This End-User License Agreement (this "Agreement") is a legal contract between you, as either an individual or a single business entity, Apps Manager and its affiliates all products.
This EULA agreement governs your acquisition and use of Apps Manager System software ("Software") directly from Apps Manager or indirectly through a Apps Manager authorized reseller or distributor (a "Reseller").
Please read this EULA agreement carefully before completing the installation process and using the Apps Manager software. It provides a license to use the Apps Manager System software and contains warranty information and liability disclaimers.
If you register for a free trial of the Apps Manager System software, this EULA agreement will also govern that trial. By clicking "accept" or installing and/or using the Apps Manager System software, you are confirming your acceptance of the Software and agreeing to become bound by the terms of this EULA agreement.
If you are entering into this EULA agreement on behalf of a company or other legal entity, you represent that you have the authority to bind such entity and its affiliates to these terms and conditions. If you do not have such authority or if you do not agree with the terms and conditions of this EULA agreement, do not install or use the Software, and you must not accept this EULA agreement.
This EULA agreement shall apply only to the Software supplied by Apps Manager herewith regardless of whether other software is referred to or described herein. The terms also apply to any Apps Manager updates, supplements, Internet-based services, and support services for the Software, unless other terms accompany those items on delivery. If so, those terms apply.
1. License
1.1. Grant of License.
Apps Manager hereby grants to you, and you accept, a limited, nonexclusive, non-transferable license to use the Software in machine-readable, object code form only, and the user manuals accompanying the Software (the “Documentation”), only as authorized in this Agreement, and subject to compliance with the terms of this Agreement, and payment of all applicable license fees.
1.2. Scope of Use.
You may use the Software activated by a license key for the number of computers (virtual or physical) owned, leased, or otherwise controlled by you, at rates specified for metered usage or for the number of users, as specified in an Order. An Order may also specify other applicable license scope definitions. For purposes of this Agreement, “use” of the Software means loading the Software into the temporary or permanent memory of a computer and executing the Software. If you distribute the Software to multiple computers or users, you must ensure that your usage does not exceed the usage for which you have paid license fees, or you will be in breach of this Agreement unless the order is for meter use. If the Order does not state a scope of license, then the scope of license for the Software shall be for a single user on a single computer or shall be metered at the applicable rate.
1.3. Restrictions, Copies and Modifications.
You are not permitted to:
Edit, alter, modify, adapt, translate or otherwise change the whole or any part of the Software nor permit the whole or any part of the Software to be combined with or become incorporated in any other software, nor decompile, disassemble or reverse engineer the Software or attempt to do any such things
Reproduce, copy, distribute, resell or otherwise use the Software for any commercial purpose
Allow any third party to use the Software on behalf of or for the benefit of any third party
Use the Software in any way which breaches any applicable local, national or international law
Use the Software for any purpose that Apps Manager considers is a breach of this EULA agreement
1.4. Assignment of Rights.
You will not sublicense, 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 Apps Manager.
2. Intellectual Property Protection and Confidentiality
2.1. Use Reporting, License Violations and Remedies.
Apps Manager reserves the right to gather data on license key usage including license key numbers, server IP addresses, domain counts and other information deemed relevant, to ensure that our products are being used in accordance with the terms of this Agreement. Additionally, you agree that Apps Manager may, upon reasonable notice, perform an audit of your facilities to verify compliance with the terms of this Agreement. Any unauthorized use shall be considered by Apps Manager to be a violation of this Agreement. Apps Manager reserves the right to remedy violations immediately upon discovery, by charging the then-current list price of unauthorized license keys. This is not a sole remedy for a violation of this Agreement and Apps Manager may exercise any other remedies available at equity or law.
2.2. License Automatic Update and Expiration.
Your license may include an expiration date that can result in the termination of the license. There is no expiration date for perpetual license keys, however upgrades and support are only available if you purchase support from Apps Manager. Apps Manager may terminate your license if it determines that a license is used in violation of the terms of this Agreement. If your license key is stolen, or if you suspect any improper or illegal usage of your license key outside of your control you should promptly notify Apps Manager of such occurrence. A replacement license will be issued to you and the suspect license will be allowed to expire. For limited-term licenses, your periodic payment must be processed prior to the expiration date in order for the license updates to be performed. It is your responsibility to contact Apps Manager regarding any potential expiration that you deem inappropriate. Apps Manager shall not be liable for any damages or costs incurred in connection with the expired licenses.
2.3. Proprietary Rights to Software and Trademarks.
You acknowledge that the Software and the Documentation are proprietary to Apps Manager, and the Software and Documentation are protected under Indian copyright law and international treaties. You further acknowledge and agree that, as between you and Apps Manager, Apps Manager 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 Apps Manager uses in connection with the Software or with services rendered by Apps Manager are marks owned by Apps Manager. 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.
2.4. Confidentiality.
You shall permit only authorized users, who possess rightfully obtained license keys, to use the Software or to view the Documentation. Except as expressly authorized by this Agreement, you shall not make available the Software, Documentation, or any license key to any third party. You will use your best efforts to cooperate with and assist Apps Manager in identifying and preventing any unauthorized use, copying, or disclosure of the Software, Documentation, or any portion thereof. Apps Manager reserves the right to grant licenses to use the Software to third parties.
3. License Fees
The Software will be available to you for use upon your receipt of a license key. You may obtain one or more license keys by ordering the license keys from Apps Manager or a Apps Manager reseller, as the case may be. The license fees paid by you for the license keys are paid in consideration of the license granted under this Agreement. You shall, in addition to license fees, pay all applicable sales, use, transfer, or other taxes and all duties, whether national, state, or local, however designated, that are levied or imposed by reason of your purchase and use of the Software, excluding income taxes on the net profits of Apps Manager .
4. Software Maintenance and Support Services
Apps Manager’s products are available only on a subscription basis. You may elect to purchase Software upgrade and support services by so ordering from Apps Manager or a Apps Manager reseller and paying the applicable fees.
5. Term and Termination
This Agreement is effective upon your acceptance of the Agreement, or upon your downloading, installing, accessing, or using the Software, even if you have not expressly accepted this Agreement. This Agreement shall continue in effect until terminated. Without prejudice to any other rights, this Agreement will terminate automatically if you fail to comply with any of the limitations or other requirements described herein. If you are licensing the Software on a limited term basis, and fail to pay the applicable license fees or renewal license fees, Apps Manager shall have the right to interrupt your use of the Software. You may not terminate this agreement at any time. Apps Manager may terminate this License Agreement if you breach any term of the Agreement by giving you written notice of your breach and Apps Manager’s decision to terminate the Agreement. Upon termination of this Agreement, you agree to either return to Apps Manager the Software, Documentation, all copies thereof, and all license keys that you have obtained, or to destroy all such materials and provide written verification of such destruction to Apps Manager.
6. Indemnifications
Apps Manager shall, at its expense, defend and indemnify you for damages and reasonable costs finally incurred in any suit or claim brought against you alleging that the Software infringes any indian patent, copyright, trade secret or similar right, provided that Apps Manager is promptly notified, rendered reasonable assistance by you as required, and permitted to direct the defense or settlement negotiations. Apps Manager shall have no obligation to defend or indemnify any infringement claim that arises from or relates to: (i) a modification of the Software by you or any third party, (ii) a combination of the Software with other software products, components, processes or materials, (iii) your failure to incorporate or implement modifications directed by Apps Manager, (iv) third party or open source software components, (v) use of the Software in a manner inconsistent with the Documentation, or (vi) any Software provided for evaluation or trial use or marked as beta or early access. Should the use of Software by you be enjoined, or in the event Apps Manager wishes to minimize its potential liability hereunder, Apps Manager may, at its option, either: (i) substitute fully equivalent non-infringing software; (ii) modify the infringing Software so that it no longer infringes but remains functionally equivalent; (iii) obtain for you, at Apps Manager’s expense, the right to continue use of the Software; or (iv) take back the infringing Software and refund to you pre-paid license fees applicable to the remainder of the license term, or if a perpetual license was purchased, the purchase price paid, less depreciation amortized on a three-year straight line basis. This indemnification sets forth Apps Manager’s sole liability and your sole remedy for claims of infringement arising from your use of the Software. You will, at your own expense, indemnify and hold Apps Manager, and its subsidiaries and affiliates, and all officers, directors, and employees thereof, harmless from and against any and all claims, actions, liabilities, losses, damages, judgments, grants, costs, and expenses, including reasonable attorneys' fees, 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 authorized by this Agreement. Your indemnification does not include claims of infringement that are covered by Apps Manager’s indemnification above
7. Warranty; Disclaimer
Apps Manager warrants for a period of thirty (15) days from your receipt of the Software that the Software will materially conform to the Documentation. This warranty covers only problems that are reproducible and verifiable and does not cover software, or other items or any services provided by any persons other than Apps Manager. Maintenance and support, if any, are governed by a separate agreement. Software, which has been abused, misused, damaged, modified, or subjected to unauthorized use or installation, used in a manner inconsistent with the Documentation or used with components not authorized by Apps Manager, shall void this warranty. Apps Manager’s sole liability (and your sole and exclusive remedy) for any breach of this warranty shall be, in Apps Manager’s sole discretion, to use commercially reasonable efforts to provide you with an error-correction or workaround which corrects the reported non-conformity, or if Apps Manager, in its sole discretion, determines such remedies to be impracticable within a reasonable period of time, to provide a refund of the fees paid for the Software. This limited warranty does not apply for any Software provided for evaluation or trial use or marked as beta or early access. EXCEPT AS SET FORTH ABOVE IN THIS SECTION, THE SOFTWARE AND DOCUMENTATION ARE LICENSED “AS IS,” AND APPS MANAGER DISCLAIMS ANY AND ALL OTHER WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR NONINFRINGEMENT, TO THE EXTENT AUTHORIZED BY LAW. WITHOUT LIMITATION OF THE FOREGOING, APPS MANAGER 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.
WARNING:
The Software is not designed or intended for use in on-line control of equipment in hazardous environments such as the operation of nuclear facilities, aircraft, air traffic, aircraft navigation or aircraft communications, or in the design, construction, operation or maintenance of any nuclear facility, or in the operation or maintenance of any direct life support system. Apps Manager disclaims any express or implied warranty of fitness for such uses and shall not be liable for any costs, liabilities or damages resulting from the use of the Software in such an environment. You agree that you will not use or license the Software for such purposes.
8. Limitation of Liability
IN NO EVENT WILL APPS MANAGER BE LIABLE FOR ANY CONSEQUENTIAL, INCIDENTAL OR INDIRECT DAMAGES, INCLUDING, WITHOUT LIMITATION, ANY LOSS OF DATA, OR LOSS OF PROFITS OR LOST SAVINGS, ARISING OUT OF USE OF OR INABILITY TO USE THE SOFTWARE OR DOCUMENTATION, EVEN IF APPS MANAGER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL APPS MANAGER BE LIABLE FOR ANY DIRECT DAMAGES IN EXCESS OF THE FEES PAID TO APPS MANAGER FOR THE SOFTWARE WITHIN THE PERIOD OF SIX (6) MONTHS PRIOR TO ANY CLAIM ARISING.
9. General Terms
9.1. Governing Law and Choice of Forum.
This Agreement shall be governed by and interpreted in accordance with the laws of the 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 applicable courts situated within the city of Gujarat, 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. The United Nations Convention on Contracts for the International Sale of Goods is expressly excluded.
9.2. 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.
9.3. Survival.
Any provisions of this Agreement that, in order to fulfill the purposes of such provisions, need to survive the termination or expiration of this Agreement, shall be deemed to survive for as long as necessary to fulfill such purposes.
9.4. Headings.
The Section headings contained in this Agreement are incorporated for reference purposes only and shall not affect the meaning or interpretation of this Agreement.
9.5. No Waiver; Amendments.
The failure of either party to enforce any rights granted hereunder or to take action against the other party in the event of any breach hereunder shall not be deemed a waiver by that party as to subsequent enforcement of rights or subsequent actions in the event of future breaches. Amendments to the Agreement shall only be effective if in writing and signed by all parties.
9.6. Assignment.
You may not assign your rights under this Agreement and any attempted assignment shall be void and of no effect. Apps Manager may assign its rights and obligations under this Agreement.
9.7. Export Restrictions.
THIS AGREEMENT IS EXPRESSLY MADE SUBJECT TO ANY LAWS, REGULATIONS, ORDERS, OR OTHER RESTRICTIONS ON THE EXPORT, REEXPORT OR IMPORT OF THE SOFTWARE OR DOCUMENTATION ABOUT SUCH SOFTWARE WHICH MAY BE IMPOSED FROM TIME TO TIME BY THE GOVERNMENT OF INDIA OR ANY OTHER GOVERNMENT. YOU SHALL NOT EXPORT, REEXPORT OR IMPORT THE SOFTWARE, DOCUMENTATION, OR INFORMATION ABOUT THE SOFTWARE OR DOCUMENTATION WITHOUT THE WRITTEN CONSENT OF APPS MANAGER AND COMPLIANCE WITH SUCH LAWS, REGULATIONS, ORDERS, OR OTHER RESTRICTIONS.
If any issue or query related Apps Manager than fell free to contact us at Skype or email support@appsmanager.in.
Last revised 23-feb-2021
