End-User License Agreement ("Agreement")
Last updated: January 20, 2017
PLEASE READ THIS END-USER LICENSE AGREEMENT ("AGREEMENT") CAREFULLY BEFORE CLICKING THE "I AGREE" BUTTON, DOWNLOADING OR USING NETWORK DEVICE DISCOVERY ("APPLICATION").
BY CLICKING THE "I AGREE" BUTTON, DOWNLOADING OR USING THE APPLICATION, YOU ARE AGREEING TO BE BOUND BY THE TERMS AND CONDITIONS OF THIS AGREEMENT.
THIS AGREEMENT IS A LEGAL AGREEMENT BETWEEN YOU (EITHER AN INDIVIDUAL OR A SINGLE ENTITY) AND SYSTEMAKE CORP AND IT GOVERNS YOUR USE OF THE APPLICATION MADE AVAILABLE TO YOU BY SYSTEMAKE CORP.
IF YOU DO NOT AGREE TO THE TERMS OF THIS AGREEMENT, DO NOT CLICK ON THE "I AGREE" BUTTON AND DO NOT DOWNLOAD OR USE THE APPLICATION.
THE APPLICATION IS LICENSED, NOT SOLD, TO YOU BY SYSTEMAKE CORP FOR USE STRICTLY IN ACCORDANCE WITH THE TERMS OF THIS AGREEMENT.
Systemake grants you a revocable, non-exclusive, non-transferable, limited license to download, install and use the Application solely for you or your company, with non-commercial purposes strictly following the terms of this Agreement.
Scope of Use
The Software is licensed, not sold, to be installed in a server (Server Version) or each device (Agent) according to the proper version. The number of Devices to be scanned using the Software can exceed the maximum number of License slots you have purchased from Systemake. This means that this software is only limited to showing the detailed info of the maximum number of devices you bought, but it allows you to scan your entire network to let you know the real number of devices you have. In the same way, you can install the agent version freely in many devices as you want without limit.
You agree not to, and you will not permit others to:
- license, sell, rent, lease, assign, distribute, transmit, host, outsource, disclose or otherwise commercially exploit the Application or make the Application available to any third party.
- copy or use the Application for any purpose other than as permitted under the above section 'License'.
- modify, make derivative works of, disassemble, decrypt, reverse compile or reverse engineer any part of the Application.
- remove, alter or obscure any proprietary notice (including any notice of copyright or trademark) of Systemake Corp or its affiliates, partners, suppliers or the licensors of the Application.
Systemake reserves the right to discontinue the Software or any component of the Software, whether offered as a standalone product or solely as a component, at any time. However, Systemake is obligated to provide support following the terms outlined in this Agreement for discontinued Software or components for one (1) year after the date of discontinuance.
The Application, including without limitation all copyrights, patents, trademarks, trade secrets, and other intellectual property rights, shall remain the sole and exclusive property of Systemake.
Any feedback, comments, ideas, improvements, or suggestions (collectively, "Suggestions") provided by you to Systemake concerning the Application shall remain the sole and exclusive property of Systemake.
Systemake shall be free to use, copy, modify, publish, or redistribute the Suggestions for any purpose and in any way without any credit or any compensation to you.
Modifications to Application
Systemake Corp reserves the right to modify, suspend or discontinue, temporarily or permanently, the Application or any service to which it connects, with or without notice and without liability to you.
Updates to Application
Systemake Corp may from time to time provide enhancements or improvements to the features/functionality of the Application, which may include patches, bug fixes, updates, upgrades, and other modifications ("Updates").
Updates may modify or delete certain features and/or functionalities of the Application. You agree that Systemake Corp has no obligation to (i) provide any Updates, or (ii) continue to provide or enable any particular features and/or functionalities of the Application to you.
You further agree that all Updates will be (i) deemed to constitute an integral part of the Application, and (ii) subject to the terms and conditions of this Agreement.
Collection and Use of Data
The Application collects and transmits and stores only technical information about the scanned devices no personal data, user passwords, or any other private data is read. By Your acceptance of the terms of this Agreement and/or use of the Software, You authorize the collection, use, and disclosure of this data for the purposes provided in this Agreement.
Term and Termination
This Agreement shall remain in effect until terminated by you or Systemake.
Systemake may, in its sole discretion, at any time and for any or no reason, suspend or terminate this Agreement with or without prior notice.
This Agreement will terminate immediately, without prior notice from Systemake, in the event that you fail to comply with any provision of this Agreement. You may also terminate this Agreement by deleting the Application and all copies thereof from your mobile device or from your computer.
Upon termination of this Agreement, you shall cease all use of the Application and delete all copies of the Application from your mobile device or from your computer. And under your request, Systemake will delete all your company information in a secure way.
Termination of this Agreement will not limit any of Systemake's rights or remedies at law or in equity in case of breach by you (during the term of this Agreement) of any of your obligations under the present Agreement.
You agree to indemnify and hold Systemakeand its parents, subsidiaries, affiliates, officers, employees, agents, partners and licensors (if any) harmless from any claim or demand, including reasonable attorneys' fees, due to or arising out of your: (a) use of the Application; (b) violation of this Agreement or any law or regulation; or (c) violation of any right of a third party.
The Application is provided to you "AS IS" and "AS AVAILABLE" with all faults and defects without warranty of any kind. To the maximum extent permitted under applicable law, Systemake, on its own behalf and on behalf of its affiliates and its and their respective licensors and service providers, expressly disclaims all warranties, whether express, implied, statutory, or otherwise, for the Application, including all implied warranties of merchantability, fitness for a particular purpose, title and non-infringement, and warranties that may arise out of the course of dealing, course of performance, usage or trade practice. Without limitation to the foregoing, Systemake provides no warranty or undertaking, and makes no representation of any kind that the Application will meet your requirements, achieve any intended results, be compatible or work with any other software, applications, systems, or services, operate without interruption, meet any performance or reliability standards or be error-free or that any errors or defects can or will be corrected.
Without limiting the foregoing, neither Systemake nor any Systemake provider makes any representation or warranty of any kind, express or implied: (i) as to the operation or availability of the Application, or the information, content, and materials or products included thereon; (ii) that the Application will be uninterrupted or error-free; (iii) as to the accuracy, reliability, or currency of any information or content provided through the Application; or (iv) that the Application, its servers, the content, or e-mails sent from or on behalf of Systemake are free of viruses, scripts, trojan horses, worms, malware, timebombs or other harmful components.
Some jurisdictions do not allow the exclusion of or limitations on implied warranties or the limitations on the applicable statutory rights of a consumer, so some or all of the above exclusions and limitations may not apply to you.
Limitation of Liability
Notwithstanding any damages that you might incur, the entire liability of Systemake and any of its suppliers under any provision of this Agreement and your exclusive remedy for all of the foregoing shall be limited to the amount actually paid by you for the Application.
To the maximum extent permitted by applicable law, in no event shall Systemake or its suppliers be liable for any special, incidental, indirect, or consequential damages whatsoever (including, but not limited to, damages for loss of profits, for loss of data or other information, for business interruption, for personal injury, for loss of privacy arising out of or in any way related to the use of or inability to use the Application, third-party software and/or third-party hardware used with the Application, or otherwise in connection with any provision of this Agreement), even if Systemake or any supplier has been advised of the possibility of such damages and even if the remedy fails of its essential purpose.
Some states/jurisdictions do not allow the exclusion or limitation of incidental or consequential damages, so the above limitation or exclusion may not apply to you.
Except as otherwise provided herein, each party expressly undertakes to retain in confidence all information and know-how transmitted or disclosed to the other that the disclosing party has identified as being proprietary and/or confidential or that, by the nature of the circumstances surrounding the disclosure, ought in good faith to be treated as proprietary and/or confidential, and expressly undertakes to make no use of such information and know-how except under the terms and during the existence of this Agreement. However, neither party shall have an obligation to maintain the confidentiality of information that: (i) it received rightfully from a third party without an obligation to maintain such information in confidence; (ii) the disclosing party has disclosed to a third party without any obligation to maintain such information in confidence; (iii) was known to the receiving party prior to its disclosure by the disclosing party; or (iv) is independently developed by the receiving party without the use of the confidential information of the disclosing party. Further, either party may disclose confidential information of the other party as required by governmental or judicial order, provided such party gives the other party prompt written notice prior to such disclosure and complies with any protective order (or equivalent) imposed on such disclosure. Without limiting the foregoing, The Subscriber shall treat any source code for the Programs as confidential information and shall not disclose, disseminate, or distribute such materials to any third party without Systemake's prior written permission. Each party’s obligations under this Section shall apply at all times during the term of this Agreement and for five (5) years following termination of this Agreement, provided, however, that (i) obligations with respect to source code shall survive in perpetuity and (ii) trade secrets shall be maintained as such until they fall into the public domain.
If any provision of this Agreement is held to be unenforceable or invalid, such provision will be changed and interpreted to accomplish the objectives of such provision to the greatest extent possible under applicable law, and the remaining provisions will continue in full force and effect.
Except as provided herein, the failure to exercise a right or to require performance of an obligation under this Agreement shall not effect a party's ability to exercise such right or require such performance at any time thereafter nor shall be the waiver of a breach constitute waiver of any subsequent breach.
Amendments to this Agreement
Systemake reserves the right, at its sole discretion, to modify or replace this Agreement at any time. If a revision is material we will provide at least 30 days' notice prior to any new terms taking effect. What constitutes a material change will be determined at our sole discretion.
By continuing to access or use our Application after any revisions become effective, you agree to be bound by the revised terms. If you do not agree to the new terms, you are no longer authorized to use the Application.
The laws of Panama, excluding its conflicts of law rules, shall govern this Agreement and your use of the Application. Your use of the Application may also be subject to other local, state, national, or international laws.
If you have any questions about this Agreement, please contact us.
The Agreement constitutes the entire agreement between you and Systemake regarding your use of the Application and supersedes all prior and contemporaneous written or oral agreements between you and Systemake.
You may be subject to additional terms and conditions that apply when you use or purchase other Systemake services, which Systemake will provide to you at the time of such use or purchase.
You may not assign, sublicense, sub-contract, or otherwise transfer this Agreement, or any rights or obligations under it, without Systemake’s prior written consent.
Neither party shall be deemed in default of this Agreement if failure or delay in performance is caused by an act of God, fire, flood, severe weather conditions, material shortage or unavailability of transportation, government ordinance, laws, regulations or restrictions, war or civil disorder, or any other cause beyond the reasonable control of the such party.
YOU ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT, THAT YOU UNDERSTAND THIS AGREEMENT, AND UNDERSTAND THAT BY CONTINUING THE INSTALLATION OF THE SOFTWARE PRODUCT, BY LOADING OR RUNNING THE SOFTWARE PRODUCT, OR BY PLACING OR COPYING THE SOFTWARE ONTO YOUR COMPUTER HARD DRIVE, YOU AGREE TO BE BOUND BY THIS AGREEMENT’S TERMS AND CONDITIONS. YOU FURTHER AGREE THAT, EXCEPT FOR WRITTEN SEPARATE AGREEMENTS BETWEEN SYSTEMAKE CORP AND YOU, THIS AGREEMENT IS A COMPLETE AND EXCLUSIVE STATEMENT OF THE RIGHTS AND LIABILITIES OF THE PARTIES