End-User License Agreement (EULA) of Cabookie
This End-User License Agreement ("EULA") is a legal agreement between you and Negup Solutions (OPC) Private Limited ("Negup Solutions")
This EULA agreement governs your acquisition and use of Cabookie software ("Software") directly from Negup Solutions or indirectly through a Negup Solutions authorized reseller or distributor (a "Reseller").
Please read this EULA agreement carefully before completing the purchase and installation process and using the Software. It provides a license to use the Software and contains warranty information and liability disclaimers.
If you are entering into this EULA agreement on behalf of a company or other legal entity, you represent that you have the authority to bind such entity and its affiliates to these terms and conditions. If you do not have such authority or if you do not agree with the terms and conditions of this EULA agreement, do not purchase or install or use the Software, and you must not accept this EULA agreement.
This EULA agreement shall apply only to the Software supplied by Negup Solutions herewith regardless of whether other software is referred to or described herein. The terms also apply to any Negup Solutions updates, supplements, Internet-based services, and support services for the Software, unless other terms accompany those items on delivery. If so, those terms apply.
Negup Solutions has the right to refuse the sale of Cabookie license if the customer is not behalf of a company or other legal entity. If any license fee has been paid it shall be refunded.
Negup Solutions hereby grants you a personal, non-transferable, non-exclusive license to use the Cabookie software on your server, hosting, website and devices in accordance with the terms of this EULA agreement. Customer is granted with single license against each sale. Customer should only install the software on specified website address which was mentioned at the time of sale. Customer agrees that Customer will not pledge, lease, rent, or share Customer’s rights under this EULA, and that Customer will not, without Negup Solutions prior written consent, assign or transfer Customer's rights hereunder. Customer agrees that Customer may not decompile, disassemble, reverse engineer, modify, adapt, or otherwise translate the Software (in whole or in part) or permit a third party to do so and that Customer shall not make the Software available to any other third party, or create works derivative of the Software, without Negup Solutions express written consent. All rights not expressly granted herein are hereby reserved to Negup Solutions.
You are permitted to load the Cabookie software (for example a server, web hosting, PC, laptop, mobile or tablet) under your control. You are responsible for ensuring your device meets the minimum requirements of the Cabookie software.
You are not permitted to:
- Remove or hide "Developed by Negup Solutions" from any page
- Remove software author information
- Reverse engineer the Software
- Reproduce, copy, distribute, resell or otherwise use the Software on any domain name other than originally purchased
- Allow any third party to use the Software on behalf of or for the benefit of any third party
- Use the Software in any way which breaches any applicable local, national or international law
- Use the Software for any purpose that Negup Solutions considers is a breach of this EULA agreement
Negup Solutions reserves the right to grant licences to use the Software to third parties.
Proprietary Rights and Third Party Software
Negup Solutions and its licensors retain all copyrights, trade secret rights, patents, trademarks, and any other proprietary rights covering or relating to the Software. Customer acknowledges that the Software is proprietary and confidential information belonging to Negup Solutions and its licensors, and Customer will maintain the confidentiality thereof. Negup Solutions may distribute third party software programs with the Software that are not part of the Software and that Customer must install. These third party programs are subject to their own license terms. If Customer does not agree to abide by the applicable license terms for such third party software programs, then Customer must not install them. A list of the associated third party software programs that may be required or utilized by the Software will be provided on Cabookie documentation, and Customer hereby agrees to properly install and abide by the terms and conditions thereof.
The license fees and service fees paid by Customer are paid in consideration of the license granted under this EULA. All license fees and service fees are non-refundable.
This EULA agreement is effective from the date you received the Software and shall continue until terminated. You may terminate it at any time upon written notice to Negup Solutions or stop using the software.
It will also terminate immediately if you fail to comply with any term of this EULA agreement. Upon such termination, the licenses granted by this EULA agreement will immediately terminate and you agree to stop all access and use of the Software. The provisions that by their nature continue and survive will survive any termination of this EULA agreement.
Software Warranty: Negup Solutions warrants that, with normal use and service, the Software shall materially conform to Negup Solutions then-current published specifications as such published specifications exist at time of delivery of the specific most current release of such Software that is delivered to the Customer for a period of 30 days after the date of delivery (the “Warranty Period”). During the Warranty Period, as Customer’s sole and exclusive remedy, Negup Solutions will provide correction or workaround of reproducible identified problems, including patches, corrective Software releases or other means reasonably determined by Negup Solutions to correct the particular Software’s failure to conform to the warranty, which means may include Customer being required to upgrade to a more current version of such Software, provided that the Customer has notified Negup Solutions in writing of the nature of the non-conformity. This warranty shall not apply if any Software has been (a) modified or altered by anyone other than Negup Solutions, (b) abused or misapplied, or (c) used in combination with hardware or software other than the software programs or products sold by Negup Solutions or expressly qualified by Negup Solutions for which the Software was designed. In no event does Negup Solutions warrant that the use of Software will be error free or uninterrupted. Negup Solutions sole obligation under the software warranty shall be to provide the remedies described above.
Negup Solutions provides no warranty, guarantee or other agreement, whether express, implied, or statutory, in respect of any goods, equipment, hardware, cabling, materials, services, support, products or licensed software supplied by parties other than Negup Solutions or its Affiliates, and bears no responsibility therefor or for services in respect thereof. Third party software provided in connection with the Software hereunder is not Software for the purposes of this EULA.
Warranty Claims: Negup Solutions shall incur no liability under this warranty if Customer fails to provide Negup Solutions with notice of the alleged defect during the applicable Warranty Period. Negup Solutions shall incur no liability under this warranty if Negup Solutions tests disclose that the alleged defect is due to causes not within Negup Solutions reasonable control, including alteration or abuse of the software.
Updates and upgrades are not included as part of the warranty.
Except for the Express Warranties stated in section "limited Warranty", The Software is provided “AS IS”, and Negup Solutions disclaims any and all other warranties, whether Express, Implied or Statutory, including but not limited to, any Warranties of Non-infringement. Negup Solutions express warranties will not be enlarged, diminished or affected by, and no obligation or liability will arise out of, Negup Solutions rendering technical or other Advice or Service in connection with the software. Customer hereby acknowledges and agrees that in each jurisdiction in which any such disclaimer is unenforceable, the duration of any implied warranty that is not effectively disclaimed will be limited to the warranty period.
Limitation of Liability
To the fullest extent permissible by law, Negup Solutions liability for all claims arising out of or relating to this Eula, whether in contract, tort, or otherwise, shall not exceed the amount of license fees paid or payable by customer to Negup Solutions under the applicable license for the particular software from which the claim arises during the six months preceding the claim. In no event shall Negup Solutions be liable for any lost data, lost profits, Business Interruption, Replacement Services or other Special, Incidental, Consequential, Punitive or Indirect Damages, However Caused and regardless of theory of liability.
Intellectual Property and Ownership
Negup Solutions shall at all times retain ownership of the Software as provided to you and all subsequent updates of the Software to you. The Software (and the copyright, and other intellectual property rights of whatever nature in the Software, including any modifications made thereto) are and shall remain the property of Negup Solutions.
Infringement & Indemnification
Negup Solutions shall defend, indemnify and hold Customer harmless from and against any claim made, or any suit or proceeding brought against Customer, but only to the extent it is based on an allegation that Software furnished hereunder directly infringes an issued patent or other intellectual property right under the laws of a country in which the Software is actually provided to Customer. If Software is held to infringe and the use enjoined, Negup Solutions shall have the option, at its own expense, to procure for Customer the right to continue using the Software; or replace same with a non-infringing software; or modify such Software so that it becomes non-infringing. If Negup Solutions is unable to provide one of the foregoing remedies, Customer may terminate the license for the applicable Software upon written notice to Negup Solutions. Negup Solutions shall have no liability for any infringement of patents, copyrights, or other intellectual property rights resulting from any Customer content or applications, use of the Software other than as specified in relevant Cabookie's documentation, the use or combination of the Software with any hardware, software, products, applications, data or other materials not specified or provided by Negup Solutions, any use of any release of Software other than the most current release made available to Customer, Customer’s continuing allegedly infringing activities after being notified thereof, or to the extent the claims arise from products or services not supplied by Negup Solutions.
The Customer shall (i) promptly notify Negup Solutions in writing of any claim or proceeding for which indemnity is claimed, and (ii) allow Negup Solutions solely to control the defence of any claim, suit or proceeding. Negup Solutions shall not enter into any settlement that imposes liability or obligations on the indemnified party without obtaining the indemnified party’s prior written consent.
This EULA agreement, and any dispute arising out of or in connection with this EULA agreement, shall be governed by and construed in accordance with the laws of India.
Severability and Waiver
If any provision of this EULA is held illegal or unenforceable under applicable law, the remaining provisions of this EULA will remain valid and fully enforceable. No delay or failure to take action under these terms and conditions will constitute a waiver by Negup Solutions unless expressly waived in writing by a duly authorized officer of Negup Solutions.