Free license agreement

INTELLICUS FREE REPORTING SUITE (IFRS)WEB DELIVERY SOFTWARE LICENSE

Version 6

 

IMPORTANT – READ CAREFULLY

This document includes warranty disclaimers and a license agreement granting the usage of of Intellicus Free Reporting Suite(“IFRS”).

Intellicus wants you to be satisfied with the Intellicus Free Reporting Suite and understand the manner in which you are permitted to use it. If you have any questions about this Agreement, please contact INTELLICUS Technologies Pvt. Ltd., 1st Floor, Sarda House, 24-B Palasia, A.B. Road, Indore -452001 Madhya Pradesh, INDIA(Head Office ) Phone +91-(731)-4069989 or Intellicus Technologies, 5300, Stevens Creek Blvd, Suite 450, San Jose, CA 95129 USA,(US Office ) Phone: +01-(408)-213-3314 or email to sales@intellicus.com.

WARRANTY DISCLAIMER

The software and other information licensed is made available by Intellicus for in house usage “AS IS” and Intellicus makes no warranty as to its use or performance. INTELLICUS AND ITS SUPPLIERS DO NOT WARRANT THE PERFORMANCE OR RESULTS OBTAINED BY USING THE SOFTWARE. INTELLICUS AND ITS SUPPLIERS MAKE NO WARRANTIES, CONDITIONS, REPRESENTATIONS, OR TERMS (EXPRESS OR IMPLIED WHETHER BY STATUTE, COMMON LAW, CUSTOM, USAGE OR OTHERWISE) AS TO ANY MATTER INCLUDING WITHOUT LIMITATION NONINFRINGEMENT OF ANY PARTY’S RIGHTS, MERCHANTABILITY, INTEGRATION, SATISFACTORY QUALITY, OR FITNESS FOR ANY PARTICULAR PURPOSE.

END USER LICENSE AGREEMENT

This is an agreement between [Your Company Name here] located at [__Your Business Address here__] (“End User “) and Intellicus. By indicating acceptance of this agreement by downloading the IFRS edition of the Intellicus you agree to the terms of this agreement. This agreement is effective against Intellicus only if Licensee has provided Intellicus with information about its intended distribution and Intellicus has confirmed its acceptance of this agreement in writing to Licensee. Licensee is electronically agreeing to this agreement by clicking I ACCEPT check box in the following form. If you do not intend to agree the terms CLICK THE “CANCEL” BUTTON AND EXIT THE WEBSITE.

1. Definitions

“Intellicus” means Intellicus Technologies Pvt. Ltd., 24-B Sarda House Indore, MP, India.

“Intellicus Free Reporting Suite” or “IFRS” means the a specific edition of Intellicus, including individual files, libraries, or executable code contained in the Intellicus installation directory, which permits free in-house usage.

“Licensee” means the company, individual, a single entity, which who intends to use “IFRS”

“Effective Date” means the date that Intellicus confirms its acceptance of this agreement in writing or by electronic mail delivery to End User.

2. RIGHTS AND RESTRICTIONS

2.1 License:Intellicus grants Licensee a non-exclusive and non-transferable license to use the Software and its Documentation in executable form, solely for Licensee’s internal business use according to the terms and conditions of this Agreement. Use Intellicus APIs to integrate in your application.

2.2 License File:You will obtain an exclusive license key file from Intellicus, which mentions your name the that you can use for your business.

2.3 Usage:Licensee can install one instance of IFRS in his business premise and use.

The rights granted above shall terminate immediately in the event of Licensee’s breach of any provision of this agreement.

2.4 Restrictions:
(a) In-house use No distribution: License is strictly restricted to in-house use. It cannot be copied or distributed for any reasons, what so ever.

(b) Licensee shall not use the IFRS, in any manner or for any purpose not expressly authorized by this Agreement; or or otherwise adapt, modify, or translate the IFRS or the metadata created by the IFRS; or create derivative works of translate, de compile, disassemble or reverse engineer, the IFRS or the metadata created by the IFRS; rent or lend the IFRS or a IFRS license.

(c) No Transfer. Licensee may not rent, lease, sublicense, assign or transfer its rights under this agreement, or authorize all or any portion of the IFRS.

(c) No Modification, No Reverse Engineering. Licensee shall not modify, adapt, translate or create derivative works based upon the Software in any way, including without limitation, any copyright or other proprietary notice that appears in the Software. Licensee shall not reverse engineer, de compile, disassemble or otherwise attempt to discover the source code of the Software.

d) Limited internal Re branding: Licensee shall not modify the following, a) electronic end user license agreement, b) acknowledgements c) “About” screen on the portal. If Licensee decides to re-brand IFRS screens, Licensee should add a logo – “powered by Intellicus”, in the vicinity of new internal brand name.

(d) Installer Restrictions.

(i) No third party rights. Licensee has discretion and sole responsibility of including acknowledged third party software in the installer or allowing end user to install them separately. Such acknowledgements, and licenses can be carefully read and obtained wherever necessary by the Licensee.

(e) IFRS Restrictions. IFRS is licensed by Intellicus for Running, viewing, and Publishing Ad hoc reports and standard reports in a single business.

(i)One copy of IFRS shall not be made available for multi-tenant use as a “SAAS”.

(ii) Disabled Features. IFRS may contain features and functions that are hidden or disabled, compared other higher editions. These disabled or hidden features will activate only when end user applies a higher edition license duly obtained from Intellicus. Licensee shall not access, or attempt to access, or duplicate the functionality of such disabled features without a valid license key, nor will Licensee otherwise circumvent the technology that controls activation of such features.

(f) Intellicus doesn’t grant any ownership rights to Licensee. The IFRS is licensed to use and not sold. Intellicus and its suppliers retain all ownership rights. Licensee shall not at any time during or after the term of this Agreement assert or claim any interest in, or assert or do anything that may adversely affect Intellicus’ ownership of, or the validity of, the intellectual property and proprietary rights of Intellicus in or relating to the IFRS.

3.Trademarks.

Intellicus hereby grants to Licensee, non-exclusive, non-transferable, personal right to use under the terms of this agreement, the “powered by Intellicus”, “Intellicus Enterprise Reporting and Business Insights Platform”, logos. Intellicus and this agreement doesn’t grant any rights on third party software that may be required to run in conjunction or included with IFRS. Licensee may not assign, transfer or sublicense any trademark right granted herein.

4. Indemnification.

Licensee agrees to indemnify, hold harmless and defend Intellicus from and against any claims, lawsuits, damages, expenses and costs, including attorneys’ fees, that arise or result from Licensee’s download, installation and usage of the IFRS, however, that Licensee’s indemnification obligation may be exempted to claims or lawsuits arising out of a claim that solely by IFRS, and none in combination with software or hardware used by Licensee, or the Trademark(s), infringes any third party patent, copyright, trademark or other intellectual property right.

5. Intellectual Property Ownership, Copyright Protection.

The IFRS is the intellectual property of and are owned by Intellicus Technologies Pvt. Ltd. and its suppliers. The structure, organization and source code of the Software are the valuable trade secrets and confidential information of Intellicus and its suppliers. The Software is protected by law, including without limitation the copyright laws of the Republic of India, United States and other countries, and by supported international treaty provisions. This agreement does not grant Licensee any intellectual property rights in the Software and all rights are reserved by Intellicus and its suppliers.

6. No Support obligation.

Intellicus shall not be obligated to provide any support to Licensee. For self help utilities and knowledge base go to support.intellicus.com. For commercial support, incident based or annual contract, contact sales at intellicus dot com.

7. No Warranty.

The Software is made available by Intellicus for in-house usage “AS IS” and Intellicus makes no warranty as to its use or performance. INTELICUS AND ITS SUPPLIERS DO NOT WARRANT THE PERFORMANCE OR RESULTS OBTAINED BY USING THE SOFTWARE, EXCEPT FOR ANY WARRANTY, CONDITION, REPRESENTATION OR TERM TO THE EXTENT TO WHICH THE SAME MAY NOT BE EXCLUDED OR LIMITED BY APPLICABLE LAW. INTELLICUS AND ITS SUPPLIERS MAKE NO WARRANTIES, CONDITIONS, REPRESENTATIONS, OR TERMS (EXPRESS OR IMPLIED WHETHER BY STATUTE, COMMON LAW, CUSTOM, USAGE OR OTHERWISE) AS TO ANY MATTER INCLUDING WITHOUT LIMITATION NONINFRINGEMENT OF ANY PARTY’S RIGHTS, MERCHANTABILITY, INTEGRATION, SATISFACTORY QUALITY, OR FITNESS FOR ANY PARTICULAR PURPOSE. LICENSEE BEARS THE ENTIRE RISK AS TO THE QUALITY AND PERFORMANCE OF THE SOFTWARE.

THE SOFTWARE IS NOT FAULT TOLERANT AND IS NOT DESIGNED, MANUFACTURED, LICENSED OR INTENDED FOR USE IN HAZARDOUS ENVIRONMENTS REQUIRING FAIL-SAFE PERFORMANCE SUCH AS IN THE OPERATION OF NUCLEAR FACILITIES, AIRCRAFT NAVIGATION OR COMMUNICATIONS SYSTEMS, AIR TRAFFIC CONTROL, LIFE SUPPORT MACHINES, WEAPONS SYSTEMS OR ANY OTHER APPLICATION IN WHICH ITS FAILURE COULD LEAD DIRECTLY TO DEATH, PERSONAL INJURY, OR SEVERE PHYSICAL OR ENVIRONMENTAL DAMAGE.

The foregoing exclusions and limitations will apply to the maximum extent permitted by applicable law, even if any remedy fails its essential purpose.

8. Limitation of Liability.

IN NO EVENT WILL INTELLICUS OR ITS SUPPLIERS BE LIABLE TO DISTRIBUTOR FOR ANY DAMAGES, CLAIMS OR COSTS WHATSOEVER ARISING FROM THIS LICENSE AGREEMENT AND/OR LICENSEE’S USE OF THE SOFTWARE, INCLUDING WITHOUT LIMITATION ANY CONSEQUENTIAL, INDIRECT, INCIDENTAL DAMAGES, OR ANY LOST PROFITS OR LOST SAVINGS, EVEN IF AN INTELLICUS REPRESENTATIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS, DAMAGES, CLAIMS OR COSTS OR FOR ANY CLAIM BY ANY THIRD PARTY. THE FOREGOING LIMITATIONS AND EXCLUSIONS APPLY TO THE EXTENT PERMITTED BY APPLICABLE LAW IN DISTRIBUTOR’S JURISDICTION. IN ANY EVENT, INTELLICUS’ AGGREGATE LIABILITY AND THAT OF ITS SUPPLIERS UNDER OR IN CONNECTION WITH THIS LICENSE AGREEMENT WILL BE LIMITED TO ONE U.S. DOLLAR ($1.00). Intellicus is acting on behalf of its suppliers for the purpose of disclaiming, excluding and/or limiting obligations, warranties and liability as provided in this agreement, but in no other respects and for no other purpose.

9. Governing Law.

This agreement will be governed by and construed in accordance with the substantive laws in force in the State of Madhya Pradesh, India and under Indore jurisdiction.

10. Term.

 

10.1 Effective Date:

This Agreement and IFRS license granted under it shall become effective on Effective Date, the date on which Intellicus grants license to use in writing or electronically by delivering a free of cost license file with your name.

10.2 Term Duration:

The term of this agreement will be for Thirty years from the Effective Date unless terminated by either or both Intellicus and the Licensee.

10.3 Termination:

Intellicus has the right to terminate this agreement (a) without cause upon ninety (90) days written notice or (b) immediately if Licensee fails to comply with any term of this agreement. Upon any such termination, Licensee must cease usage, destroy all copies of the IFRS in Licensee’s possession along with providing Intellicus a certification of such destruction.

11. General Provisions.

If any part of this agreement is found void and unenforceable, it will not affect the validity of the balance of this agreement, which shall remain valid and enforceable according to its terms. This agreement shall not prejudice the statutory rights of any party dealing as a consumer. This agreement may only be modified by a writing signed by an authorized officer of Intellicus. Updates may be licensed to Licensee by Intellicus with additional or different terms.

12. Notice to Governments of Countries and States

Intellicus believes and agrees to comply with all applicable equal opportunity laws.