(Last updated: May 2018)
This is a contract (“Agreement”) between you (the entity or customer who has purchased access to the service) and Inish Technology Ventures Limited (“InishTech”). Sometimes InishTech is referred to as “we,” “us” or “our”. This Agreement applies to the InishTech Software Potential service (formerly known as Software Licensing and Protection Services, also known as “SLPS”), including updates, the use of product keys to access the Service and the issuance by you of activations for your software product (“Product”) utilizing the Service. Unless outlined below, all of the software or services are referred to in this contract as the “Service.”
Please note that we do not provide warranties for the service. The contract also limits our liability. These terms are in sections 12 and 13 and we ask you to read them carefully.
Where you are licensed to use the Service on a commercial basis, you will be permitted to download a copy of both the Code Protector and Permutation (“Permutation”). You may use the Permutation, in binary code form, to assist in the development of your Product. You may include with your Product those portions of the Permutation intended to be and identified as “redistributable code”, defined as only those portions of code necessary in order for your Product to interact with the Service for the Service’s intended use. Activations: You may set up different types of activation based on your choice of license model for your Products. Where the license model(s) for activations are defined, your licensing of your Product will be consistent with such license models and will substantially be in accordance with the license model description provided by you.
In using the service, you will:
In using the service, you may not:
During the term of this Agreement, and for a period of one (1) year thereafter, we may, at our own expense, cause an audit to be made not more than once annually (except as otherwise permitted below) of your records in order to verify reports issued and fees due or paid by you. Any audit shall be conducted by an independent, major certified public accounting firm selected by us and reasonably acceptable to you. The audit shall be conducted in such a manner as not to interfere with your normal business activities. If the auditor determines that you are not in material compliance (i.e., a discrepancy of five percent (5%)) you shall promptly remedy any such non-compliance and will bear the expense of the audit.
You will be able to submit materials for use in connection with the service. Except for material that we license to you, we do not claim ownership of the materials you post or otherwise provide to us related to the service (called a “submission”). You grant us rights to use your submissions solely for the purposes of providing the services and hosting your submissions. For every submission you make, you must have all rights necessary for you to grant the permissions in this section. You represent and warrant that you have the right to upload such submissions for the purposes of use in the service and you will indemnify, defend, and hold InishTech harmless from breach of this section. Your right to submit materials applies to legally permissible content and only to the extent that use and publishing of such content does not violate laws or regulations, or infringe or violate third party rights. We will not pay for your submission. We may refuse to publish or host your content at our discretion, and may remove your submission form the service at any time.
In order to operate and provide the service, we collect certain information about you. We use and protect that information as described in the privacy statement provided on this site. In particular, we may access or disclose information about you, including the content of your communications, in order to: (a) issue account statements, manage billing and support; (b) comply with the law or respond to lawful requests or legal process; (c) protect the rights or property of InishTech or our customers, including the enforcement of our agreements or policies governing your use of the service; or (d) act on a good faith belief that such access or disclosure is necessary to protect the personal safety of InishTech employees, customers or the public.
The information we collect includes user names and email addresses required for login purposes. This information is retained on the service after account cancellation as it may be required to access licence information post cancellation.
You will not disassemble, decompile, or reverse engineer any software or other products included in the service, or attempt to do the same, except and only to the extent that the law expressly permits this activity.
You must comply with all domestic and international export laws and regulations that apply to the software. These laws include restrictions on destinations, end users and end use.
You may terminate this Agreement if we materially breach this Agreement and such breach is not cured within thirty (30) days of written notice describing the breach.
This Agreement and the licenses granted hereunder will automatically terminate if either party becomes unable to pay its debts when due or enters into liquidation (except voluntary liquidation not involving insolvency for the purposes of a reconstruction or amalgamation) or has a receiver or examiner or a person in the nature of a receiver or examiner appointed to its undertaking or assets or enters into any arrangement with its creditors.
On any termination of your access to the Service, you will cease use of the Service immediately and will return or destroy, at our option, any copies of our software or other material, in your possession or control. You will, within thirty (30) days of termination, re-engineer your Product such that no portions of the Engine are included.
We provide the service “as-is”, “with all faults” and “as available.” We do not guarantee the accuracy or timeliness of information available from the service. The InishTech parties give no express warranties, guarantees or conditions. You may have additional consumer rights under your local laws that this contract cannot change. We exclude any implied warranties including those of merchantability, fitness for a particular purpose, workmanlike effort and non-infringement.
We do not warrant that the service will be available all the time. Although our intent is to make it highly available, it may be subject to scheduled and unscheduled maintenance, network outages, infrastructure issues, human and mechanical errors, and events of force majeure (e.g., natural disasters, malicious acts, and the like). We will make reasonable attempts to provide notice of scheduled downtime at http://www.inishtech.com and in any related product group forums, but cannot guarantee we will always be able to do so.
You can recover from InishTech only direct damages up to the equivalent of one month of service (which may be a pro-rated amount of an amount you have paid). You cannot recover any other damages, including consequential, lost profits, special, indirect, incidental or punitive damages.
This applies, without limitation, to anything related to:
All parts of this contract apply to the maximum extent permitted by law. A court may hold that we cannot enforce a part of this contract as written. If this happens, then you and we will replace that part with terms that most closely match the intent of the part that we cannot enforce. The rest of this contract will not change. This is the entire contract between you and us regarding your use of the service. It supersedes any prior contract or statements regarding your use of the service. If you have confidentiality obligations related to the service, those obligations remain in force (for example, you may have been a beta tester). The section titles in the contract do not limit the other terms of this contract.
We may assign this contract, in whole or in part, at any time with or without notice to you. You may not assign this contract, or any part of it, to any other person. Any attempt by you to do so is void. You may not transfer to anyone else, either temporarily or permanently, any rights to use the service or any part of the service.
This Agreement is solely for your and our benefit. It is not for the benefit of any other person, except for permitted successors and assigns under this Agreement.
Any claim related to this contract or the service may not be brought unless brought within one year. The one-year period begins on the date when the claim first could be filed. If it is not filed, then that claim is permanently barred. This applies to you and your successors. It also applies to us and our successors and assigns.
You may notify us as stated in the portal area for the Service. We do not accept e-mail notices except where expressly stated.
This Agreement is in electronic form. We may provide required information to you in any or all of the following ways:
These terms are between you and InishTech. You are contracting with Inish Technology Ventures Limited, NovaUCD, Belfield Innovation Park, University College Dublin, Belfield Dublin 4, Ireland and the laws of Ireland govern the interpretation of this Agreement and apply to claims for breach of it, regardless of conflict of law principles. All other claims, including claims regarding consumer protection laws, unfair competition laws, and in tort, will be subject to the laws of Ireland. You and we irrevocably agree to the jurisdiction and venue of the Irish courts for all disputes arising out of or relating to this Agreement.
All contents of the service are Copyright © 2009-2018 Inish Technology Ventures Limited. All rights reserved. Copyright and other intellectual property laws and treaties protect any software or content provided as part of the Service. We, or our suppliers, own the title, copyright, and other intellectual property rights in the software or content. InishTech, and/or other InishTech products and services referenced herein may also be either trademarks or registered trademarks of InishTech in the United States and/or other countries. Any rights not expressly granted herein are reserved.
Customer support is offered for the service. You may find details about our support offerings and terms at https://www.inishtech.com.