End User License Agreement

End User License Agreement for Advancor Database Compare

This End User License Agreement (“EULA”) is a legal agreement between you and your counter-party, referred to in this EULA as “Advancor”, will be Advancor, Lund, Swedensep

If you are a group of companies, with subsidiaries residing in different countries, then you shall, for the purpose of this EULA, be considered to be a resident of the country in which the most of your users are located at the time of this EULA becoming effective.

If you are agreeing to this EULA not as an individual but on behalf of your company, then “you” means your company, and you are binding your company to this EULA.

This EULA governs the above-identified Advancor software products, including any associated media, printed materials and electronic documentation (the “Software Products”). If you have entered into a separate and signed license agreement or terms of use regarding the Software Products, which contains terms contradictory to this EULA, then the terms of such separate agreement shall prevail.

The Software Products also includes any software updates, add-on components, web services and/or supplements that Advancor may make available to you, to the extent that such items are not accompanied by a separate license agreement or terms of use.

By installing, copying, downloading, accessing or otherwise using the Software Products, you agree to be bound by the terms of this EULA. If you should use any additional Advancor services or tools relating to the Software Products, including but not limited to the Advancor software development kit, you agree to be bound by the terms in force from time to time, which govern the said usage, and which can be found on Advancor’s official website or at the place of download of the Software Products or the additional services or tools. The Software Products are protected by intellectual property laws and treaties. The Software Products are licensed, not sold.

1. Grant of license

Subject to correct payment of the license fees displayed at Advancor’s official website or at the place of download of the Software Products and the terms and conditions of this EULA, Advancor hereby grants to you a limited, non-exclusive, non-transferable, non-sub-licensable, royalty based, worldwide license to install and make the Software Products available to the agreed number of resource accounts (authorized users).

Authorized users may be your employees, representatives, consultants, contractors, agents, or other third parties who are acting for your benefit or on your behalf. You may increase the number of users by placing a new order. In all cases, you must pay the applicable fee for the increased number of authorized users. You may at any time decrease the number of users from the first day of the next invoicing period by giving prior written notice to Advancor.

In order to upgrade or update the Software, a valid license to use the Software Products is required.

2. License restrictions

License Key: Is a unique numbering code used for accessing the Software Products, which will be distributed to you automatically or by e-mail.

You may not translate, reverse engineer, decompile, disassemble, or create derivative works from the Software Products or provide the Software as “software as a service”.

You may not rent, lease, lend or provide commercial hosting services to third parties with the Software Products.

The license to try out Software Products with an unrestricted feature set for a limited trial period of thirty days (“Trial License”) is limited to a one time-use per user and per hardware device. The Licensee may not re-register under a different name, different account, or from a different hardware device. Only one user may register per hardware device.

3. Fees

License fees and other remunerations are displayed at Advancor’s official website and may be changed by Advancor by giving at least 6 months prior notice on the website. Each party shall be responsible for its own taxes.

4. Intellectual property rights

All ownership and intellectual property rights in the Software Products and any copies and derivative works thereof (regardless of form or media in or on which the original or other copies may exist), including but not limited to patents, design rights, copyrights, trademarks, trade-secrets and proprietary know-how, shall be owned by and vested in Advancor, or Advancor’s licensors, and nothing in this EULA shall constitute or be interpreted as a transfer of such rights from Advancor to you. You are solely entitled to the limited license to the Software Products specifically granted under this EULA.

Trademarks contained in the Software are trademarks or registered trademarks of Advancor. Third party trademarks, trade names, product names and logos may be the trademarks or registered trademarks of their respective owners. You may not remove or alter any trademark, trade names, product names, logo, copyright or other proprietary notices, legends, symbols or labels in the Software Producs. This EULA does not authorize you to use Advancor’s or its licensors’ names or any of their respective trademarks.

5. Limited warranty, limitation of warranties

Advancor warrants that the Software Products will perform substantially in accordance with the specifications of the Software Products for a period of ninety (90) days from the date of initial purchase.

Any supplements or updates to the Software Products, including without limitation, any (if any) service packs or hot fixes provided to you after the expiration of the ninety (90) day limited warranty period are not covered by any warranty or condition, express, implied or statutory.

Your exclusive remedy for any breach of this Limited Warranty is as set forth below. Except for any refund elected by Advancor, you are not entitled to any damages, including but not limited to consequential damages, if the Software Products does not meet Advancor’s Limited Warranty, and, to the maximum extent allowed by applicable law, even if any remedy fails of its essential purpose.

Advancor’s and its retailers or suppliers’ entire liability and your exclusive remedy shall be, at Advancor’s option, (a) return of license fees paid during the preceding three months, or (b) repair or replacement of the Software Products, that does not meet this Limited Warranty.

This Limited Warranty is void if failure of the Software Products has resulted from accident, abuse, misapplication, abnormal use or a virus. Any replacement Software Products will be warranted for the remainder of the original warranty period or thirty (30) days, whichever is longer.

THE LIMITED WARRANTY THAT APPEARS ABOVE IS THE ONLY WARRANTY MADE TO YOU. EXCEPT FOR THE LIMITED W ARRANTY , ADVANCOR AND ITS RETAILERS/SUPPLIERS PROVIDE THE SOFTWARE PRODUCTS AND SUPPORT SERVICES (IF ANY) “AS IS” AND HEREBY DISCLAIM ALL OTHER WARRANTIES AND REPRESENTATIONS OF ANY KIND, INCLUDING ANY WARRANTY OF NON- INFRINGEMENT, TITLE, FITNESS FOR A PARTICULAR PURPOSE, FUNCTIONALITY OR MERCHANTABILITY, WHETHER EXPRESS, IMPLIED OR STATUTORY.
IN NO EVENT SHALL ADVANCOR OR ITS SUPPLIERS/RETAILERS BE LIABLE FOR ANY SPECIAL, INCIDENTAL, INDIRECT, OR CONSEQUENTIAL DAMAGES WHATSOEVER ARISING OUT OF OR IN ANY WAY RELATED TO THE USE OF OR INABILITY TO USE THE SOFTWARE PRODUCTS.

6. Term and termination

The term of this EULA commences on the day you download or in any other way gain access to the Software Products and is valid until terminated by either party. Advancor may terminate this EULA without reason and by giving written notice in advance. Such termination shall be effective as from the first day of the calendar month following no less than 30 days after the notice of termination was given. Such notice may be given by notification to you by email or regular mail using the addresses provided by you to Advancor. Without prejudice to any other rights,

Advancor may terminate this EULA immediately if you fail to comply with the terms and conditions of this EULA. You may terminate this EULA without reason and by giving written notice in advance. Such termination shall be effective as from the first day of the calendar month following no less than 30 days after the notice of termination was given.

In the event of termination of this EULA by either party, you must destroy all copies of the Software Products and confirm to Advancor in writing that the destruction has been fulfilled. In the event of termination of this EULA, you are aware that any license fees paid by you are non-refundable.

7. Data collection

During the process of registration and unlocking, updating or upgrading the Software, and when technical support is provided, Advancor may collect and use technical information for improvement of the Software, for support purposes, and for the verification of the Software, upgrade and update.

Advancor may track and collect information from your use of the Software (“Usage Data”), and aggregate such Usage Data in a “Usage Report.” (e.g. OS Version, PlugIn-version etc.). Usage Data is anonymous.

Please review our Privacy Policy for further details, available at https://www.advancor.com/privacy-policy

8. Miscellaneous

This EULA contains the entire agreement between the parties on the subject matter of this EULA, and supersedes all representations, undertakings and agreements previously made between the parties with respect to the subject matter of this EULA.

Consequently, any and all pre-printed standard terms (e.g. on a purchase order, order acknowledgement, pop-up license or invoice) shall not have any applicability unless the other party has expressly accepted the relevant term in writing. The failure by either party to enforce any provisions of this EULA or to exercise any right in respect thereto shall not be construed as constituting a waiver of its rights thereof.

If any provision of this EULA would at any time be in conflict with any law or regulation compulsorily applicable to this EULA, the parties shall endeavor to amend such provision, so that the intent of this EULA may be carried out to the extent legally possible. The invalidity, because of any such law or regulation, of provisions of this EULA which are not fundamental to its performance shall not relieve any party from its obligations under the other provisions of this EULA, nor deprive any party of the benefits of such other provisions.

9. Indemnification

Licensee agrees to indemnify, defend and hold harmless Advancor and its affiliates and their respective officers, employees, directors, agents, licensees (excluding you), sublicensees (excluding you), successors and assigns from and against any and all liability, costs, losses, damages, and expenses (including reasonable attorneys’ fees and expenses) arising out of any claim, suit, or cause of action relating to and/or arising from (a) your breach of any term of this EULA; (b) your violation of any rights of any third party; or (c) your use or misuse of the Software.  Your indemnification obligations set forth in the immediately preceding sentence shall survive the termination of this EULA.

10. Applicable law, disputes

This EULA is governed by the laws of Sweden. Any dispute, controversy or claim arising out of or in connection with this contract, or the breach, termination or invalidity thereof, shall be finally settled by arbitration administered by the Arbitration Institute of the Stockholm Chamber of Commerce (the “SCC”). The Rules for Expedited Arbitrations shall apply, unless the SCC in its discretion determines, taking into account the complexity of the case, the amount in dispute and other circumstances, that the Arbitration Rules shall apply. In the latter case, the SCC shall also decide whether the Arbitral Tribunal shall be composed of one or three arbitrators. The seat of arbitration shall be Stockholm, Sweden, and the language to be used in the arbitral proceedings shall be English, unless the parties otherwise agree.

Notwithstanding the foregoing, Advancor shall be entitled to bring action before a competent court of law in Lund, Sweden with regard to payment of license fees and with regard to other claims the capital amount of which is less than EUR 50,000.

By agreeing to these terms and conditions, in the event of any claim you may have arising from or related to the Software Products or this EULA you agree you hereby waive any right to participate in any type of law suit brought and/or maintained as a class action or similar in nature to a class action.

 

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