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Important - Please Read Carefully
This Software License Agreement (Agreement) is a legal agreement between you (either as an individual or a single entity) and RECKONER INDUSTRIES PTE LTD., for RECKONER INDUSTRIES PTE LTD.'s software products, which includes computer software, associated media, printed materials, online or electronic documentation (collectively "Software"). By installing, copying or using the Software you agree to be bound by the terms and conditions of this Agreement. If you do not agree to the terms and conditions of this Agreement and would like to obtain a refund of the amounts paid for the Software, you must immediately contact the company who sold you the Software license, and comply with its standard return policies and procedures for such Software. Please note that most companies require proof of purchase and the return of the Software within thirty (30) days from the date of purchase, however, return policies and procedures may vary between companies and RECKONER INDUSTRIES PTE LTD. shall not, in any event, be responsible for any return policies and procedures, except for RECKONER INDUSTRIES PTE LTD.'s own return policies and procedures for Software obtained directly from RECKONER INDUSTRIES PTE LTD.
1. Definitions
For the purposes of this Agreement, the following capitalized words and phrases shall be ascribed the following meanings:
1.1 "AUTHORIZED COMPUTER" means a computer workstation designated to run the Software for use by Authorized Users or Authorized Concurrent Users.
1.2 "AUTHORIZED USERS" means you, or your employee or an individual independent contractor authorized by you to use the Software pursuant to the terms of this Agreement. An Authorized User means an individual person, and is not a corporation, company, partnership or association or other entity or organization.
1.3 "AUTHORIZED CONCURRENT USERS" means you and/or your employees or independent contractors that you authorize to have concurrent access to and use of the Software pursuant to the terms of this Agreement.
1.5 "SERIAL NUMBER" means the character scheme provided by RECKONER INDUSTRIES PTE LTD. and identified as the Serial Number for the Software. The Serial Number is either provided to you via email or contained in your Software package. Software licensed electronically by you will automatically have its Serial Number registered with RECKONER INDUSTRIES PTE LTD.; otherwise, you will need to register your Serial Number for the Software with RECKONER INDUSTRIES PTE LTD.
2. Software License
2.1 Subject to the provisions of this Agreement, RECKONER INDUSTRIES PTE LTD. grants to you a non-exclusive, non-transferable license to: (i) install the Software on the Authorized Computer(s), (ii) reproduce, distribute and install that number of copies of the Desktop Client on the workstations or individual computers of the Authorized Users or Authorized Concurrent Users, as applicable; (iii) allow up to the permitted number of Authorized Users or Authorized Concurrent Users, as applicable, to use the Software; (iv) allow up to the permitted number of Authorized Users or Authorized Concurrent Users, as applicable, to copy and use the Software's accompanying documentation in conjunction with their use of the Software; and (v) reproduce and use RECKONER INDUSTRIES PTE LTD.'s Trademarks in all copies of the Software and its documentation made in accordance with this Agreement.
2.2 All Software, which includes any subsequent updates, upgrades, bug fixes, patches and any part thereof, is provided to you under a nonexclusive and nontransferable license (except for Software transfers expressly authorized herein). All right, title to and ownership of all applicable intellectual property rights in the Software, including but not limited to patents, copyrights and trade secrets remain with RECKONER INDUSTRIES PTE LTD. and its licensors. The above rights extend to any accompanying printed materials and online or electronic documentation and any authorized copies of the above materials. Software is unpublished software, trade secret and confidential or proprietary information of RECKONER INDUSTRIES PTE LTD. or its licensors and is developed at private expense.
2.3 You cannot reverse engineer, decompile or disassemble the Software, in whole or in part, except and only to the extent that such activity is expressly permitted by applicable law.
2.4 You may transfer the Software and accompanying materials only on a permanent basis, provided you do not retain any copies of the Software, in whole or in part, and the transferee expressly agrees to comply with this Agreement. You may not otherwise use, copy, modify, lend, lease, rent or transfer the Software or any copies thereof, in whole or in part, except as expressly provided in this Agreement. All rights not expressly granted hereunder are reserved by RECKONER INDUSTRIES PTE LTD.
2.5 You shall ensure that your Authorized Users and Authorized Concurrent Users, if any, comply with the terms of this Agreement applicable to their use of the Software.
2.6 You cannot disclose to any third party nor allow any third party to have access to or use of your assigned Serial Number.
2.7 You may reproduce the Software only as reasonably necessary for your own bona fide non-production testing, backup or archival purposes.
2.8 You may not remove, obscure or alter any notice of copyright, patent, trade secret, trademark or other proprietary right or disclaimer appearing in or on any Software or accompanying materials.
3. Right to Restrict Use
RECKONER INDUSTRIES PTE LTD. reserves the right, with or without notice, to restrict your use or access to the Software, in whole or in part, if RECKONER INDUSTRIES PTE LTD. reasonably determines that there is an unauthorized use of your assigned Serial Number, or use or access to the Software by persons or entities who are not Authorized Users or Authorized Concurrent Users. Such restriction by RECKONER INDUSTRIES PTE LTD. shall not be a breach of this Agreement by RECKONER INDUSTRIES PTE LTD., and shall be in addition to any other rights and remedies RECKONER INDUSTRIES PTE LTD. has under law and equity.
5. Warranty and Disclaimer of Warranty
RECKONER INDUSTRIES PTE LTD. WARRANTS THE MEDIA ON WHICH THE SOFTWARE IS PROVIDED TO BE FREE FROM DEFECTS IN MATERIAL AND WORKMANSHIP UNDER NORMAL USE FOR A PERIOD OF NINETY (90) DAYS FROM THE DATE OF YOUR PURCHASE. RECKONER INDUSTRIES PTE LTD.'S ENTIRE LIABILITY AND YOUR EXCLUSIVE REMEDY FOR BREACH OF THIS WARRANTY SHALL BE REPAIR OR REPLACEMENT OF SUCH MEDIA. YOU ACKNOWLEDGE THAT THE SOFTWARE MAY NOT SATISFY ALL YOUR REQUIREMENTS OR BE FREE FROM DEFECTS, AND FURTHER ACKNOWLEDGE AND AGREE THAT THE SOFTWARE AND ACCOMPANYING WRITTEN MATERIALS ARE PROVIDED "AS IS". EXCEPT AS EXPRESSLY SET FORTH ABOVE WITH RESPECT TO THE MEDIA WARRANTY, RECKONER INDUSTRIES PTE LTD. DISCLAIMS ALL OTHER WARRANTIES, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, OR FOR ANY IMPLIED WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING, USAGE OR TRADE, OR NONINFRINGEMENT. THIS LIMITED WARRANTY GIVES YOU SPECIFIC LEGAL RIGHTS. YOU MAY HAVE OTHERS, WHICH VARY FROM STATE TO STATE.
6. Audit
RECKONER INDUSTRIES PTE LTD. shall have the right to inspect and audit your records pertaining to the Software to ensure ongoing compliance with this Agreement. RECKONER INDUSTRIES PTE LTD. or RECKONER INDUSTRIES PTE LTD.'s independent certified public accountant shall conduct such inspection and audit at RECKONER INDUSTRIES PTE LTD.'s expense. Any inspection and audit will be conducted during regular business hours with reasonable notice and will not unreasonably interfere with your normal business activities. Inspections and audits will not occur more frequently than once a year, however, if past inspections and audits reveal major discrepancies, RECKONER INDUSTRIES PTE LTD. shall have the right at any time to an inspection and audit upon written request. If any inspection and audit reveals any underreported, unpaid or unauthorized use of the Software, then you shall promptly pay to RECKONER INDUSTRIES PTE LTD. the then current fee representing the underreported, unpaid or unauthorized use of the Software. In addition, you will be responsible for the costs and expenses of the inspection and audit if such inspection and audit reveals that the then current fee representing the underreported, unpaid or unauthorized use of the Software is equal to or greater than 5% of the amounts actually paid by you for such Software.
7. Limitation of Liability
IN NO EVENT SHALL RECKONER INDUSTRIES PTE LTD. BE LIABLE FOR ANY DAMAGES RESULTING FROM LOSS OF DATA, USE, PROFIT OR REVENUE, OR FOR ANY INDIRECT, SPECIAL, CONSEQUENTIAL, INCIDENTAL OR PUNITIVE DAMAGES, HOWEVER CAUSED, EVEN IF RECKONER INDUSTRIES PTE LTD. HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. RECKONER INDUSTRIES PTE LTD.'S LIABILITY FOR ANY OTHER DAMAGES SHALL IN NO EVENT EXCEED THE AMOUNT PAID FOR THE SOFTWARE THAT CAUSED SUCH DAMAGES. THIS LIMITATION OF RECKONER INDUSTRIES PTE LTD.'S LIABILITY WILL APPLY REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT OR IN TORT INCLUDING NEGLIGENCE OR ANY OTHER BASIS. BECAUSE SOME STATES DO NOT ALLOW THE ABOVE EXCLUSIONS OR LIMITATIONS OF LIABILITY, THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.
8. Termination
RECKONER INDUSTRIES PTE LTD. may immediately terminate this Agreement if you are in default of any provision of this Agreement. In the event of such termination, you must either return or destroy the Software and all copies thereof, in whole or in part, and provide RECKONER INDUSTRIES PTE LTD. with written certification of such return or destruction.
9. Governing Law
This Agreement shall be governed by the laws of the Republic of Singapore, excluding that body of law known as conflicts of laws, and the United Nations Convention on Contracts for the International Sale of Goods.
10. Entire Agreement
This Agreement constitutes the entire agreement between the parties and supersedes all prior or contemporaneous written, electronic or oral communications, representations, agreements or understandings between the parties with respect to the subject matter hereto.
This Software License Agreement (Agreement) is a legal agreement between you (either as an individual or a single entity) and RECKONER INDUSTRIES PTE LTD., for RECKONER INDUSTRIES PTE LTD.'s software products, which includes computer software, associated media, printed materials, online or electronic documentation (collectively "Software"). By installing, copying or using the Software you agree to be bound by the terms and conditions of this Agreement. If you do not agree to the terms and conditions of this Agreement and would like to obtain a refund of the amounts paid for the Software, you must immediately contact the company who sold you the Software license, and comply with its standard return policies and procedures for such Software. Please note that most companies require proof of purchase and the return of the Software within thirty (30) days from the date of purchase, however, return policies and procedures may vary between companies and RECKONER INDUSTRIES PTE LTD. shall not, in any event, be responsible for any return policies and procedures, except for RECKONER INDUSTRIES PTE LTD.'s own return policies and procedures for Software obtained directly from RECKONER INDUSTRIES PTE LTD.
1. Definitions
For the purposes of this Agreement, the following capitalized words and phrases shall be ascribed the following meanings:
1.1 "AUTHORIZED COMPUTER" means a computer workstation designated to run the Software for use by Authorized Users or Authorized Concurrent Users.
1.2 "AUTHORIZED USERS" means you, or your employee or an individual independent contractor authorized by you to use the Software pursuant to the terms of this Agreement. An Authorized User means an individual person, and is not a corporation, company, partnership or association or other entity or organization.
1.3 "AUTHORIZED CONCURRENT USERS" means you and/or your employees or independent contractors that you authorize to have concurrent access to and use of the Software pursuant to the terms of this Agreement.
1.5 "SERIAL NUMBER" means the character scheme provided by RECKONER INDUSTRIES PTE LTD. and identified as the Serial Number for the Software. The Serial Number is either provided to you via email or contained in your Software package. Software licensed electronically by you will automatically have its Serial Number registered with RECKONER INDUSTRIES PTE LTD.; otherwise, you will need to register your Serial Number for the Software with RECKONER INDUSTRIES PTE LTD.
2. Software License
2.1 Subject to the provisions of this Agreement, RECKONER INDUSTRIES PTE LTD. grants to you a non-exclusive, non-transferable license to: (i) install the Software on the Authorized Computer(s), (ii) reproduce, distribute and install that number of copies of the Desktop Client on the workstations or individual computers of the Authorized Users or Authorized Concurrent Users, as applicable; (iii) allow up to the permitted number of Authorized Users or Authorized Concurrent Users, as applicable, to use the Software; (iv) allow up to the permitted number of Authorized Users or Authorized Concurrent Users, as applicable, to copy and use the Software's accompanying documentation in conjunction with their use of the Software; and (v) reproduce and use RECKONER INDUSTRIES PTE LTD.'s Trademarks in all copies of the Software and its documentation made in accordance with this Agreement.
2.2 All Software, which includes any subsequent updates, upgrades, bug fixes, patches and any part thereof, is provided to you under a nonexclusive and nontransferable license (except for Software transfers expressly authorized herein). All right, title to and ownership of all applicable intellectual property rights in the Software, including but not limited to patents, copyrights and trade secrets remain with RECKONER INDUSTRIES PTE LTD. and its licensors. The above rights extend to any accompanying printed materials and online or electronic documentation and any authorized copies of the above materials. Software is unpublished software, trade secret and confidential or proprietary information of RECKONER INDUSTRIES PTE LTD. or its licensors and is developed at private expense.
2.3 You cannot reverse engineer, decompile or disassemble the Software, in whole or in part, except and only to the extent that such activity is expressly permitted by applicable law.
2.4 You may transfer the Software and accompanying materials only on a permanent basis, provided you do not retain any copies of the Software, in whole or in part, and the transferee expressly agrees to comply with this Agreement. You may not otherwise use, copy, modify, lend, lease, rent or transfer the Software or any copies thereof, in whole or in part, except as expressly provided in this Agreement. All rights not expressly granted hereunder are reserved by RECKONER INDUSTRIES PTE LTD.
2.5 You shall ensure that your Authorized Users and Authorized Concurrent Users, if any, comply with the terms of this Agreement applicable to their use of the Software.
2.6 You cannot disclose to any third party nor allow any third party to have access to or use of your assigned Serial Number.
2.7 You may reproduce the Software only as reasonably necessary for your own bona fide non-production testing, backup or archival purposes.
2.8 You may not remove, obscure or alter any notice of copyright, patent, trade secret, trademark or other proprietary right or disclaimer appearing in or on any Software or accompanying materials.
3. Right to Restrict Use
RECKONER INDUSTRIES PTE LTD. reserves the right, with or without notice, to restrict your use or access to the Software, in whole or in part, if RECKONER INDUSTRIES PTE LTD. reasonably determines that there is an unauthorized use of your assigned Serial Number, or use or access to the Software by persons or entities who are not Authorized Users or Authorized Concurrent Users. Such restriction by RECKONER INDUSTRIES PTE LTD. shall not be a breach of this Agreement by RECKONER INDUSTRIES PTE LTD., and shall be in addition to any other rights and remedies RECKONER INDUSTRIES PTE LTD. has under law and equity.
5. Warranty and Disclaimer of Warranty
RECKONER INDUSTRIES PTE LTD. WARRANTS THE MEDIA ON WHICH THE SOFTWARE IS PROVIDED TO BE FREE FROM DEFECTS IN MATERIAL AND WORKMANSHIP UNDER NORMAL USE FOR A PERIOD OF NINETY (90) DAYS FROM THE DATE OF YOUR PURCHASE. RECKONER INDUSTRIES PTE LTD.'S ENTIRE LIABILITY AND YOUR EXCLUSIVE REMEDY FOR BREACH OF THIS WARRANTY SHALL BE REPAIR OR REPLACEMENT OF SUCH MEDIA. YOU ACKNOWLEDGE THAT THE SOFTWARE MAY NOT SATISFY ALL YOUR REQUIREMENTS OR BE FREE FROM DEFECTS, AND FURTHER ACKNOWLEDGE AND AGREE THAT THE SOFTWARE AND ACCOMPANYING WRITTEN MATERIALS ARE PROVIDED "AS IS". EXCEPT AS EXPRESSLY SET FORTH ABOVE WITH RESPECT TO THE MEDIA WARRANTY, RECKONER INDUSTRIES PTE LTD. DISCLAIMS ALL OTHER WARRANTIES, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, OR FOR ANY IMPLIED WARRANTY ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING, USAGE OR TRADE, OR NONINFRINGEMENT. THIS LIMITED WARRANTY GIVES YOU SPECIFIC LEGAL RIGHTS. YOU MAY HAVE OTHERS, WHICH VARY FROM STATE TO STATE.
6. Audit
RECKONER INDUSTRIES PTE LTD. shall have the right to inspect and audit your records pertaining to the Software to ensure ongoing compliance with this Agreement. RECKONER INDUSTRIES PTE LTD. or RECKONER INDUSTRIES PTE LTD.'s independent certified public accountant shall conduct such inspection and audit at RECKONER INDUSTRIES PTE LTD.'s expense. Any inspection and audit will be conducted during regular business hours with reasonable notice and will not unreasonably interfere with your normal business activities. Inspections and audits will not occur more frequently than once a year, however, if past inspections and audits reveal major discrepancies, RECKONER INDUSTRIES PTE LTD. shall have the right at any time to an inspection and audit upon written request. If any inspection and audit reveals any underreported, unpaid or unauthorized use of the Software, then you shall promptly pay to RECKONER INDUSTRIES PTE LTD. the then current fee representing the underreported, unpaid or unauthorized use of the Software. In addition, you will be responsible for the costs and expenses of the inspection and audit if such inspection and audit reveals that the then current fee representing the underreported, unpaid or unauthorized use of the Software is equal to or greater than 5% of the amounts actually paid by you for such Software.
7. Limitation of Liability
IN NO EVENT SHALL RECKONER INDUSTRIES PTE LTD. BE LIABLE FOR ANY DAMAGES RESULTING FROM LOSS OF DATA, USE, PROFIT OR REVENUE, OR FOR ANY INDIRECT, SPECIAL, CONSEQUENTIAL, INCIDENTAL OR PUNITIVE DAMAGES, HOWEVER CAUSED, EVEN IF RECKONER INDUSTRIES PTE LTD. HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. RECKONER INDUSTRIES PTE LTD.'S LIABILITY FOR ANY OTHER DAMAGES SHALL IN NO EVENT EXCEED THE AMOUNT PAID FOR THE SOFTWARE THAT CAUSED SUCH DAMAGES. THIS LIMITATION OF RECKONER INDUSTRIES PTE LTD.'S LIABILITY WILL APPLY REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT OR IN TORT INCLUDING NEGLIGENCE OR ANY OTHER BASIS. BECAUSE SOME STATES DO NOT ALLOW THE ABOVE EXCLUSIONS OR LIMITATIONS OF LIABILITY, THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.
8. Termination
RECKONER INDUSTRIES PTE LTD. may immediately terminate this Agreement if you are in default of any provision of this Agreement. In the event of such termination, you must either return or destroy the Software and all copies thereof, in whole or in part, and provide RECKONER INDUSTRIES PTE LTD. with written certification of such return or destruction.
9. Governing Law
This Agreement shall be governed by the laws of the Republic of Singapore, excluding that body of law known as conflicts of laws, and the United Nations Convention on Contracts for the International Sale of Goods.
10. Entire Agreement
This Agreement constitutes the entire agreement between the parties and supersedes all prior or contemporaneous written, electronic or oral communications, representations, agreements or understandings between the parties with respect to the subject matter hereto.