End User License and Service Agreement ("EULA")
Mei-lan Maurits LLC November 2021
This license agreement is entered into by licensee (“End-User”) and Mei-lan Maurits LLC, a company organized under the laws of the United States of America.
In this EULA, Mei-lan Maurits LLC, individually, and not jointly and severally, or collectively, depending on the location of the End-User.
The app provided, under which name whatsoever, and, as long as the End-User has a right to Service (as defined under section 13) any product release or service release related to such app, and documentation (the “app”) are licensed to End-User by Mei-lan Maurits LLC and are provided for use solely under the terms of this EULA. Mei-lan Maurits LLC reserves all rights not exessly granted under this EULA. Mei-lan Maurits LLC hereby grants to End-User a nonexclusive, non-transferable, limited license to install and use the rightfully obtained version of the app, solely in object code format for End-User’s own internal business use and without the right to sublicense (“License”). The app may only be used for the purpose for which it is designed as described in the documentation.
2. License term
The term of a License to use the app is defined by the subscription period unless indicated otherwise in this EULA. The term of use, is limited to the specific subscription term agreed to and will terminate automatically after expiry of such term, unless extended by a one (1) month or one (1) year term upon acceptance of the End-User of a subscription renewal notice of Mei-lan Maurits LLC. After expiration of a subscription License, the app will only run in its limited capacity demo mode.
3. Right to use data
(1) End-User may not distribute rent, loan, lease, sell, sublicense, assign or transfer all or any portion of the app or Data Libraries, or any rights granted in this EULA, to any other person or entity without the prior written authorization of Mei-lan Maurits LLC;
(2) End-User is not entitled to modify, translate, adapt, arrange or create derivative works based on the app or Data Libraries for any purpose.
(3)The app and Data Libraries enclosed may not be copied to be distributed in any electronic form and may not be published on the Internet. It is specifically prohibited to copy the Data Libraries into databases of other app packages without the prior written consent of Mei-lan Maurits LLC.
Mei-lan Maurits LLC and/or its licensors hold all intellectual property rights pertaining to the app and Data Libraries. This EULA does not grant to End-User any ownership in the app or Data Libraries. End-User shall not remove any proprietary notice of Mei-lan Maurits LLC or its licensors from any copy of the app or Data Libraries.
Mei-lan Maurits LLC will allow End-User activation after acceptance of advance subscription payment. This subscription payment enables End-User to use the app and Data Libraries.
Service (“Service”) consists of: (1) access to all relevant app feature updates and to Data Libraries that are released, within the term of this agreement and as far as reasonably possible, and (2) free access to the helpdesk of Mei-lan Maurits LLC. Helpdesk service means that the End-User can, during business hours, ask questions concerning the working of the app and the contents of the Data Libraries. Service is available to a designated contact person of the End-User only. Mei-lan Maurits LLC reserves the rights to have its help desk refusing to answer a question.
End-User will receive receipts of payment from Mei-lan Maurits LLC if Mei-lan Maurits LLC delivers the app directly to End-User. If End-User does not pay the subscription due in time Mei-lan Maurits LLC is entitled to terminate the right to Service .
Mei-lan Maurits LLC may terminate the EULA by written notice having immediate effect, without any notice of default and without judicial intervention, wholly or in part, Mei-lan Maurits LLC shall never be liable for damages because of termination. The provisions regarding intellectual property, ownership, limitation of liability and choice of law and competent court shall survive the expiration or termination of this EULA.
10. Limited warranty
Any and all Data Libraries are provided AS IS without any responsibility or liability of Mei-lan Maurits LLC or its licensor and the End-User explicitly waives any right to claim damages from Mei-lan Maurits LLC that are caused by incorrect, incomplete or otherwise non-conforming Data Libraries. Mei-lan Maurits LLC warrants that the app shall be free from material defects in materials and workmanship, and shall conform in all material aspects to the specification as described in the documentation for a period of the subscription period provided that the app is used in accordance with the description and/or ordinary practices and conditions. Mei-lan Maurits LLC does not warrant that the functionality of the app will meet End-User requirements or that the app or the Data Libraries are fit for any particular purpose. Mei-lan Maurits LLC does not warrant that the app will run without interruption, or error free, virus free or that defects will be corrected, that the Data Libraries does not contain any inaccuracies, or that advice, support or other information given by Mei-lan Maurits LLC or its partners does not contain errors. In the event that the app does not comply with the warranty set out above and Mei-lan Maurits LLC is notified of such non-conformity within the subscription period, Mei-lan Maurits LLC, at its sole discretion, will refund the total amount paid for the non-conforming app for the balance of the non-conformoing period as the End-User’s sole remedy. Mei-lan Maurits LLC grants no other warranty, either exMei-lan Maurits LLCs or implied.
Mei-lan Maurits LLC shall in no event be liable to End-User or any third party for any indirect damages and/or loss, incidental, special or consequential damages and/or loss or similar damages, including without limitation, indirect, special, punitive, or exemplary damages for any reason whatsoever arising out of this EULA or connected in any way with the use of or the inability to use the app or the Data Libraries, or the provision of service, or for any claim by any other party, even if Mei-lan Maurits LLC has been advised of the possibility of such damages.
Mei-lan Maurits LLC’s total liability to End-User for all damages, and losses of any kind notwithstanding the cause of action (whether in contract, tort – including negligence –, or otherwise) shall be limited to compensation of direct damage NOT GREATER THAN THE AMOUNT OF THE PAID SUBSCRIPTION (EXCLUSIVE OF VAT). Any notice of default must specify the failure as detailed as possible, so that Mei-lan Maurits LLC will be able to respond adequately. Except for the cases referred to above, Mei-lan Maurits LLC shall not be liable in any way whatsoever for damages, irrespective of the grounds on which an action for damages might be based. A condition for the existence of any right to damages shall always be that End-User reports the damage and/or loss to Mei-lan Maurits LLC as quickly as possible after it arises.
Mei-lan Maurits LLC shall defend End-User against any action brought against End-User to the extent that such action is based on the claim that any app, when used in accordance with this EULA, infringes a copyright of a third party. The End-User must promptly notify Mei-lan Maurits LLC in writing of any claim and give Mei-lan Maurits LLC sole control of the defence and settlement thereof. The End-User shall provide all assistance in connection therewith. If the app is finally adjudged to infringe, or in Mei-lan Maurits LLC’s option is likely to become the subject of an infringement claim. Mei-lan Maurits LLC shall, at its sole discretion, either: (1) procure for End-User the right to continue to use the app, (2) modify or replace the app to make in non-infringing, or (3) refund the price paid by End-User for the app, minus a reasonable usage fee as the End-User’s sole remedy.
13. Compliance with laws
End-User must comply with all domestic and international laws and regulations regarding the app and the use of Data Libraries and with any end-user, end-use and destination restrictions issued by governments. End-User must at its own expense obtain and arrange for the maintenance of any government approval and comply with all applicable laws and regulations necessary for End-User’s performance of the EULA. End-User will defend, indemnify and hold harmless Mei-lan Maurits LLC from and against all fines, penalties, liabilities, damages, costs and expenses incurred by Mei-lan Maurits LLC as a result of any violation of laws or regulations by the End-User or any of its agents or employees.
14. Modification EULA
Mei-lan Maurits LLC reserves the right to modify this EULA for any new product or service release. By installing the new release End- User accepts the new or revised version of the EULA.
15. Choice of Law and competent court
This agreement and any disputes arising out of or in connection with this agreement shall be governed by US law excluding its articles regarding conflict of laws. Any and all disputes which might arise between Mei-lan Maurits LLC and End-User shall be exclusively submitted to the competent court in the United States of America.
16. Contact Us
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