This Software Licence Agreement is a legal agreement between you, either an individual or an entity, («Licencee») and the licensor, IPS Ltd whose registered office is at 27, 17th Noemvriou str, Pylaia, 54352 Thessaloniki, Greece for the accompanying software product(s). By ordering you, the Licencee, accept that you are above 18 year old and you agree to be bound by the terms of this Agreement. IPS Ltd will carry out work only for clients who are 18 years of age or above.
Subject to the terms of this Agreement and payment of all applicable fees («Licence Fee»), IPS Ltd grants to Licencee a non-exclusive, non-sub-licensable and non-transferable licence to use the Software solely for the business purposes of the Licencee.
This licence agreement for the software and upgrades is non-refundable by IPS Ltd or an authorized representative.
Licencee: The person (actual or legal representative) involved in this acquisition.
Representative: The person (actual or legal representative) to whom IPS Ltd has granted permission to distribute its software applications.
Software Product: The executable software code along with any storage medium, and any form of supporting documentation and material.
Software Licence: The rights for the original use of the software as indicated above. The use does not include any intervention, modification or alteration of the programme.
Installation location: a designated site is defined as the final destination where the software is installed (a PC or server) and from where the programme and database is run. To this effect, the “location” of an installation is the maximum number of such eligible facilities.
This contract has an indefinite duration, provided that all the terms and conditions are met.
IPS Ltd reserves the right to terminate the licence agreement, should the Licencee violate one or more of the terms and conditions of the contract. In this circumstance, the licence agreement ceases to be valid, by IPS Ltd making a simple notification of the complaint to the Licencee and without refund. In this case the Licencee shall refrain from any use of the software.
IPS Ltd's software is protected by copyright laws and IPS Ltd retains the copyright on the software. The Licencee is liable for any unconventional conduct of any employee or company that is indirectly covered by the contract such as a relative, associate, subsidiary or branch of the main company. The above will be forced to terminate this contract.
BREAKDOWN AND DERIVATIVES OF THE SOFTWARE
Analysis of the software in separate segments is forbidden, as is the intervention, interference or creation of derivatives based on the software itself or the accompanying material in any form. Also forbidden is the development or reproduction (total or partial) of similar software using the Software Product as a standard without the written consent of IPS Ltd.
PRIVACY AND CONFIDENTIALITY
IPS Ltd is required to maintain complete confidentiality of any form of information received from the Licencee during the cooperation and to generally observe the law of data protection. It may, however, where appropriate, process data needed to fulfil its obligations to the Licencee. Any information supplied by the Licencee during cooperation can be used in the future by IPS Ltd to produce new versions of software without raising any cause for compensation or financial claims of any kind.
Accordingly, the Licencee is obliged to respect complete confidentiality regarding any form of information or data whatsoever from IPS Ltd and its software products, as stated in the contract.
The Licencee gives IPS Ltd the right to include the Licencee's name, logo, key contact details and type of business in its client list and for promotional activities as a case study.
IPS Ltd's responsibility is limited to software products which it produces and does not extend to third party software that may be attached or utilised by IPS Ltd's software, such as the database that stores the Licencee's information. Nor is it liable for damage to equipment (hardware), regional communication networks (Networks), OS (operating system), regional systems or media (such as Internet connection, etc.).
In the event of any operating failure, whether partial or full, or concerning new versions to the Client causing any damage to the Client, the responsibility of IPS Ltd is limited to damages not exceeding the fees paid for the contract and does not cover any other damages, direct or indirect, which may occur and are caused or connected in any way with the software product or other items or services under this contract. With this Agreement the Licencee acknowledges and accepts the limitation of IPS Ltd's liability and by signing this Agreement waives any claims of any other compensation. IPS Ltd is not liable for failure to carry out the terms of this Agreement in the event of strikes, social unrest or random circumstances beyond their control such as natural disasters. Should such an event arise, IPS Ltd will make every effort to remedy the problem.
INSTALLATION AND USE
To operate the software, the Licencee must select an operating environment and database that is technically acceptable to IPS Ltd and to promptly notify IPS Ltd before making any change.
In the circumstance that the installation is done on IPS Ltd's equipment, refer to “Extent of Liability” above.
COPIES OF SOFTWARE SECURITY
For security reasons, the Licencee is entitled to create copies of the software and store them in any storage medium of their choice (CD or a server's internal network).
Copies of the software shall only be used to reinstall the software to Licencee's equipment. The Licencee is responsible for the protection of any copies of the software that are stored and located on their computers. IPS Ltd reserves the right to pursue any type of illegal use of software copies.
IPS Ltd guarantees that the software has the features and is composed of the modules described in the Licence. It further guarantees that the software does not contain legal flaws, ie, that it does not infringe upon the ownership rights of a third party.
The repairing of software bugs (actual defects and malfunctions) is limited to damage or malfunction proven to be caused by IPS Ltd and is liable to the extent described in the section “LIABILITY COVERAGE”. IPS Ltd is obliged to make every effort to rectify the defects and malfunctions.
However, should the Licencee allow any kind of intervention or correction of the software by persons not authorized by IPS Ltd for this work, IPS Ltd has no obligation to restore a software failure. If in such a circumstance IPS Ltd judges that it is possible to repair the damage, IPS Ltd will proceed with the restoration under a certain fee, where such services are suitable.
NEW VERSIONS OF SOFTWARE
IPS Ltd provides the Licencee with new versions of the software officially produced and distributed within the duration of the guarantee, free of charge. New versions may relate to improved functionality, adaptation to new business conditions or adjustment to changes in existing legal provisions.
However, IPS Ltd does not guarantee that software updates will be compatible with all preceding versions, only the previous one. For this reason, updates must be installed by the Licencee to ensure the smooth operation of the software.
IPS Ltd makes every effort to ensure the smooth installation of new versions even if the software has been modified (by IPS Ltd or an authorized agent at the Licencee's request to meet specific requirements).
OTHER RIGHTS AND LIMITATIONS
Consent to use the Licencee's information
The Licencee agrees for the collection and use of its technical information gathered in any way to support software services. Such information can be used to improve the software or to provide specialised services or technologies to the Licencee.
This licence for using the software is available both in Greece and abroad. However, IPS Ltd cannot be responsible for the Licencee if the software is not lawful under the local tax accounting rules or does not comply with the respective local commercial practices, unless it is a licensed software product that has been specially developed and configured for use in this country (localised edition).
Associated Software License
In the circumstance that the Licencee uses the software in conjunction with a third-party, it has the same responsibility to obtain legal authorisation to use the partner's products.
Linking to external websites
In some cases IPS Ltd's software may enable direct connection to third party websites if required. IPS Ltd is not responsible for the content of these websites nor responsible for any transfer of information to and from these websites accessed through its software.
The terms of this agreement may only be amended in writing. Failure to comply with any of these conditions by any of the parties does not waiver or modify the agreement. The declaration of any term of this contract as void or ineffective for any reason does not affect the validity of the rest of the contract. The Parties are obliged to replace this term with a similar one, which achieves the same financial outcome as far as is possible.
The contract shall be governed and interpreted in accordance with Greek Law. In the event of a dispute concerning the interpretation or application of this contract, the dispute falls within the exclusive jurisdiction of the courts of Thessaloniki, Greece.