March 31st 2016
This license agreement as stated below is a legal agreement between the LICENSEE (either a corporation or another legal entity or an individual) and the LICENSOR Gentics Software, a branch of APA-IT Information Technology GmbH, Reg. no. FN 195806a, Gonzagagasse 11/25, A-1010 Vienna This agreement is effective on the date of placing your order on http://www.getmesh.io. Placing an order requires agreeing to this agreement.
This license agreement stated below is defining the permissions to use Gentics Mesh.
“PROGRAM” (also “LICENSE MATERIAL”) describes the software Gentics Mesh, meaning all intellectual property rights owned by the LICENSOR.
“PROJECT” means a single software program or application under proprietary license distributed to END USERS or provided as an online service. A family of computer programs, or a computer program that competes with the LICENSORS PROGRAM, do not constitute a PROJECT within the scope of this agreement.
„DEVELOPMENT“ means a PROJECT receiving data from the PROGRAM and which is not publicly available or accessible e.g. by using an public URL.
„TESTING“ means a PROJECT receiving data from the PROGRAM and which is not publicly available or accessible e.g. by using an public URL.
“USER” is a designated named user or contractor of the PROGRAM acting within the scope of his employment or his services for the LICENSEE.
“LICENSEE” means the legal entity and all other entities that are controlled by it. Control in this context means ownership of 50% or more of the shares.
“RELEASE” means a version of the PROGRAM commonly identified by the PROGRAM’s name and a version or revision number. Major RELEASES are identified by 1+x.x, minor RELEASES by 1.x+1.
“BUG-FIXES” or “PATCHES” mean small changes or additions to the PROGRAM provided to correct errors in a certain RELEASE of the PROGRAM
“END USER” means an entity that will use the PROJECT from LICENSEE.
“MAINTENANCE” means the standard maintenance and technical support services and includes updates; error corrections; maintenance RELEASES, BUG FIXES and PATCHES; and revised User Documentation, as applicable.
The LICENSOR shall not assume any warranty that the Software and/or Hardware provided by LICENSOR meets all requirements of the contracting party unless this was made an express content of the contract. In addition, the LICENSOR does not warrant that the delivered software and/or hardware is suited for interoperation with other programmes of the contracting party and/or that the programmes will run without interruption or error or that all software errors were eliminated.
Unless otherwise agreed herein below, LICENSOR shall be liable for damage due to any legal reason whatsoever only if such damage was caused by grossly negligent or intentional behaviour. LICENSOR shall not be liable for loss of information or data, lost profit or any other consequential damage.
In the event of an established and proved liability of LICENSOR for whatsoever reason a claim for compensation resulting therefrom shall be limited to a maximum amount up to extent of the value of this contract per year in case of proved pecuniary losses or damage to property unless otherwise agreed below. In case of loss of or damage to data carrier material for which LICENSOR is responsible, the compensation obligation shall not include expenses for data recovery. In this case liability shall be limited to typical recovery expenses which would have been incurred if backup copies had been duly made by the LICENSEE.
Except for both parties’ breach in no event will either party’s entire liability for any damages to the other party or any other entity exceed the amount actually paid under this Agreement.
LICENSOR warrants that he holds the relevant rights to use and exploit the License Material provided that are necessary as per the contract.
LICENSOR shall, at its expense, defend, indemnify and hold harmless the LICENSEE from and against any liabilities up to the maximum of the triple yearly value of this contract (i)in case of a proved infringement of a patent or copyright regarding the License Material or (ii) after prove by LICENSEE that the License Material contains any time bombs, viruses, worms or similar software which may cause damage to any product or data caused by any software or service supplied hereunder ; LICENSOR shall promptly engage counsel qualified in the subject matter of such dispute upon receiving notice. In connection with the foregoing, the LICENSEE shall provide LICENSOR (a) prompt notice of such claim (but late notice shall not void LICENSOR’s obligations in this Section unless the lateness itself prejudiced LICENSOR’s ability to fulfill its obligations); (b) sole control over the defense and/or settlement of such claim (with the LICENSEE retaining the right to be represented by its own counsel if it elects, at its own expense); and (c) reasonable cooperation, at LICENSOR’s expense, with regard to such claim.
The LICENSE is a license with an automatic monthly renewal option. It applies only to the version of the PROGRAM available at the time of purchase and any updates obtained during this period. Therefore the License shall be valid for one full month from payment of the license fee for the PROGRAM including new RELEASES, PATCHES. If not terminated by the LICENSEE, the license will be automatically prolonged for another month. The renewal will be effected by payment of the renewal license fee. An appropriate invoice will be transmitted by the LICENSOR. If not renewed, the license shall become invalid after a full month.
The parties agree that any Confidential Information provided under this Agreement will be held and maintained in strict confidence and not used for any purpose except as expressly permitted herein. Each party agrees to (i) protect the confidentiality of such information in a manner consistent with the way a reasonable person would protect similar Confidential Information, and (ii) require its employees and others receiving Confidential Information hereunder to abide by the provisions of this Agreement. Either party shall be entitled to injunctive relief to enjoin or restrain the unauthorized disclosure by the other party of any Confidential Information, along with all any other remedies available at law. "Confidential Information" means the information and materials noticed or marked by LICENSOR or LICENSEE as confidential and proprietary, or which should reasonably be understood as confidential and proprietary given the nature of the information or materials, and shall include the Products. Confidential Information does not include information that (i) is already known to the receiving party at the time it is disclosed and has not been obtained wrongfully, (ii) becomes publicly known without fault of the receiving party, (iii) is independently developed by the receiving party without use of or access to the Confidential Information, (iv) is approved for release in writing by the disclosing party, (v) is disclosed without restriction by the disclosing party to a third party, or (vi) is disclosed pursuant to legal or regulatory obligations beyond the control of the disclosing and receiving parties.
The parties to this Agreement are independent contractors.
The SOFTWARE is only distributed covered by LICENSE models as listed and described on http://www.getmesh.io.