END USER LICENSE AGREEMENT
PLEASE READ THIS END USER LICENSE AGREEMENT (“EULA”) CAREFULLY. BY INSTALLING OR USING THE CONTENT THAT ACCOMPANIES THIS EULA (“PRODUCT”), YOU AGREE TO THE TERMS OF THIS EULA.
I hereby acknowledge that I have read and understand the foregoing EULA and agree that by clicking “Accept” or installing the Product I am acknowledging my agreement to be bound by the terms and conditions of this EULA.
END USER LICENSE AGREEMENT
Owner and Licensor :
Napellus Edutech Pvt. Ltd.
201 Nand Bhavan, Narmada Road Rau,
Indore, Madhya Pradesh, India – 453331
Licensee : Purchaser of the license
Product :Educational Content Software
Media : Supplied in DVD/CD/HDD/Pen Drive
Effective Date : Date of first installation
Term : As par given in instruction letter with packages below product id , And same will be mentioned on Bill.
Place of use : Shall be used only within India.
License : License will be issued for a Single PC and single User only not for public use.
Not subjected to transfer to other user or PC in any case. Can not be uninstalled and No refund will be given in any case.
Hardware and OS : User can not change OS and HDD during usage of Software.
Reinstallation :In case of OS change re installation may be charged.
In case of HDD change/damage license will expire. No refund will possible in any such case.
Letter : A letter of user instruction will be provided with software in which all other terms are given If not agreed then
do not proceed to installation.
Password : Password once given on the basis of mid can not be uninstalled and reissue may be charged.
TERMS AND CONDITIONS OF LICENSE
1. LICENSE GRANT
1.1. LICENSE GRANT
1.1. In consideration for the payments made, Licencor hereby grants to the Licensee a personal, non-transferable and
non-exclusive license to use of the Product, in accordance with the terms and conditions of this License Agreement.
The Product is a single user edition and the Licensee shall use the Product for its own internal purposes only.
Licencor shall provide in electronic format via email.
manuals for the Product to the Licensee. In the event Licensee requires any additional copy, the same would be provided by the Licensor at the then current rate..
1.2. The Product is licensed to be installed on a single machine only and shall be used for self learning and not for distribution or use in project environment.
1.3. The Product shall not be rent, lent or leased.
1.4. The Product is “NOT FOR RESALE “. The Product is identified as “Not for Resale” or “NFR,” the content may not be sold or otherwise transferred.
1.5. Licencor does not provide free support.
2. LICENSEE COVENANTS
2.1. Licensee shall not alter, modify or adapt the Product or accompanying materials. In addition the Licensee may not translate, disassemble or reverse engineer the Product.
2.2. During the term of the EULA and for a period of five (5) years after termination or expiration of this EULA, Licensee shall not use the content or any information obtained or derived from the Product or the Product documentation manuals for the purpose of creating a product with or competitive to the Product. The provisions of this clause will survive any termination or expiration of the EULA for any reason, whatsoever.
3.1. Warranty: The Product is warranted for a period of three (3) months from the date of purchase. During the Warranty period the Product will conform under ordinary use in all material respects to the Product documentation manuals, unless the failure to conform is caused by a Licensee-created error.
3.2. Licensor’s sole obligation and Licensee’s sole remedy for a breach of the foregoing warranty shall for Licensor at its sole discretion, to either, (a) provide services to correct the Product so that it will perform in accordance with the Product documentation manuals in all material respects, (b) replace the nonconforming portion / or the entire Product, as the case may be:
or (c) at Licensor’s option, refund the depreciated license fees paid by Licensee upon return by Licensee of all Product and Product documentation manuals to Licensor, together with all copies thereof.
THE WARRANTIES IN THIS CLAUSE 3 ARE IN LIEU OF ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO, THOSE OF MERCHANTIBILITY AND FITNESS FOR A PARTICULAR PURPOSE.
4. PROPRIETARY PROTECTION
4.1. Ownership and Title: Ownership and title to the Product shall always vest in the Owner and this EULA does not transfer any intellectual property rights including copyrights, trade secrets, patent rights, trade name, etc to the Product, which the Licensee hereby acknowledge.
Acknowledgement of commercial value: Licensee acknowledges that the Product is a commercially valuable proprietary product of the Owner and has involved expenditure of substantial amounts of money, which affords a commercial advantage over its competitors, and that loss of this competitive advantage due to unauthorized use or disclosure of the proprietary information would cause great injury or harm to the Owner.
4.3. Proprietary information: In respect of the Content, Licensee covenants that it will not, without the prior consent of Licensor, copy, disclose, divulge, publish to others or employ to its own advantage.
4.4. Breach: In the event of breach of any of the provisions of Clause 4, Owner / Licensor will not have adequate remedy in money or damages, and accordingly, shall be entitled to an injunction against such breach, in addition to any other available legal or equitable remedies.
5.1. Each party shall indemnify the other and hold it harmless from any and all actions, claims, losses, damages, expenses (including attorneys fees), costs and liabilities due to the injury or death of any person, or the loss or damage to real or personal property, resulting from negligent acts, misconduct or omissions of the indemnifying party, its agents or employees.
6.1. The Product is provided “AS IS”, and specifically disclaims all other warranties, expressed or implied. The Licensee assumes the entire risk as to the selection, results and performance of the Product. In no event shall Licensor be liable for any damages whatsoever (including damages for loss of data, loss of business, goodwill or any other consequential losses of any nature) arising out of the use or inability to use the Product. The Product is not guaranteed to be error free. While Licensor attempts to include accurate, error-free and complete content in the Product, occasional errors or omissions may occur in the Product. Licensor will make reasonable efforts to correct these errors or omissions. Nevertheless, neither Licensor nor such other parties can make any representation regarding the accuracy, error-free nature or completeness of the content provided. Licensor, its suppliers, and suppliers of content for the Product make no other warranty or representation, either express or implied. Licensor, its suppliers, and
suppliers of content for the Product do not warrant the accuracy, completeness, performance, currency, merchantability, or fitness for a particular purpose of the products or the information they contain or the method of delivering that information to users.
6.2. Licensor, its suppliers, and suppliers of content for the Product disclaim all responsibility for any loss or claim of any kind resulting from, arising out of, or any way related to (a) errors in or omissions from the Product and its content, including technical inaccuracies and typographical errors, (b) any third party web sites or content therein directly or indirectly accessed through hot links in the Product, (c) the unavailability of any Product, (d) any use of any Product, (e) any use of any equipment or software in connection with any Product, or (f) any reliance on the information contained in the Products or in any customer support/user support information, even if advised of the possibility of such damages. In no event shall Licensor or its officers, directors, employees, shareholders, agents or representatives be liable to any user, any customer, or any other person for any special, indirect, incidental, exemplary or consequential damages or loss of goodwill in any way arising from or relating to this EULA or resulting from the use of or inability to use the Product or the performance or non-performance of any obligations under this EULA, including the failure of essential purpose, even if such user, customer, or other person has been notified of the possibility of likelihood of such damages occurring. In no event may customer or any user bring any claim or cause of action against Licensor more than two (2) months after such claim or cause of action arises.
6.3. If the foregoing limitations are held to be unenforceable, Licensor’s liability for damages under this EULA to the Licensee shall in any event not exceed the cost of one (1) DVD of the title which was purchased by the Licensee. The Licensee agrees to indemnify, defend, and hold Licensor and the suppliers of Content and technology for the Licensed Products harmless from and against any and all Claims and Losses (including attorney’s fees) arising out of or in any way related to any use of the Product, or of any content, data or documentation received through the Product by Licensee, regardless of the form of action.
7.1. Termination: Licensor shall have the right to terminate this EULA due to the breach by Licensee of any term of this EULA and, if capable of cure, Licensee’s failure to cure the same within 30 (thirty) days thereof;
7.2. Effect: If this EULA is terminated by Licensor under the above clause or for any other fault of Licensee, or if it expires under the provisions of this EULA, then Licensee shall immediately cease using the Product and return to Licensor
all property of Licensor, including, without limitation, the Product and the Product documentation manual.
7.3. Preservation of rights: Termination of this EULA for any reason whatsoever shall be in addition to, and not in lieu of, all rights and remedies available to either party at law or in equity. Notwithstanding termination, each party shall complete its unfulfilled commitments to the other party, if any.
8. GENERAL PROVISIONS:
8.1. Entire Agreement: This Agreement embodies the entire agreement of the parties as respecting the services to be provided hereunder and supersedes all prior assignments, agreements, understandings and communications, whether
written or oral, between the parties or by either of them with respect to the subject matter hereof. No modification or amendment of this EULA shall be effective unless the same is in writing and executed by a duly authorized
8.2. No Waiver: Should Licensor or any user fail to exercise or enforce any provision of this EULA or to waive any rights in respect thereto, such waiver or failure shall not be construed as constituting a continuing waiver or waiver of any other right.
8.3. Force Majeure: Any delay or nonperformance of any provision of this EULA caused by conditions beyond the reasonable control of the performing party shall not constitute a breach of this EULA, and the time for performance of such provision, if any, shall be deemed to be extended for a period equal to the duration of the conditions preventing performance.
8.4. Governing Laws and Jurisdiction: This EULA shall be governed and interpreted in accordance with the laws of India and subject to Indore jurisdiction.
I hereby acknowledge that I have read and understand the foregoing End User License Agreement and agree that by clicking “Accept” or installing the product I am acknowledging my agreement to be bound by the terms and conditions of this End User License Agreement.