End-User License Agreement
Users have entered into this agreement (the “Original Agreement”) with A&F Consulting or any of its affiliated companies (collectively, “A&F”), pursuant to which you have purchased or licensed “Premium Response Engineer Management” (“PREM”) web console and “Supply Management – Real Time” (“SMART”) web console, dependent upon PHP Obversator (“PHPO”) Framework Software, “iOS Premium Response Engineer Management App” (“PREM iOS App”) and the “Android Premium Response Engineer Management App” (“PREM App”) all software licensed by A&F (collectively, the “SOFTWARE”) and whether installed upon a server owned by A&F, or a 3rd party, this EULA applies collectively to any environment known as the “DEVICE” for the above software. Pursuant to the Original Agreement, the terms and conditions of this END USER LICENSE AGREEMENT (“EULA”) are binding on the usage of PREM, SMART, PREM iOS App, PREM App, and PHPO Software with the DEVICE. The following terms and conditions of this EULA are made a part of the Original Agreement:
Any installed software products of A&F, as well as associated media, printed materials, and “online” or electronic documentation (“SOFTWARE”) are protected by international intellectual property laws and treaties. Manufacturer, A&F and its suppliers own the title, copyright, and other intellectual property rights in the SOFTWARE. The SOFTWARE is licensed, not sold. All rights are reserved.
This EULA is valid and grants the end-user rights ONLY if the SOFTWARE is genuine, and a genuine Certificate of Authenticity for the SOFTWARE is included. For more information on identifying whether the software is genuine, please contact A&F.
IF YOU DO NOT AGREE TO THIS EULA DO NOT USE THE DEVICE OR COPY THE SOFTWARE. INSTEAD, PROMPTLY CONTACT A&F FOR INSTRUCTIONS ON RETURN OF THE UNUSED SOFTWARE. ANY USE OF THE SOFTWARE INCLUDING BUT NOT LIMITED TO USE ON THE DEVICE, WILL CONSTITUTE YOUR AGREEMENT TO THIS EULA (OR RATIFICATION OF ANY PREVIOUS CONSENT).
GRANT OF SOFTWARE LICENSE. This EULA grants you the following license:
- You may a copy of the SOFTWARE only on the DEVICE.
- Restricted Functionality. You are licensed to use the SOFTWARE to provide only the limited functionality (specific tasks or processes) for which the DEVICE has been designed. This license specifically prohibits any other use of the software programs or functions, or inclusion of additional software programs or functions that do not directly support the limited functionality on the DEVICE. Notwithstanding the foregoing, you may install or enable on a DEVICE, systems utilities, resource management or similar software solely for the purpose of administration, performance enhancement and/or preventive maintenance of the DEVICE.
- If you use the DEVICE to access or utilise the services or functionality of A&F products (such as PHPO, SMART, PREM, PREM iOS APP, and PREM App), or use the DEVICE to permit workstation or computing devices to access or utilise the services or functionality of A&F products, you may be required to obtain a Client Access License for the DEVICE and/or each such workstation or computing device, or connected device on a network or internet.
- NOT FAULT TOLERANT. THE SOFTWARE IS NOT FAULT TOLERANT. A&F HAS INDEPENDENTLY DETERMINED HOW TO USE THE SOFTWARE IN THE DEVICE, AND A&F HAS RELIED UPON SUFFICIENT TESTING TO DETERMINE THAT THE SOFTWARE IS SUITABLE FOR SUCH USE.
- NO WARRANTIES FOR THE SOFTWARE. THE SOFTWARE is provided ‘AS IS’ and with all faults. THE ENTIRE RISK AS TO SATISFACTORY QUALITY, PERFORMANCE, ACCURACY, AND EFFORT (INCLUDING LACK OF NEGLIGENCE) IS WITH YOU. ALSO, THERE IS NO WARRANTY AGAINST INTERFERENCE WITH YOUR ENJOYMENT OF THE SOFTWARE OR AGAINST INFRINGEMENT. IF YOU HAVE RECEIVED ANY WARRANTIES REGARDING THE DEVICE OR THE SOFTWARE, THOSE WARRANTIES DO NOT ORIGINATE FROM, AND ARE NOT BINDING ON A&F.
- No Liability for Certain Damages. EXCEPT AS PROHIBITED BY LAW, A&F SHALL HAVE NO LIABILITY FOR ANY INDIRECT, SPECIAL, CONSEQUENTIAL OR INCIDENTAL DAMAGES ARISING FROM OR IN CONNECTION WITH THE USE OR PERFORMANCE OF THE SOFTWARE. THIS LIMITATION SHALL APPLY EVEN IF ANY REMEDY FAILS OF ITS ESSENTIAL PURPOSE. IN NO EVENT SHALL A&F BE LIABLE FOR ANY AMOUNT IN EXCESS OF U.K. ONE HUNDRED POUNDS STERLING (GBP £100.00).
- Restricted Uses. The SOFTWARE is not designed or intended for use or resale in hazardous environments requiring fail-safe performance, such as in the operation of nuclear facilities, aircraft navigation or communication systems, air traffic control, or other devices or systems in which a malfunction of the SOFTWARE would result in foreseeable risk of injury or death to the operator of the device or system, or to others.
- Limitations on Reverse Engineering, Decompilation and Disassembly. You may not reverse engineer, decompile, or disassemble the SOFTWARE, except and only to the extent that such activity is expressly permitted by applicable law notwithstanding this limitation.
- SOFTWARE as a Component of the DEVICE -Transfer. This license may not be shared, transferred to or used concurrently on different computers. The SOFTWARE is licensed with the DEVICE as a single integrated product and may only be used with the DEVICE. If the SOFTWARE is not accompanied by a DEVICE, you may not use the SOFTWARE. You may permanently transfer all of your rights under this EULA only as part of a permanent sale or transfer of the DEVICE, provided you retain no copies of the SOFTWARE. If the SOFTWARE is an upgrade, any transfer must also include all prior versions of the SOFTWARE. This transfer must also include the Certificate of Authenticity. The transfer may not be an indirect transfer, such as a consignment. Prior to the transfer, the end user receiving the SOFTWARE must agree to all the EULA terms.
- Consent to Use of Data You agree that A&F Consulting and their affiliates may collect and use technical information gathered in any manner as part of product support services related to the SOFTWARE. A&F and their affiliates may use this information to improve their products, to assist with data recovery or to provide customised services, enhancements, bug fixes or any technologies to you. A&F and their affiliates may disclose this information to others, but not in a form that personally identifies you.
- If the SOFTWARE provides, and you choose to utilise, applied A&F update features within the SOFTWARE, it may be necessary to use certain computer systems, hardware, and software information to implement the features. By using these features, you explicitly authorise A&F and/or their designated agent to use this information solely to improve their products or to provide customised services or technologies to you. A&F and their affiliates may disclose this information to others, but not in a form that personally identifies you.
- Internet-Based Services Components. The SOFTWARE may contain components that enable and facilitate the use of certain Internet-based services. You acknowledge and agree that A&F or their affiliates may automatically check the version of the SOFTWARE and/or its components that you are utilizing and may provide upgrades or supplements to the SOFTWARE that may be automatically downloaded to your DEVICE. A&F or their affiliates do not use these features to collect any information that will be used to identify you or contact you. For more information about these features, please see the privacy statement available on request.
- Visual display of data. All digital data views, screen renders, whether by PDF or for printing or screen display provided, for use within any APP related content utilised by PREM, provided to PREM or sent to our firm for any other purpose, for whatever reason, upon receipt from the customer, upon instantiation (however brief) denote a transferable, sub-licensable, royalty-free, worldwide license for their use by A&F or their affiliates. i.e. a royalty-free, sub-licensable, transferable, worldwide redistribution is granted indefinitely to A&F or their affiliates for all media displayed in Prem or Premsystem or the SOFTWARE.
- Links to Third Party Sites. You may link to third party sites through the use of the SOFTWARE. The third party sites are not under the control of A&F and A&F are not responsible for the contents of any third party sites, any links contained in third party sites, or any changes or updates to third party sites. A&F is not responsible for any form of transmission received from any third party sites. A&F are facilitating these links to third party sites to you only as a convenience, and the inclusion of any link does not imply an endorsement by A&F of the third party site.
- Notice Regarding Security. To help protect against breaches of security and malicious software, periodically back up your data and system information, use security features such as firewalls, and install and use security updates.
- No Rental/Commercial Hosting. You may not rent, lease, lend or provide commercial hosting services with the SOFTWARE to others.
- Separation of Components. The SOFTWARE is licensed as a single product. Its component parts may not be separated for use on more than one DEVICE.
- Additional Software/Services. This EULA applies to updates, supplements, add-on components, product support services, or Internet-based services components (“Supplemental Components’), of the SOFTWARE that you may obtain from A&F or their subsidiaries after the date you obtain your initial copy of the SOFTWARE, unless you accept updated terms or another agreement governs. If other terms are not provided along with such Supplemental Components and the Supplemental Components are provided to you by A&F or their subsidiaries then you will be licensed by such entity under the same terms and conditions of this EULA, except that (i) A&F or their subsidiaries providing the Supplemental Components will be the licensor with respect to such Supplemental Components in lieu of A&F for the purposes of the EULA, and (ii) TO THE MAXIMUM For additional information contact A&F.
- EXTENT PERMITTED BY APPLICABLE LAW, THE SUPPLEMENTAL COMPONENTS AND ANY (IF ANY) SUPPORT SERVICES RELATED TO THE SUPPLEMENTAL COMPONENTS ARE PROVIDED AS IS AND WITH ALL FAULTS. ALL OTHER DISCLAIMERS, LIMITATION OF DAMAGES, AND SPECIAL PROVISIONS PROVIDED BELOW AND/OR OTHERWISE WITH THE SOFTWARE SHALL APPLY TO SUCH SUPPLEMENTAL COMPONENTS. A&F or their subsidiaries reserve the right to discontinue any internet-based services provided to you or made available to you through the use of the SOFTWARE.
- Recovery Media. SOFTWARE may be provided by A&F on separate media and labelled “Recovery Media” you may use such Recovery Media solely to restore or reinstall the SOFTWARE originally installed on the DEVICE.
- Backup Copy. You may make reasonable backup copies (no more than two) of the SOFTWARE. You may use these backup copies solely for your archival purposes and to re-install the SOFTWARE on the DEVICE. Except as expressly provided in this EULA or by local law, you may not otherwise make copies of the SOFTWARE, including the printed materials accompanying the SOFTWARE. You may not loan rent, lend or otherwise transfer a backup copy to another user.
- Product Support. Product support for the SOFTWARE is not provided by A&F, or their affiliates or subsidiaries under this EULA. For product support please refer to any SLA documentation for the DEVICE and SOFTWARE. Should you have any questions concerning this EULA or if you desire to contact A&F for any other reason you can refer to the address provided in the documentation for the SOFTWARE.
- Without prejudice to any other rights, A&F may terminate this EULA if you fail to comply with the terms and conditions of this EULA, if you fail to be the sole and exclusive owner of the DEVICE or if you cease to use the DEVICE for whatever reason. In such event, you must destroy all copies of the SOFTWARE and all of its component parts.
- EXPORT RESTRICTIONS. You acknowledge that SOFTWARE is subject to U.K., European Union and U.S. export jurisdiction. You agree to comply with all applicable international and national laws that apply to the SOFTWARE, including the U.K., European Union and U.S Export Administration Regulations, as well as end-user, end-use and destination restrictions issued by U.K., European Union and U.S. and other governments.