SEGAL STUDIOS, Inc.
Copyright (c) 2018 SEGAL Software, Inc., all rights reserved.
SOFTWARE LICENSE AGREEMENT FOR SEGAL SOFTWARE, INC.'S PRODUCTS
IMPORTANT - READ CAREFULLY: This SEGAL STUDIOS Software, Inc. ("SEGAL") Software License Agreement ("SLA") is a legal agreement between you (an individual users or a company of software applications) and SEGAL STUDIOS for the SEGAL software product accompanying this SLA, which includes web service applications and may include associated source code, media, printed materials, and "on-line" or electronic documentation ("SOFTWARE PRODUCT"). By installing, copying, or otherwise using the SOFTWARE PRODUCT (WEB SERVICE), you agree to be bounded by the terms of this SLA. If you do not agree to the terms of this SLA, do not install, use, distribute in any manner, or replicate in any manner, any part, file or portion of the SOFTWARE PRODUCT.
Copyright laws and international copyright treaties, as well as other intellectual property laws and treaties protect the SOFTWARE PRODUCT. The SOFTWARE PRODUCT is licensed, not sold.
- ENFORCEMENT OF INTELLECTUAL PROPERTY RIGHTS. If the licensed right of use for this SOFTWARE PRODUCT (WEB SERVICE) is leased by you with any intent to reverse engineer, decompile, create derivative works, and the exploitation or unauthorized transfer of, any SEGAL intellectual property and trade secrets, to include any exposed methods or source code where provided, no licensed right of use shall exist, and any service created as a result shall be judged illegal by definition of all applicable law. Any sale (lease) or resale (re-lease) of intellectual property or created derivatives so obtained will be prosecuted to the fullest extent of all local, federal and international law.
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GRANT OF LICENSE. This SLA, if legally executed as defined herein, licenses and so grants you the following rights:
- Single USER License. Single user License allows an individual user to use services provided by SOFTWARE PRODUCT in projects that he/she is working on according to contract. A Single user License for the SOFTWARE PRODUCT may not be shared or used by more than an individual user. In a project that uses the SOFTWARE PRODUCT, each individual user on the project requires a separate Single user License as long as they need to use SEGAL services.
- Annual Maintenance Renewal. Maintenance includes both technical support and product updates. The initial lease of Single user License includes a-month maintenance free. After that period, you need to purchase Annual Maintenance Renewal in order to continue receiving technical support, product updates which is included in the contract.
- Deployment License. There is no deployment license fee unless the number of your application deployments is larger than 100 user licenses you hired.
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DESCRIPTION OF OTHER RIGHTS AND LIMITATIONS.
- Not for Resale service. The SOFTWARE PRODUCT (WEB SERVICE) is labeled and provided as "Not for Resale" or "NFR", then, notwithstanding other sections of this SLA, you may not resell, distribute, or otherwise transfer for value or benefit in any manner, the SOFTWARE PRODUCT or any derivative work using the SOFTWARE PRODUCT. You may not transfer, rent, lease, lend, copy, modify, translate, sublicense, time-share or electronically transmit the SOFTWARE PRODUCT, media or documentation. This also applies to any and all intermediate files, source code, and compiled executables.
- Expose web-application. The exposed application is intended to be used by the licensed users only. If such an exposing of application is unavoidable in your project or intended due to the nature of your project, please contact SEGAL for a special agreement and is subject to extra charge to get such permission. Exposing the service to non-licensed users without SEGAL permission is strictly prohibited.
- Limitations on Reverse Engineering, Decompilation, and Disassembly. You may not reverse engineer, decompile, create derivative works, modify, translate, or disassemble the PRODUCT (WEB SERVICE), and only to the extent that such activity is expressly permitted by applicable law notwithstanding this limitation. You agree to take all reasonable, legal and appropriate measures to prohibit the illegal dissemination of the SOFTWARE PRODUCT or any of its constituent parts and redistributables to the fullest extent of all applicable local.
- You may not rent, lease, or lend the SOFTWARE PRODUCT.
- Separation of Components, Their Constituent Parts and Redistributables. The SOFTWARE PRODUCT is licensed as a single product. The SOFTWARE PRODUCT and its constituent parts and any provided redistributables may not be reverse engineered, decompiled, disassembled, nor placed for distribution, sale, or resale as individual creations by you or any individual not expressly given such permission by SEGAL. The provision of source code, if included with the SOFTWARE PRODUCT, does not constitute transfer of any legal rights to such code, and resale or distribution of all or any portion of all source code and intellectual property will be prosecuted to the fullest extent of all applicable local, federal and international laws. All SEGAL services, source code, redistributables and other files remain SEGAL's exclusive property. You may not distribute any files, except those that SEGAL has expressly designated as Redistributable.
- Installation and Use. The license granted in this SLA for you to create your own users and distribute your users, is subject to the following condition: SEGAL provides no warranty at all to any person, and, you will remain solely responsible to anyone receiving your services for support, delivery, delay, or technical or other assistance, and such recipients will have no right to contact SEGAL for such services.
- Support Services. SEGAL may provide you with support services related to the SOFTWARE PRODUCT ("Support Services"). Use of Support Services is governed by SEGAL policies and programs described in the user manual, in on-line documentation and/or other SEGAL provided materials. Any supplemental services provided to you as part of the Support Services shall be considered part of the SOFTWARE PRODUCT and subject to the terms and conditions of this SLA. With respect to technical information you provide to SEGAL as part of the Support Services, SEGAL may use such information for its business purposes, including for product support and development.
- Without prejudice to any other rights or remedies, SEGAL will terminate this SLA upon your failure to comply with all the terms and conditions of this SLA. In such event, your service will be expired and all of its component parts including any related documentation will be delivered after compensating all the losses created by you.
- Time Limitation: There is no time limitation on using the SOFTWARE PRODUCT as long as you do not violate this license/payment agreement.
- All title and copyrights in and to the SOFTWARE PRODUCT (including but not limited to any images, demos, photographs, animations, video, audio and text incorporated into the SOFTWARE PRODUCT), and any copies of the SOFTWARE PRODUCT are owned by SEGAL or its subsidiaries. The SOFTWARE PRODUCT is protected by copyright laws and international treaty provisions.
- GENERAL PROVISIONS. This SLA may only be modified in writing signed by you and an authorized officer of SEGAL. If any provision of this SLA is found void or unenforceable, the remainder will remain valid and enforceable according to its terms.
- If this SOFTWARE PRODUCT was acquired outside the IRAN, then you, agree and ascend to the adherence to all applicable international treaties regarding copyright and intellectual property rights, which shall also apply. In addition, you agree that any local law(s) to the benefit and protection of SEGAL ownership of, and interest in, its intellectual property and right of recovery for damages thereto will also apply.
- NO WARRANTIES. SEGAL EXPRESSLY DISCLAIMS ANY WARRANTY FOR THE SOFTWARE PRODUCT (WEB SERVICE). THE PRODUCT AND ANY RELATED DOCUMENTATION IS PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NONINFRINGEMENT. THE ENTIRE RISK ARISING OUT OF USE OR PERFORMANCE OF THE PRODUCT REMAINS WITH YOU.
- LIMITATION OF LIABILITY. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL SEGAL OR ITS SUPPLIERS BE LIABLE FOR ANY SPECIAL, INCIDENTAL, INDIRECT, OR CONSEQUENTIAL DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, LOSS OF BUSINESS INFORMATION, ANY OTHER LOSS, ATTORNEY FEES AND COURT COSTS) ARISING OUT OF THE USE OF OR INABILITY TO USE THE SERVICE OR THE PROVISION OF OR FAILURE TO PROVIDE SUPPORT SERVICES, EVEN IF SEGAL HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.