AMPPS EULA END-USER LICENSE AGREEMENT
IMPORTANT: THE AMPPS END-USER LICENSE AGREEMENT ("EULA") IS A LEGAL AGREEMENT BETWEEN YOU (EITHER AN INDIVIDUAL OR, IF PURCHASED OR OTHERWISE ACQUIRED BY OR FOR AN ENTITY, AN ENTITY) AND SOFTACULOUS LTD. READ IT CAREFULLY BEFORE COMPLETING THE INSTALLATION PROCESS AND USING THE SOFTWARE. IT PROVIDES A LICENSE TO USE THE SOFTWARE AND CONTAINS TERMINATION AND WARRANTY INFORMATION AND LIABILITY DISCLAIMERS. BY INSTALLING AND USING THE SOFTWARE, YOU ARE CONFIRMING YOUR ACCEPTANCE OF THE SOFTWARE AND AGREEING TO BECOME BOUND BY THE TERMS OF THIS EULA. IF YOU DO NOT AGREE TO BE BOUND BY THESE TERMS, THEN DO NOT INSTALL THE SOFTWARE.
THIS EULA SHALL APPLY ONLY TO THE SOFTWARE "AMPPS" SUPPLIED BY SOFTACULOUS LTD. HEREWITH REGARDLESS OF WHETHER OTHER SOFTWARE IS REFERRED TO OR DESCRIBED HEREIN.
- "Softaculous" means Softaculous Ltd.
- "You" means the individual or entity entering into this EULA.
- "Designated Hardware" means, with respect to each Licensed Software, the computer or instance, as applicable, specified in writing by Customer in connection with the generation of the License Key by Softaculous for such Licensed Software.
- "Pricing and Term Agreement" means the Pricing and Term Agreement or other similar agreement executed, acknowledged or otherwise agreed to by you in connection with the license of the Software, which sets forth (among other things) the price and term of the license granted under this EULA.
- "Software" means only the Softaculous software program(s) and third-party software programs, in each case, supplied by Softaculous herewith, and corresponding documentation, associated media, printed materials, and online or electronic documentation.
- "Update" means any revision, enhancement, improvement or modification to or programming fix for the Licensed Software or Licensed Documentation which Softaculous makes generally available, incorporates into and makes a part of the Licensed Software or Licensed Documentation and does not separately price or market.
- Pricing and Term Agreement
The Software will be available to you for use upon your receipt of one or more license keys. Upon acceptance of this Agreement, you may obtain one or more license keys by paying the requisite license fees, using the procedure set forth on the respective Softaculous web site. The license fees paid by you are paid in consideration of the license granted under this Agreement.
The pricing structure may be changed at any time. Price changes do not affect existing licenses. The new rates will be applicable to the existing licenses when the license is renewed.
If you have received a License without paying for the same, Softaculous will still have the right to change the pricing structure and modify the TERM of the license. Such a change in the pricing structure and / or TERM will be only for future (from the day such a change is made in the pricing structure and / or TERM) use of the Software. Such a notice will be put up on the AMPPS website. Other than the notice on the Website, no other notice may be given in any other form.
- License Grants
The licenses granted in this Section 3 are subject to the terms and conditions set forth in this EULA:
- You may install and use the Software only on the "Designated Hardware". You may not install or use the Software on any other computer or server other than the "Designated Hardware". In order to install and use the Software on computers or servers other than the "Designated Hardware", you will need to obtain a separate license for each additional computer or server.
- In the event the Software is distributed along with other Softaculous software products as part of a suite of products (collectively, the "Package"), the license of the Package is licensed as a single product and none of the products in the Package, including the Software, may be separated for installation or use other than on the Designated Hardware.
- Copies and Modifications : You may not reverse engineer, decompile, disassemble, or otherwise translate the Software or any license keys you have obtained. You may not modify or adapt the Software or any license keys that you have obtained in any way. You may make one copy of the Software, the Documentation, and any license keys that you have obtained, solely for backup or archival purposes. Any such copies of the Software, Documentation, or license keys shall include any copyright or other proprietary notices that were included on such materials when you first received them. Except as authorised in this Section, no copies of the Software, Documentation, or license keys, or any portions thereof, may be made by you or any person under your authority or control.
- You agree that Softaculous may audit your use of the Software for compliance with these terms at any time, upon reasonable notice. In the event that such audit reveals any use of the Software by you other than in full compliance with the terms of this EULA, you shall reimburse Softaculous for all reasonable expenses related to such audit in addition to any other liabilities you may incur as a result of such non-compliance. You agree that Softaculous may use technological means to monitor your use of the Software and you hereby consent to such technological means as may be necessary to monitor your use of the Software without notice by Softaculous.
- Your license rights under this EULA are non-exclusive. In addition, your license rights under this EULA are non-transferable unless otherwise agreed by Softaculous.
- Mandatory Product Activation and Authentication System: You need to activate the Software through the use of the Internet or telephone; toll charges may apply. The Software contains technological measures that working in conjunction with computer servers operated by Softaculous are designed to prevent unlicensed or illegal use of the Software ("Authentication System"). Such Authentication System allows Softaculous to (among other things) monitor your use of the Software, ensure that the Software is only used for the Designated Hardware and terminate use of the Software upon the expiration or termination of the licenses granted under this EULA (as the case may be). You agree that Softaculous may use those measures to disable access to and the use of the Software by You. You agree not to thwart, interfere or block the operation of any aspect of the Authentication System. Product activation and use of the Software requires the exchange of information between the Designated Hardware and Softaculous.
- Assignment of Rights : You will not sub-license, lease, rent, or lend your rights in the Software, Documentation, or license keys, as granted by this Agreement, to any party without prior written consent of Softaculous.
- License Restrictions
- Other than as set forth in Section 3, you may not make or distribute copies of the Software, or electronically transfer the Software from one computer to another or over a network.
- Except for bug fixes, patches and other modifications for the Software provided to you by Softaculous, you may not alter, merge, modify, adapt or translate the Software (including the source code) in any manner whatsoever.
- You may not decompile, reverse engineer, disassemble, or otherwise reduce the Software to any human-readable form, create derivative works based upon the Software or use the Software to develop any application having the same primary function as the Software.
- You may not rent, lease, or sublicense the Software except as otherwise provided in Section 3.
- You may receive the Software in more than one medium but you shall only install or use one medium. Regardless of the number of media you receive, you may use only the medium that is appropriate for the Designated Hardware on which the Software is to be installed.
- You may receive the Software in more than one platform but you shall only install or use one platform.
- If your Pricing and Term Agreement provides for an Educational License, Non-Profit License or Trial Version License, you may not use the Software for any commercial purposes. Availability of these licenses is at the sole discretion of Softaculous and subject to change.
Softaculous reserves the right to deny Non-Profit, Educational Licenses, or Trial licenses to companies that promote, host, or are associated with websites that violate or discriminate against race, color, religious creed, sex, national origin, ancestry, citizenship status, pregnancy, childbirth, physical disability, mental disability, age, military status or special disabled veteran, marital status, registered domestic partner or civil union status, gender (including sex stereotyping and gender identity or expression), medical condition (including, but not limited to, cancer related or HIV/AIDS related) or sexual orientation.
- If your Pricing and Term Agreement provides for a Trial Version License, you may only use the Software to review and evaluate the Software.
- Notwithstanding anything to the contrary, you may not use, install or sub-license the Software in any manner that may be in violation of any applicable laws, regulations, presidential executive orders and agency rulings. Without limiting the foregoing, you may not use, install or sub-license the Software, directly or indirectly, in or to any country or any person where such use, installation or sub-license would be prohibited by virtue of any applicable law, regulation, presidential executive order or agency ruling.
If this copy of the Software is an upgrade from an earlier version of the Software, it is provided to you on a license exchange basis. You agree by your installation and use of such copy of the Software to voluntarily terminate your earlier EULA and that you will not continue to use the earlier version of the Software or transfer it to another person or entity.
- Ownership of Intellectual Property
You acknowledge that the Software and the Documentation are proprietary to Softaculous, and the Software and Documentation are protected under the Indian copyright law and international treaties. You further acknowledge and agree that, as between you and Softaculous, Softaculous owns and shall continue to own all right, title, and interest in and to the Software and Documentation, including associated intellectual property rights under copyright, trade secret, patent, or trademark laws. This Agreement does not grant you any ownership interest in or to the Software or the Documentation, but only a limited right of use that is revocable in accordance with the terms of this Agreement. Any and all trademarks or service marks that Softaculous uses in connection with the Software or with services rendered by Softaculous are marks owned by Softaculous. This Agreement does not grant you any right, license, or interest in such marks, and you shall not assert any right, license, or interest in such marks or any words or designs that are confusingly similar to such marks.
- Term and Termination
- This EULA shall automatically expire upon the expiration of the License term.
- In the event that you fail to comply with any of the terms or conditions of this EULA, Softaculous may immediately terminate this EULA with or without notice.
- Upon the expiration or termination of this EULA as set forth above, you must destroy all copies of the Software and delete the Software from the Designated Hardware. All rights of Softaculous under this EULA shall survive such expiration or termination.
- You hereby acknowledge and agree that Softaculous, through its Authentication System, may automatically terminate your ability and each Third Party User's ability to access or use the Software upon the expiration, termination or breach of this EULA or upon the expiration, termination or breach of your Pricing and Term Agreement.
THE SOFTWARE AND DOCUMENTATION ARE LICENSED "AS IS," AND SOFTACULOUS DISCLAIMS ANY AND ALL OTHER WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, TO THE EXTENT AUTHORISED BY LAW. WITHOUT LIMITATION OF THE FOREGOING, SOFTACULOUS EXPRESSLY DOES NOT WARRANT THAT THE SOFTWARE WILL MEET YOUR REQUIREMENTS OR THAT OPERATION OF THE SOFTWARE WILL BE UNINTERRUPTED OR ERROR FREE. YOU ASSUME RESPONSIBILITY FOR SELECTING THE SOFTWARE TO ACHIEVE YOUR INTENDED RESULTS, AND FOR THE RESULTS OBTAINED FROM YOUR USE OF THE SOFTWARE. YOU SHALL BEAR THE ENTIRE RISK AS TO THE QUALITY AND THE PERFORMANCE OF THE SOFTWARE.
- Limitation of Liability
UNDER NO CIRCUMSTANCES WILL SOFTACULOUS OR ITS AUTHORIZED REPRESENTATIVES BE LIABLE FOR ANY CONSEQUENTIAL, INDIRECT, SPECIAL, PUNITIVE, EXEMPLARY OR INCIDENTAL DAMAGES, WHETHER FORESEEABLE OR UNFORESEEABLE, BASED ON CLAIMS BY CUSTOMER OR ANY THIRD PARTY (INCLUDING, BUT NOT LIMITED TO, CLAIMS FOR LOSS OF DATA, GOODWILL, PROFITS, USE OF MONEY OR USE OF THE PRODUCTS, INTERRUPTION IN USE
OR AVAILABILITY OF DATA, STOPPAGE OF OTHER WORK OR IMPAIRMENT OF OTHER ASSETS), ARISING OUT OF BREACH OF EXPRESS OR IMPLIED WARRANTY, BREACH OF CONTRACT, BREACH OF ANY INTELLECTUAL PROPERTY RIGHT, MISREPRESENTATION, NEGLIGENCE, STRICT LIABILITY IN TORT OR OTHERWISE, EXCEPT ONLY IN THE CASE OF PERSONAL INJURY WHERE AND TO THE EXTENT THAT APPLICABLE LAW REQUIRES SUCH LIABILITY. IN NO EVENT WILL THE AGGREGATE LIABILITY INCURRED IN ANY ACTION OR PROCEEDING BY SOFTACULOUS OR ITS AUTHORIZED REPRESENTATIVE EXCEED THE TOTAL AMOUNT ACTUALLY PAID BY CUSTOMER FOR THE SPECIFIC LICENSED SOFTWARE THAT DIRECTLY CAUSED THE DAMAGE.
You will, at your own expense, indemnify and hold Softaculous and each of its shareholders, affiliates, officers, directors, employees, agents, successors, assigns, partners, sub-licensors, distributors and resellers (collectively, the "Indemnified Parties") harmless from any and all loss, liability, damage or deficiency (including interest, penalties, costs of preparation and investigation, and reasonable attorneys" fees) that the Indemnified Parties may suffer, sustain, incur or become subject to, arising out of any use of the Software by you, any party related to you, or any party acting upon your authorization in a manner that is not expressly authorised by this Agreement.
Confidentiality – Customer acknowledges that the Products incorporate confidential and proprietary information developed or acquired by or licensed to Softaculous and that all results of testing of the Products, whether performed by Customer or another third party, are confidential. In no event will Customer publish or disclose the results of any testing or performance specifications of the Product without SOFTACULOUS' express prior written consent. Each party shall take all reasonable precautions necessary to safeguard the confidentiality of all Confidential Information disclosed by the other party, including those precautions (i) taken by the disclosing party to protect it's own Confidential Information and (ii) which the disclosing party or its authorized representative may reasonably request from time to time. Neither party shall allow the removal or defacement of any confidentiality or proprietary notice placed on the Confidential Information disclosed by the disclosing party. The placement of copyright notices on Confidential Information shall not constitute publication or otherwise impair their confidential nature of such information.
Disclosure – If an unauthorized use or disclosure of the disclosing party's Confidential Information occurs within the recipient party's enterprise, the recipient party will immediately notify the disclosing party or its authorized representative and take, at recipient party's expense, all steps which may be available to recover such Confidential Information and to prevent its subsequent unauthorized use or dissemination.
- Basis of Bargain
The Limited Warranty and Disclaimer, Limited Liability and Indemnification set forth above are fundamental elements of the basis of the agreement between Softaculous and you. Softaculous would not be able to provide the Software on an economic basis without such limitations. Such Limited Warranty and Disclaimer, Limited Liability and Indemnification inure to the benefit of Softaculous.
- Third-Party Software
The Software may contain third-party software which requires notices and/or additional terms and conditions. Such required third-party software notices and/or additional terms and conditions are made a part of and incorporated by reference into this EULA. By accepting this EULA, you are also accepting the additional terms and conditions, if any, set forth therein.
Governing Law and Choice of Forum : This EULA shall be governed by and interpreted in accordance with the laws of India, without regard to the conflicts of law rules thereof. Any claim or dispute arising in connection with this Agreement shall be resolved in the law courts situated within India. To the maximum extent permitted by law, you hereby consent to the jurisdiction and venue of such courts and waive any objections to the jurisdiction or venue of such courts.
No Waiver : This EULA contains the complete agreement between the parties with respect to the subject matter hereof, and supersedes all prior or contemporaneous agreements or understandings, whether oral or written. You agree that any varying or additional terms contained in any other written notification or document issued by you in relation to the Software licensed hereunder shall be of no effect. The failure or delay of Softaculous to exercise any of its rights under this EULA or upon any breach of this EULA shall not be deemed a waiver of those rights or of the breach.
Amendment : Softaculous reserves the right, in its sole discretion, to amend this Agreement from time to time. If there is a conflict between this Agreement and the most current version of this Agreement, posted at www.ampps.com, the most current version will prevail. If you do not accept amendments made to this agreement, then this license will be immediately terminated pursuant to Section 8.
No Softaculous dealer, partner, distributor, reseller, sub-licensor, agent or employee is authorized to make any amendment to this EULA.
Severability : If any term or provision of this Agreement is declared void or unenforceable in a particular situation, by any judicial or administrative authority, this declaration shall not affect the validity of enforceability of the remaining terms and provisions hereof or the validity or enforceability of the offending term or provision in any other situation.
Headings : The Article and Section headings contained in this Agreement are incorporated for reference purposes only and shall not affect the meaning or interpretation of this Agreement.
Softaculous and other trademarks contained in the Software are trademarks or registered trademarks of Softaculous Ltd. in India and/or other countries. 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. This EULA does not authorize you to use Softaculous' or its sub-licensors' names or any of their respective trademarks.