End-User Licensing Agreement for The Welkin Suite for Windows

Version 3.0

This Licensing Agreement is a legal agreement between You and The Welkin Suite corporation (TWS) that governs your acquisition and use of our proprietary software directly from TWS.

Software distributed under this license is distributed on an “as is” basis without warranties on any kind. The authors and distributors of the software disclaim any liability. Anyone who uses, copies, modifies, distributes, or redistributes any part of the software is, by such action(s), accepting and agreeing to be bound by all terms and conditions of this license. If you do not accept them, do not use, copy, modify, nor (re)distribute the software, nor any part(s) thereof.

I. DEFINITIONS

  1. “This Product” means any components or any combination of separately taken components of the licensed software.
  2. “Subscription” or “License” means user’s right to use This Product, subject to the License Type restrictions for which such right has been purchased
  3. “You” means (and “Your” refers to) an individual or a legal entity of any type exercising permissions granted by the License.
  4. “Modification” means (and “modify” also refers to) any attempts to disassemble the code, or attempt, in any manner, to reconstruct, discover, reuse or modify the source code or any part of the source code or any underlying algorithms of This Product. “Modification” also means (and “modify” also refers to) any work that is created as a derivative work or a product or a component of This Product.
  5. “Your Product” means any work You derive from (or base on) any use of This Product. However, if the work in which you include it is an aggregate software distribution (such as a computer application, set of various files, documents or applications) containing multiple separate products, then the term “Your Product” includes only those products (in the aggregate software distribution) that use, include, or depend on any version of This Product (and the term “Your Product” does not include the whole aggregate software distribution). For the purposes of This Agreement, a product suite consisting of two or more products is considered a single product.
  6. “Distribution” means (and “distribute” refers to), regardless of means or methods, conveyance, transfer, providing, or making available of This/Your Product or portions thereof to third parties (including, but not limited to, making This/Your Product, or portions thereof, available for download to third parties, whether or not any third party has downloaded the product, or any portion thereof, made available for download).
  7. “Web Portal” means the web portal hosted at www.welkinsuite.com.
  8. “Critical Problem” means a problem occurred in This Product that prevents to create and edit projects, builds and project deployments to your org.
  9. “Jira Service Desk” means the Atlassian customer service online application.
  10. “This Agreement” means this document.

II. FREE TRIAL

If You register on Web Portal for a free trial, the full functional version of This Product is available for You free of charge until the end of the free trial period for which you registered.

III. LICENSE GRANT

The licenses granted in this section are subject to all terms and conditions set forth in This Agreement.

  1. General
    1. TWS grants you a non-exclusive, non-transferable (except as provided below), limited license to install and use This Product on compatible devices. You may install and use This Product solely as permitted by the license type purchased, which license type is specified in This Agreement.
  2. License Types
    1. “Economy Subscription”: full functional version of This Product licensed to one single user (You) registered on Web Portal for the number of hours that has been logged and will be paid by You at the end of month for which the hours are logged.
    2. “Professional Subscription”: full functional version of This Product licensed to one single user (You) registered on Web Portal during the subscription period set forth in the registration form of Web Portal.
    3. “Enterprise Subscription”: full functional extended version of This Product licensed to the person for whom it is registered that can be transferred to the number of the registered users predefined by this license type during the subscription period set forth in the registration form of Web Portal with the following additional services:
      1. Designated Jira Service Desk available for tracking bugs and requests
      2. Highest priority for processing (analyzing and fixing) Critical Problems
      3. Highest priority for processing requests for new features and functions
      4. Several payments mechanisms i.e. payments with banking cards, banking transactions, etc
  3. “Personal Subscription” and “Enterprise Subscription” are based on a monthly or yearly subscription payment terms.
    1. If You want to cancel the monthly subscription, no refund is made for ongoing month and the subscription is stopped beginning next month.
    2. If You want to cancel the yearly subscription before the end of the subscribed year, a refund is made. The refunded amount is calculated as the number of used months multiplied by the monthly subscription price subtracted from the price of the yearly subscription plan. All given discounts are applied to the monthly subscription price when calculating the refunded amount.

Requests for cancellation of the subscriptions are processed using a dedicated published email address.

IV. USE, COPYING, AND DISTRIBUTION OF THIS PRODUCT

  1. Provided that You comply with all applicable terms and conditions of This Agreement, You may make copies of This Product. Note: For terms and conditions for copying This Product, see Chapter V.
  2. If You installed This Product on several platforms, You may use only one instance at a time.
  3. You may not distribute copies of This Product.
  4. You may not dissemble This Product or / and any part of This Product.

V. MODIFICATION, DERIVATION, AND INCLUSION IN OTHER PRODUCTS

  1. You may not modify This Product.
  2. If all conditions specified in the following paragraphs in this Chapter (III) are met and if You comply with all other applicable terms and conditions in This Agreement, You may create new works by This Product thereof (thus forming Your Product), and You may use (for non-commercial and / or commercial purposes), copy, and / or distribute Your Product.
    1. This Agreement does not require that the name of Your Product must (or must not) contain the name “The Welkin Suite”.
    2. Your Product and any associated materials may present Internet addresses containing the domain name of The Welkin Suite or any domain name that forwards to the domain name of The Welkin Suite.
    3. The name of The Welkin Suite must be used in a manner that may not suggest that it is where information about Your Product may be obtained or where bugs found in Your Product may be reported or where support for Your Product may be available or otherwise attempt to indicate that the domain name of The Welkin Suite is anyhow associated with Your Product.
    4. As soon as You may not modify or distribute This Product, This Agreement does not require that the complete source code of Your Product must be freely and publicly available. You may distribute Your Product in any way unless This Product or any part(s) of This Product is (are) included into Your Product.

VI. DISCLAIMER OF LIABILITY, DISCLAIMER OF WARRANTY, INDEMNIFICATION

  1. In no event will any (co)author of this product, or any applicable intellectual property owner, or any other party who may copy This Product or portions thereof, as may be permitted herein, be liable to You or to any other party for any damages, including, but not limited to, any direct, indirect, general, special, incidental, punitive, exemplary, or consequential damages (including, but not limited to, corruption or loss of data, any losses sustained by you or third parties, a failure of this product to operate with any other product, procurement of substitute goods or services, or business interruption), whether in contract, strict liability, tort (including, but not limited to, negligence) or otherwise, arising out of the use, copying, modification, or (re)distribution of this product (or a portion thereof) or of Your Product (or a portion thereof), even if such damages (or the possibility of such damages) are / were predictable or known to any (co)author, intellectual property owner, or any other party.
  2. This Product is provided “as is” without warranty of any kind, whether express, implied, or statutory, including, but not limited to, the warranties of merchantability, fitness for a particular purpose, and non-infringement. The entire risk as to the quality and performance of This Product is with You. Should This Product prove defective, you assume the cost of all necessary servicing, repair, or correction.
  3. You shall indemnify, defend and hold all (co)authors of This Product, and applicable intellectual property owners, harmless from and against any and all liability, damages, losses, settlements, penalties, fines, costs, expenses (including reasonable attorney’s fees), demands, causes of action, claims, actions, proceedings, and suits, directly related to or arising out of your use, inability to use, copying, (re)distribution, import and / or (re)export of This Product (or portions thereof) and / or your breach of any term of This Agreement.

VII. TRADEMARKS

This Agreement does not grant permission to use trademarks associated with (or applying to) This Agreement, except for fair use as defined by applicable law and except for use expressly permitted or required by This Agreement. Any attempt otherwise to use trademarks associated with (or applying to) This Product automatically and immediately terminates Your rights under This Agreement and may constitute trademark infringement (which may be prosecuted).

VIII. GENERAL TERMS AND CONDITIONS, MISCELLANEOUS PROVISIONS

  1. To provide users with the best support, the users of This Product need to follow the best practice of making sure that they are working with the most latest release version of This Product. In some cases where you may be using an outdated version of This Product, the support team of This Product may be impeded or totally blocked in their ability to provide support services.
  2. Anyone who uses and / or copies and / or creates new works of and / or (re)distributes This Product, or any portion(s) thereof, is, by such action(s), agreeing to be bound by and accepting all terms and conditions of This Agreement (and the responsibilities and obligations contained in This Agreement). If you do not accept (and agree to be bound by) all terms and conditions of This Agreement, do not use, copy, create derivative works of This Product.
  3. You may not use, modify, copy, create derivative works of, (re)distribute, or sublicense This Product, or portion(s) thereof, except as expressly provided in the license (even if applicable law gives you more rights). Any attempt (even if permitted by applicable law) other to use, modify, copy, create derivative works of, (re)distribute, or sublicense This Product, or portion(s) thereof, automatically and immediately terminates your rights under This Agreement and can constitute copyright infringement (which may be prosecuted). Any conditions and restrictions contained in This Agreement are also limitations of the scope of This Agreement and also define the scope of your rights under This Agreement. Your failure to comply with the terms and conditions of This Agreement or failure to performs any applicable obligation imposed by This Agreement automatically and immediately terminates your rights under This Agreement and can cause or be considered copyrights infringement (which may be prosecuted). Nothing in This Agreement shall imply or be construed as a promise, obligation, or covenant not to sue for copyrights or trademark infringement if you do not comply with the terms and conditions of This Agreement.
  4. This Agreement does not constitute or imply a waiver of any intellectual property rights except as may be otherwise expressly provided in This Agreement. This Agreement does not transfer, assign, or convey any intellectual property rights (e.g. it does not transfer ownership of copyrights or trademarks).
  5. Subject to the terms and conditions of This Agreement, You may not allow a third party to use your copy of This Product.
  6. You may use the name of This Product, the names of the authors of This Product, or the name of the legal entities (or informal groups) of which the authors were / are members / employees, to endorse or promote Your Product or any work created with This Product.
  7. If You are not sure whether you understand all parts of This Agreement or if You are not sure whether you can comply with all terms and conditions of This Agreement, you must not use, copy, create derivative works of This Product. You should consult with a lawyer.
  8. Except as otherwise provided in This Agreement, if any provision of This Agreement, or a portion thereof, is found to be invalid or unenforceable under applicable law, it shall not affect the validity of enforceability of the remainder of This Agreement, and such invalid or unenforceable provision shall be construed to reflect to original intent of the provision and shall be enforced to the maximum extent permitted by applicable law so as to effect the original intent of the provision as closely as possible.

THIRD-PARTY LICENSES

This Product contains components that were created by third parties and that are governed by third-party licenses, which are contained in separated documents (files). Each of the third-party licenses applies only to (portions of) the source code file(s) in which the third-party license is contained or in which it is explicitly referenced, and to compiled or otherwise processed forms of such source code. None of this third-party licenses applies to This Product as a whole, even when it uses terms such as “product”, “program”, or any other equivalent terms / phrases. This Product as a whole is governed by Welkin License (see above).

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Last modified: 2017/10/18 09:55

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