End User License Agreement

PLEASE READ THIS END USER LICENSE AGREEMENT CAREFULLY BEFORE USING SOFTWARE FROM LITE SOLUTIONS. BY USING LITE SOLUTIONS SOFTWARE, YOU SIGNIFY YOUR ASSENT TO AND ACCEPTANCE OF THIS END USER LICENSE AGREEMENT AND ACKNOWLEDGE YOU HAVE READ AND UNDERSTAND THE TERMS. AN INDIVIDUAL ACTING ON BEHALF OF AN ENTITY REPRESENTS THAT HE OR SHE HASTHE AUTHORITY TO ENTER INTO THIS END USER LICENSE AGREEMENT ON BEHALF OF THAT ENTITY. YOU AGREE THAT, AT SUCH TIME AS YOU INSTALL, COPY, EXECUTE, AND/OR USE ANYLITESOLUTIONS SOFTWARE, DOCUMENTATION, AND/OR OTHER INTELLECTUAL PROPERTY ACCOMPANYING, OR AUTHORIZED BY OT IN WRITING FOR YOUR USE PURSUANT TO, THIS EULA YOU WILL BECOME LEGALLY BOUND BY ALL PROVISIONS OF THIS EULA. IF YOU DO NOT ACCEPT THE TERMS OF THIS AGREEMENT, THEN YOU MUST NOT USE THE LITE SOLUTIONS SOFTWARE.

This end user license agreement (“EULA”) governs the use of the Lite Solutions cachéQuality Software and any related updates, source code, appearance, structure and organization (the “Software”), regardless of the delivery mechanism.

  1. Ownership of the Software. The Software and each of their components are owned by Lite Solutions and are protected under copyright law and under other laws as applicable. The Software is a trade secret of Open Text Corporation, its Affiliates and/or its licensors, and is their confidential information. None of the Software is being sold. All ownership, license, intellectual property, and other rights and interests in the Software shall remain solely with Lite Solutions, its Affiliates or its licensors.
  2. License Grant. Lite Solutions grants to Licensee a perpetual, non-exclusive, non-assignable, non-transferrable, non-sublicenseable, world-wide (save and except for applicable export restrictions) license to download, install and execute the cachéQuality Software subject to the restriction that the Software may only be used in a manner consistent with the intended purpose of the Software as described in the Product Description.
  3. Restrictions.
    1. General Restrictions.
      1. Except as otherwise agreed between Licensee and LiteSolutions, Licensees shall not (and shall not permit any other party to): 
        1. assign, transfer, sublicense or redistribute the Software to any party in whole or in part;
        2. rent, time share, or operate a service bureau with the Software;
        3. charge a fee to any party for access to or use of the Software; or
        4. install, use, or make available the Software for any online application service provider business, internet service provider business, or other online software rental business.
      2. Licensee shall not publish or disclose results of any benchmark or other test run on the Software without Lite Solutions prior written consent. Licensee shall not use the Software for the on-line control of aircraft, air traffic, aircraft navigation, or aircraft communications, or in the design, construction, operation or maintenance of any nuclear facility, or for medical or surgical applications, or any other application in which failure could create a situation where personal injury or death could occur.
      3. Except as expressly permitted under applicable law, Licensee shall not modify any of the Software, nor adapt, translate, reverse engineer, decompile, disassemble, or otherwise attempt to discover the source code of the Software, nor take any other steps to discover the confidential information or trade secrets in the Software.
    2. Derivative Works.
      1. Licensee is prohibited from creating:
        1. any modification, change, translation, addition, enhancement, extension, upgrade, update or improvement of the Software,
        2. any work resulting from the porting of the Software to a different operating environment or platform,
        3. any new software program based on (i) the Software or any identifiable portion of the Software or (ii) the Software or any identifiable portion of the Software as combined with any other new or pre-existing works, or 
        4. any other work constituting a derivative of the Software under applicable copyright laws
      2. Notwithstanding the above, in the event that a portion of the Software is provided to the Licensee by Lite Solutions  in Source Code Format, the Licensee may modify such portion of the Software for the sole purpose of implementing and using the Software in accordance with the terms of this EULA, and  LiteSolutions shall own all modified portions.
    3. Interfacing and Interactive Software. The Licensee is prohibited from causing any software products not owned or licensed by LiteSolutions to interface or interact with Software licensed hereunder, except where such interfacing or interaction is accomplished through the use of application program interfaces provided by LiteSolutions.
  4. Limited Warranty.
    1. Limited Media Warranty. Lite Solutions warrants to Licensee that free from defects in materials and workmanship under normal use for sixty (60) days from the date of first delivery to Licensee. Lite Solution’s entire liability to Licensee, and Licensee's sole remedy against Lite Solutions, for breach of this warranty is limited to Lite Solutions replacing the defective media.
    2. Limited Software Warranty. Lite Solutions warrants to Licensee that the Software delivered to Licensee under this EULA: (a) will be free of all known viruses at the time of first delivery to Licensee; and (b) will perform substantially in accordance with its accompanying Documentation for sixty (60) days from the date of first delivery of the Software to Licensee. Lite Solutions’s entire liability, and Licensee's sole remedy against Lite Solutions, for each breach by Lite Solutions of the warranty contained in: (i) Section 4.2 (a) above shall be limited to requiring Lite Solutions to deliver a replacement copy of the relevant Software to Licensee free of known viruses; and (ii) Section 4.2(b) above shall be limited to requiring Lite Solutions to correct or workaround the portion of the Software giving rise to such breach within a commercially reasonable period of time, failing  which Lite Solution shall refund all License Fees paid to Lite Solutions by Licensee hereunder which are attributable to the portion of the Software giving rise to the breach.
    3. Warranty Exclusions. The warranty in Section 4.2 shall not apply to any breach caused by: (a) any change to the Software, except where such changes were made by Lite Solutions in relation to the provision maintenance and support services; (b) Licensee's failure to provide a suitable installation or operating environment for the Software; (c) use of the Software on a software or hardware platform not approved by Lite Solutions in writing; (d) software, hardware, firmware, data, or technology not licensed or approved by Lite Solutions in writing; (e) any telecommunications medium used by Licensee; (f) Licensee's own computer system; or (g) failure of Licensee and/or user to comply with the documentation. Lite Solutions does not warrant that the Software is error-free or will operate without interruption.
    4. Warranty DISCLAIRMER. EXCEPT FOR THE EXPRESS LIMITED WARRANTIES PROVIDED IN SECTIONS 6.1 AND 6.2 ABOVE, LITE SOLUTIONS AND LITESOLUTIONS’S LICENSORS DISCLAIM ANY AND ALL EXPRESS OR IMPLIED WARRANTIES AND CONDITIONS OF EVERY KIND PERTAINING IN ANY WAY TO THE MEDIA OR SOFTWARE LICENSED BY OT UNDER THIS EULA, WHETHER EXPRESS OR IMPLIED BY STATUTE, COMMON LAW, USAGE OF TRADE, COURSE OF DEALING, CUSTOM, OR OTHERWISE. NEITHER LITESOLUTIONS NOR LITESOLUTIONS'S LICENSORS, MAKE ANY REPRESENTATION, NOR PROVIDE ANY WARRANTY OR CONDITION, REGARDING THE ADEQUACY OF THE MEDIA OR SOFTWARE FOR ANY PARTICULAR PURPOSE, OR THE ADEQUACY OF THE MEDIA OR SOFTWARE TO PRODUCE ANY PARTICULAR RESULT.
  5. Limitation of Overall Lite Solutions Liability. To the maximum extent permitted under applicable law, under no circumstances will Lite Solutions, its affiliates, any Lite Solutions Partner of any component provided to you under this EULA be liable to you for any incidental or consequential damages, including lost profits or lost savings arising out of the use or inability to use the Software or any component, even if Lite Solutions, its affiliates, a Partner, and/or licensor has been advised of the possibility of such damages. In no event shall Lite Solutions or its affiliates’ liability, a Partner’s liability or the liability of the licensor of a component provided to you under this EULA shall not exceed the total  amount of License fees received by Lite Solutions  or Lite Solutions’s Partner from Licensee under this EULA.
  6. Term and Termination. The term of this EULA shall begin on the effective date of Licence’s payment and shall continue in full force until    the terminations date specified in the order subscription according to License model subscripted. Lite Solutions may, in its sole and absolute discretion, at any time and for any or no reason, suspend or terminate this EULA and the rights afforded to the License hereunder with or without prior notice. Furthermore, if the Licensee fails with any terms and conditions of this EULA, then this EULA and any rights afforded to Licensee shall terminate automatically, without any notice or other actions by Lite Solutions. Upon de termination of this EULA, the Licensee will cease all use of Software and uninstall the Software.
  7. Miscellaneous Provisions.
    1. Severability. If any provision of this EULA is held to be unenforceable, the enforceability of the remaining provisions shall not be affected. 
    2. Governing Law. This EULA shall be governed by the laws of Spain excluding its conflicts or choice of law rules. Except for injunctive relief required by Lite Solutions to protect its intellectual property (which may be sought in any jurisdiction), all related litigation shall occur in the competent court of Barcelona, Spain. If Licensee or Lite Solutions commence any litigation or proceeding against the other related to this EULA, the prevailing party shall be entitled to an award of its reasonable attorneys fees and court costs.
    3. Vienna Convention. All provisions of the United Nations Convention On Contracts For The International Sale of Goods are hereby rejected by the parties and excluded from this EULA in their entirety.
    4. Force Majeure. Except for payment obligations (including License Fees, maintenance and support fees, and Applicable Taxes) or any obligations relating to the protection of or restrictions applicable to the other party's confidential information or intellectual property, neither party shall be liable to the other or be in breach of this EULA due to any failure or delay in performance of its obligations to the extent the failure or delay arises (and only for the duration that the affected party is precluded from performing) as a result of acts of God, fire, disaster, explosion, vandalism, storm, adverse weather conditions, strikes, labor disputes or disruptions, epidemics, wars, national emergencies, riots, civil disturbances,  shortages of materials, actions or inactions of government authorities, terrorist acts, lockout, work stoppages or other labor difficulties, border delays, failures or interruptions of utilities or telecommunications equipment or services, system failures or any other cause that is beyond the reasonable control of that party.
    5. Export Laws. Software, including documentation and technical data, could be subjected  to U.S. export control laws, including the U.S. Export Administration Act and its associated regulations, and may be subject to export or import regulations in other countries. Licensee agrees to comply strictly with all such regulations and acknowledges that it has the responsibility to obtain licenses to export, re-export, or import Software, Documentation and/or technical data.
    6. Press Release. Licensee agrees Lite Solutions may use and disclose Licensee’s name and the nature of this EULA in a Lite Solutions public press release and marketing materials.