligation to you or any licensee or user.
YOU HEREBY ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT, UNDERSTAND IT AND AGREE TO BE BOUND BY ITS TERMS AND CONDITIONS.