This Agreement:
[hereinafter: Effective Date] governs the relationship between YOU [Licensee],
hereinafter: Licensee) and TELE HUB, a duly registered company in Poland whose principal place of business
is Poland (Hereinafter: Licensor). This Agreement sets the
terms, rights, restrictions and obligations on using [TELE HUB LLC products].
(hereinafter: The Software) created and owned by Licensor, as detailed herein
(hereinafter: The Software) created and owned by Licensor, as detailed herein
License Grant:
Licensor hereby grants Licensee a Personal, Non-assignable & non-transferable,
Non-commercial, Without the rights to create derivative works, Non-exclusive license, all with
accordance with the terms set forth and other legal restrictions
set forth in 3rd party software used while running Software.
Limited:Licensee may use Software for the purpose of:
Running Software on Licensee’s Website[s] and Server[s]; Allowing 3rd Parties to run Software on
Licensee’s
Website[s] and Server[s];
Binary Restricted:
Licensee may sublicense Software as a part of a larger work containing more than Software, distributed
solely in Object or Binary form under a personal, non-sublicensable, limited license. Such
redistribution
shall be limited to unlimited codebases.
Non Assignable & Non-Transferable:
Licensee may not assign or transfer his rights and duties under this license.
Non-Commercial:
Licensee may not use Software for commercial purposes. for the purpose of this license, commercial
purposes
means that a 3rd party has to pay in order to access Software or that the Website that runs Software is
behind a paywall.
With Attribution Requirements:
With support & maintenance:
Licensor shall provide Licensee support and maintenance as follows Licensor shall retain full title in
Trademarks, and any trademarks and tradenames contained, including Software’s names, logos, and all
other
intellectual property. Unless specifically
stated in this license, no license shall be made to use, associate or affiliate Software with Licensee
in
any manner.Licensee may not use Software’s name, tradename, trademarks or logo when distributing
derivative
works of software to 3rd
parties. If Software is covered by Patents, Licensor grants Licensee a non-exclusive, worldwide,
royalty-free patent license under Licensor’s essential patent claims, to make, use, sell, offer for
sale,
import and otherwise run, modify and
propagate the contents of Software.
Term & Termination:
The Term of this license shall be until terminated. Licensor may terminate this Agreement, including
Licensee’s license in the case where Licensee : became insolvent or otherwise entered into any
liquidation
process; or exported The Software to any jurisdiction
where licensor may not enforce his rights under this agreements in; or Licensee was in breach of any of
this
license’s terms and conditions and such breach was not cured, immediately upon notification; or Licensee
in
breach of any of the terms
of clause 2 to this license; or Licensee otherwise entered into any arrangement which caused Licensor to
be
unable to enforce his rights under this License. Payment: In consideration of the License granted under
clause 2, Licensee shall pay
Licensor a fee, via Credit-Card, PayPal or any other mean which Licensor may deem adequate. Failure to
perform payment shall construe as material breach of this Agreement.
Upgrades:
Updates and Fixes: Licensor may provide Licensee, from time to time, with Upgrades, Updates or Fixes, as
detailed herein and according to his sole discretion. Licensee hereby warrants to keep The Software
up-to-date and install all relevant updates and
fixes, and may, at his sole discretion, purchase upgrades, according to the rates set by Licensor.
Licensor
shall provide any update or Fix free of charge; however, nothing in this Agreement shall require
Licensor to
provide Updates or Fixes.
Upgrades:
for the purpose of this license, an Upgrade shall be a material amendment in The Software, which
contains
new features and or major performance improvements and shall be marked as a new version number. For
example,
should Licensee purchase The Software
under version 1.X.X, an upgrade shall commence under number 2.0.0.
Updates:
for the purpose of this license, an update shall be a minor amendment in The Software, which may contain
new
features or minor improvements and shall be marked as a new sub-version number. For example, should
Licensee
purchase The Software under version
1.1.X, an upgrade shall commence under number 1.2.0.
Fix:
for the purpose of this license, a fix shall be a minor amendment in The Software, intended to remove
bugs
or alter minor features which impair the The Software’s functionality. A fix shall be marked as a new
sub-sub-version number. For example, should
Licensee purchase Software under version 1.1.1, an upgrade shall commence under number 1.1.2.
Support:
Software is provided with limited support. Licensor shall provide support via the Binpress issue tracker
and
/ or electronic mail and on regular business days and hours.
Bug Notification:
Licensee may provide Licensor of details regarding any bug, defect or failure in The Software promptly
and
with no delay from such event; Licensee shall comply with Licensor’s request for information regarding
bugs,
defects or failures and furnish him
with information, screenshots and try to reproduce such bugs, defects or failures.
Feature Request:
Licensee may request additional features in Software, provided, however, that
Licensee shall waive any claim or right in such feature should feature be
developed by Licensor;
Licensee shall be prohibited from developing the feature, or disclose such feature request, or feature,
to any 3rd party directly competing with Licensor or any 3rd party which may be, following the
development of such feature, in direct competition with Licensor;
Licensee warrants that feature does not infringe any 3rd party patent, trademark, trade-secret or any
other intellectual property right;
Licensee developed, envisioned or created the feature solely by himself.
Liability:
To the extent permitted under Law, The Software is provided under an AS-IS basis. Licensor shall never,
and
without any limit, be liable for any damage, cost, expense or any other payment incurred by Licensee as
a
result of Software’s actions, failure,
bugs and/or any other interaction between The Software and Licensee’s end-equipment, computers, other
software or any 3rd party, end-equipment, computer or services. Moreover, Licensor shall never be liable
for
any defect in source code written
by Licensee when relying on The Software or using The Software’s source code.
Warranty:
Intellectual Property: Licensor hereby warrants that The Software does not violate or infringe any 3rd
party
claims in regards to intellectual property, patents and/or trademarks and that to the best of its
knowledge
no legal action has been taken against
it for any infringement or violation of any 3rd party intellectual property rights.
No-Warranty:
The Software is provided without any warranty; Licensor hereby disclaims any warranty that The Software
shall be error free, without defects or code which may cause damage to Licensee’s computers or to
Licensee,
and that Software shall be functional.
Licensee shall be solely liable to any damage, defect or loss incurred as a result of operating software
and
undertake the risks contained in running The Software on License’s Server[s] and Website[s].
Prior Inspection:
Licensee hereby states that he inspected The Software thoroughly and found it satisfactory and adequate
to
his needs, that it does not interfere with his regular operation and that it does meet the standards and
scope of his computer systems and architecture.
Licensee found that The Software interacts with his development, website and server environment and that
it
does not infringe any of End User License Agreement of any software Licensee may use in performing his
services. Licensee hereby waives
any claims regarding The Software’s incompatibility, performance, results and features, and warrants
that he
inspected the The Software.
No Refunds:
Licensee warrants that he inspected The Software according to clause 7(c) and that it is adequate to his
needs. Accordingly, as The Software is intangible goods, Licensee shall not be, ever, entitled to any
refund, rebate, compensation or restitution
for any reason whatsoever, even if The Software contains material flaws.
Indemnification:
Licensee hereby warrants to hold Licensor harmless and indemnify Licensor for any lawsuit brought
against it
in regards to Licensee’s use of The Software in means that violate, breach or otherwise circumvent this
license, Licensor’s intellectual property
rights or Licensor’s title in The Software. Licensor shall promptly notify Licensee in case of such
legal
action and request Licensee’s consent prior to any settlement in relation to such lawsuit or claim.
Governing Law, Jurisdiction:
Licensee hereby agrees not to initiate class-action lawsuits against Licensor in relation to this
license
and to compensate Licensor for any legal fees, cost or attorney fees should any claim brought by
Licensee
against Licensor be denied, in part or
in full.