EULA
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ENGIE SERVICES U.S. END USER LICENSE AGREEMENT (Installed)
IMPORTANT-READ CARFULLY: This End User License Agreement (this 'EULA')
contains the terms and conditions regarding your use of the SOFTWARE (as defined
below). This EULA contains material limitations to your rights in that regard.
You should read this EULA carefully and treat it as valuable property.
I THIS EULA
1. Your relationship with ENGIE Services U.S.
This EULA relates to ENGIE Services U.S.
2. Software Covered by this EULA. This EULA governs your use of the
ENGIE Services U.S. product(s) enclosed or otherwise
accompanied herewith (individually and collectively, the 'SOFTWARE'). The term
'SOFTWARE' includes to the extent provided by ENGIE Services U.S.: (a) any revisions
updates and/or upgrades thereto; (b) any data, images or executable files,
databases, data engines, computer software, or similar items customarily used or
distributed with computer software products; (c) anything in any form whatsoever
intended to be used with or in conjunction with the SOFTWARE; and (d) any
associated media, documentation (including physical, electronic and on-line) and
printed materials (the 'Documentation').
3. This EULA is a Legally Binding Agreement Between You and ENGIE Services U.S. If
you are acting as an agent of a company or other legal person, such as an
officer or other employee acting for your employer, then 'you' and 'your' mean
your principal, the entity or other legal person for whom you are acting.
However, importantly, even if you are acting as an agent for another, you may
still be personally liable for violation of laws such as copyright infringement.
This EULA is a legally binding agreement between you and ENGIE Services U.S. You intend
to be legally bound to this EULA to the same extent as if ENGIE Services U.S. and you
physically signed this EULA. By installing, copying, or otherwise using the
SOFTWARE, you agree to be bound by the terms and conditions contained in this
EULA. If you do not agree to all of the terms and conditions contained in this
EULA, you may not install or use the SOFTWARE and if, for whatever reason,
installation has begun or has been completed on your behalf, you should
un-install the SOFTWARE.
II YOUR LICENSE TO USE THE SOFTWARE
1. Grant of License. Upon full payment for the SOFTWARE, this EULA grants
you the following limited, non-exclusive right, provided you comply with all
terms and conditions of this EULA: You may install and use the enclosed SOFTWARE
and the associated printed and electronic documentation on a single computer
owned or controlled by you. The right to use, access or view the SOFTWARE source
code, database or stored procedures is hereby expressly NOT GRANTED to you. All
rights not expressly and specifically granted herein are reserved, and remain
the property of ENGIE Services U.S.
III INTELLECTUAL PROPERTY
1. Copyright. You agree that all right, title, and interest in and to the
SOFTWARE (including, but not limited to, any images, photographs, animations,
video, audio, music, text, and 'applets' incorporated into the SOFTWARE), and
any copies of the SOFTWARE, and any copyrights and other intellectual property
therein or related are owned exclusively by ENGIE Services U.S. except to the limited
extent that ENGIE Services U.S. may be the rightful license holder of certain third-party
technologies incorporated into the SOFTWARE. The SOFTWARE is protected by
copyright laws and intellectual treaty provisions. The SOFTWARE is licensed to
you, and not sold to you. ENGIE Services U.S. reserves all rights not otherwise expressly
and specifically granted to you in this EULA.
2. Backups. You may either: (a) copy the SOFTWARE solely for backup or
archival purposes; or (b) install the SOFTWARE on a single computer, provided
you keep the original solely for backup or archival purposes.
3. Limitations on reverse engineering, decompilation, and disassembly. You
may not alter, assign, modify, create derivative works, reverse engineer,
decompile, or disassemble the SOFTWARE.
4. Software Rental. You may not rent or lease the SOFTWARE.
5. Software Transfer. You may transfer the SOFTWARE to another computer,
provided that it is completely removed from the computer from which it was
transferred. You may permanently transfer all of your rights under the EULA,
provided that you retain no copies, that you transfer all the SOFTWARE
(including all component parts, the media and printed materials, upgrades and
this EULA) and that the recipient agrees to the terms and conditions of this
EULA as provided herein. If the SOFTWARE is an update or upgrade, any transfer
must include all prior versions of the SOFTWARE.
6. Termination. Without prejudice to any other rights it may have,
ENGIE Services U.S. may terminate this EULA and the Licenses if you fail to comply with
the terms and conditions contained herein. In such an event, you must destroy
all copies of the SOFTWARE and all of its component parts including all media
and documentation.
IV LIMITED LIABILITIES
1. Liabilities. In no event shall ENGIE Services U.S. be liable for any damages
whatsoever (including, without limitation, damages for loss of business profit,
business interruption, loss of business information, loss of contracts, or for
any financial or economic loss or for any damages or losses, special, direct,
indirect or consequential loss or damages whatsoever) arising out of the use or
inability to use the SOFTWARE, even if ENGIE Services U.S. has been advised of the
possibility of such damages.
2. Use of SOFTWARE.
The data available through this SOFTWARE does not constitute advice or the
making of any recommendation and the content or output of this SOFTWARE should
not be relied upon as the basis for any decision or action. We exclude to the
fullest extent permitted by law any and all liability for any direct, indirect
or consequential loss or damage arising as a result of access to and use of the
SOFTWARE, reliance on the content contained on them or as a result of the
SOFTWARE being unavailable.
3. Use of Data.
The use of information obtained from the SOFTWARE is at your
sole discretion and risk.
V USAGE TRACKING
The Software tracks anonymous usage data of the Software to improve the
user experience, and by use of the Software you consent to the collection of this
information. The Software also tracks Software failures for the purpose of product
improvements. All information collected is used exclusively for product improvement
and customer support purposes, and is not shared with other parties.
VI MISCELLANEOUS
1. This is the Entire Agreement. This EULA (including any addendum or
amendment to this EULA included with the SOFTWARE) is the final, complete and
exclusive statement of the entire agreement between you and ENGIE Services U.S. This
EULA supersedes any prior and contemporaneous proposals, purchase orders,
advertisements, and all other communications in relation to the subject matter
of this EULA, whether oral or written. No terms or conditions, other than those
contained in this EULA, and no other understanding or agreement which in any way
modifies these terms and conditions, shall be binding upon the parties unless
entered into in writing.
2. Right to Change EULA. ENGIE Services U.S.
reserves the right to change any part of this service or the EULA at any time
without notice.
3. You Indemnify ENGIE Services U.S. You agree to indemnify, hold harmless, and
defend ENGIE Services U.S. and its suppliers and resellers from and against any and all
claims or lawsuits, including legal fees, that arise or result from this EULA.
4. Interpretation of this EULA.
If for any reason a court of competent jurisdiction finds any provision of this EULA, or
any portion thereof, to be unenforceable, that provision of this EULA will be
enforced to the maximum extent permissible so as to effect the intent of the
parties, and the remainder of this EULA will continue in full force and effect.
Formative of defined terms shall have the same meaning of the defined term.
Failure by either party to enforce any provision of this EULA will not be deemed
a waiver of future enforcement of that or any other provision. This EULA is
governed by the laws of the United States; and the state of ???. The parties consent
to the personal jurisdiction and venue of ???, and agree that any legal proceeding
arising out of the EULA shall be conducted in ???.
ENGIE Services U.S.
0010420100916
Issued: 13th January 2020
© 2020 All Rights Reserved.