Licence agreement 
Hello, and welcome to the InfoTiles license agreement of Use (“Terms”). The Terms you see below are important.
Please read these Terms, our Privacy Policy and any other terms referenced carefully.
Thanks for choosing InfoTiles (“InfoTiles,” “we,” “us,” “our”). InfoTiles provides services and products for streaming content as well as other products and services that may be developed from time to time. By using any of these InfoTiles services, including all associated features and functionalities, websites and user interfaces, as well as all content and software applications associated with our services (collectively, the “InfoTiles Service” or “Service”), or accessing any content or material that is made available through the Service (the “Content”) you are entering into a binding contract with InfoTiles.
The Agreements include terms regarding future changes to the Agreements, export controls, automatic renewals, limitations of liability, privacy, waiver of class actions, and resolution of disputes by arbitration instead of in court. If you wish to review the terms of the Agreements, the current effective version of the Agreements can be found on InfoTiles’s website. You acknowledge that you have read and understood the Agreements, accept these Agreements, and agree to be bound by them. If you don’t agree with (or cannot comply with) the Agreements, then you may not use the InfoTiles Service or access any Content.
This Agreement ( “Agreement”) is made between InfoTiles AS of Norway (“InfoTiles”) and the end-user of InfoTiles’s service (the “Licensee”). Licensee intends to use certain InfoTiles services and to obtain a subscription license through InfoTiles, one of InfoTiles’s third-party resellers or integrators (the “InfoTiles Partner”). Licensee will enter a written agreement with the InfoTiles Partner that covers fees, payment provisions and certain license and support terms (the “Customer Agreement”). This Agreement provides additional license terms in connection with the use of the Products by Licensee and must be accepted by Licensee at the time Licensee enters into the applicable Customer Agreement. The effective date of this Agreement (the “Effective Date”) is the same date as the effective date of the Customer Agreement. InfoTiles and Licensee agree as follows: 
Section 1 PURCHASE OF A SUBSCRIPTION LICENSE THROUGH INFOTILES PARTNERS. 
If Licensee chooses to purchase a subscription license from an InfoTiles Partner, the terms of this Section 1 will apply. 1.1 License and Additional Terms. In connection with the purchase a subscription license from an InfoTiles Partner, Licensee will enter into an additional agreement with the InfoTiles Partner which will govern certain terms of the license including, payment terms and the InfoTiles Partner’s support obligations, as well as other terms (the “Partner Agreement”). Specifically, Licensee’s right to use the Products is and will be limited to the subscription period (“Subscription Period”) and the number of Cores (defined below) specified in the Partner Agreement. Subject to the terms and conditions of this Agreement and the Partner Agreement, InfoTiles hereby grants to Licensee, during the Subscription Period, a limited, non-exclusive, non-transferable, non-sublicensable right and license: (a) to install the object code version of the applicable Product(s) on the number of Cores specified in the Partner Agreement; (b) to use the applicable Product(s) solely for Licensee’s internal business operations; and (c) to provide the output generated by the Products by Licensee, including reports, dashboards, data analysis and data mining to Licensee’s business partners and clients. The licensee has no right to grant or authorize sublicenses or to further distribute the Products. Licensee may make up to two copies of the Products for backup and/or archival purposes. “Core” means an individual processor and associated cache memory that is capable of executing a single Product code thread at a time. 5.6.1 License Key. Licensee acknowledges that the initial license key (“Initial License Key”) provided to Licensee will enable the use of the applicable Product(s) for sixty days. The Product will cease operation at the end of the sixty-day period unless Licensee has paid the InfoTiles Partner as required under the Partner Agreement. InfoTiles will provide a license key for the full Subscription Period only upon full payment of all amounts due to the applicable InfoTiles Partner. Licensee further acknowledges that InfoTiles may choose not to renew any license key with Licensee if InfoTiles reasonably believes that Licensee is in violation of the terms of this Agreement. 1.1.1 Support Services. Licensee acknowledges that the InfoTiles Partner is fully responsible for the performance of any and all support services to be provided to Licensee with respect to the Products. InfoTiles has no support or similar obligations to Licensee with respect to the Products unless and until InfoTiles and Licensee enter into a separate written agreement concerning such services. 
Section 2. INTELLECTUAL PROPERTY.
2.1 License Restrictions. Licensee will not, directly or indirectly: (a) modify, create derivative works based on, sell, lease, license, distribute, sublicense or otherwise transfer in whole or in part, any Products or related documentation; (b) decompile, disassemble, translate, reverse engineer or otherwise attempt to derive source code from the Products, in whole or in part, except to the limited extent allowed by law; (c) allow access or permit use of the Products by any users other than Licensee’s employees, or authorized third-party contractors who are providing services to Licensee under non-disclosure obligations, provided that Licensee will be liable for any failure by such employees and third-party contractors to comply with the terms of this Agreement; (d) create, develop, license, install, use, or deploy any third party software or services to circumvent, enable, modify or provide access, permissions or rights which violate the technical restrictions of the Products; or (e) if Licensee is a software or hardware vendor, disclose the results of any benchmark test of the Products to any third party without InfoTiles’s prior written approval. 2.2 Audit Rights. Licensee will maintain accurate records as to its use of the Products as authorized by this Agreement, for at least two years from the last day of the Subscription Period. InfoTiles may, upon ten days prior notice and during Licensee’s normal business hours, audit such records to verify that Licensee has used the Products in accordance with the terms of this Agreement and the Order, provided that InfoTiles may conduct no more than one audit in any twelve month period. InfoTiles shall use commercially reasonable efforts to minimize the disruption of Licensee’s normal business activities in connection with any such audit. InfoTiles shall not have physical access to Licensee’s computing devices in connection with any such audit, without Licensee’s prior written consent. The licensee shall promptly pay to InfoTiles or the applicable InfoTiles Partner any underpayments revealed by any such audit. 2.3 Open Source Software. Any open source software included in the Products, along with the applicable license, is listed in the Product license file or documentation. Such open source software is licensed to Licensee under the terms of the corresponding license. 2.4 Ownership. The Products and related documentation are and will remain the sole property of InfoTiles and its licensors, and, except as expressly provided herein, InfoTiles and its licensors retain all right, title and interest in and to the Products, including all underlying intellectual property rights. 
Section 3. LIMITED WARRANTY AND LIMITATION OF LIABILITY. 
3.1 Product Warranty. InfoTiles warrants to Licensee that, for a period of thirty days following the date that the Initial License Key is provided to Licensee, the Products will substantially conform to the description contained in the applicable documentation (“Warranty Period”). 3.2 Remedies. If during the Warranty Period, the Products do not substantially conform to the description contained in the applicable documentation, Licensee will so notify the applicable InfoTiles Partner. InfoTiles will work with the InfoTiles Partner to correct the defects and deliver such correction to the Licensee. The remedy set forth in this Section is Licensee’s sole and exclusive remedy, and InfoTiles’s sole and exclusive obligation, for breach of warranty. 3.3 Limitations. The warranty in Section 3.1 is made to and for the benefit of Licensee only. The warranty will apply only if: (a) the Products have been properly installed and used at all times and in accordance with the instructions in the applicable documentation; (b) no modification, alteration or addition has been made to the Products; and (c) the InfoTiles Partner receives written notification of the breach within thirty days of the delivery of the Initial License Key. 3.4 Disclaimer. Except as set forth in section 3.1 above, the product is provided “as is” and InfoTiles and its licensors make no warranties, whether express, implied, or statutory regarding or relating to the product, its documentation or any materials provided by InfoTiles to the licensee. InfoTiles and its licensors do not warrant that the products will operate uninterrupted or that they will be free from defects or that the products are designed to meet licensee’s business requirements. InfoTiles and its licensors hereby disclaim all other warranties, including, without limitation, any implied warranties of merchantability, fitness for a particular purpose, title, and noninfringement. 3.5 Limitation of Liability. InfoTiles and its licensors will not have liability for any special, consequential, exemplary, incidental, punitive, or indirect damages (including, but not limited to, loss of profits, revenues, data and/or use), even if advised of the possibility thereof. Notwithstanding any other provision in this agreement, InfoTiles’s total aggregate liability, regardless of the form of the cause of action, whether in contract, tort (including without limitation negligence), statute or otherwise, and Licensee's sole and exclusive remedy, will be limited to proven direct damages caused by InfoTiles in an amount not to exceed the price paid by licensee for the products during the twelve (12) month period immediately preceding the date of the claim. 
Section 4. CONFIDENTIAL INFORMATION. 
4.1 InfoTiles Confidential Information. Licensee will not disclose any InfoTiles Confidential Information (defined at the end of this Section) to any third party, other than employees and consultants acting on Licensee’s behalf who are subject to confidentiality obligations at least as strict as those contained in this Section. Licensee will not use any InfoTiles Confidential Information except to exercise its rights under this Agreement. Licensee will be held to the same standard of care as it applies to its own information and materials of a similar nature, but in no event no less than reasonable care. Licensee may disclose InfoTiles Confidential Information to the extent such disclosure is required by order or requirement of a court, administrative agency, or other governmental bodies; provided that Licensee gives prompt written notice thereof to InfoTiles and cooperates with InfoTiles in obtaining an appropriate protective order or otherwise preventing or restricting such disclosure. “InfoTiles Confidential Information” means all non-public information or materials provided to Licensee in connection with the Products, including any non-public software contained in each Product. 4.2 Licensee Information. If in the course of any evaluation or communication hereunder, Licensee provides any data to InfoTiles, then InfoTiles will protect the confidentiality of such information in compliance with the standards and obligations set forth in Section 4.1. In connection with any such disclosure, Licensee will comply with any contractual or other legal obligations it has with respect to such data. Licensee will not, in any event, disclose to InfoTiles any data that includes personally identifiable information. 
5. MISCELLANEOUS. 
5.1 No Assignment. This Agreement and any rights or obligations of Licensee under it may not be assigned, subcontracted or otherwise transferred by Licensee, in whole or in part, other than to a successor-in-interest in the event of a sale or merger of Licensee, upon written notice to InfoTiles. Any attempt to assign this Agreement by Licensee without such consent shall be null and void and of no force and effect. 5.2 No Warranties. No InfoTiles Partner or other third representative of InfoTiles has authority to make representations on behalf of, or bind, InfoTiles. Other than the obligations set forth in this Agreement, InfoTiles may only be bound to Licensee by written agreements signed by an officer of InfoTiles. 5.3 Waiver. Any waiver of the provisions of this Agreement or of a party’s rights or remedies under this Agreement must be in writing to be effective. Failure or delay by a party to enforce the provisions of this Agreement or its rights or remedies at any time will not be construed to be a waiver of such party’s rights under this Agreement and will not in any way affect the validity of the term of this Agreement or prejudice such party’s right to take subsequent action. 5.4 Severability. If any provision in this Agreement (including, without limitation, the prohibition on de-compiling or reverse engineering) is held to be illegal, invalid, or unenforceable, the provision will be enforced to the maximum extent possible so as to effect the intent of the parties, and the remaining provisions of this Agreement will remain in full force and effect. 5.5 Government Regulations. Licensee may not export or re-export the Products except in compliance with the United States Export Administration Act and the related rules and regulations and similar non-U.S. government restrictions, if applicable. The Products and accompanying documentation are deemed to be “commercial computer software” and “commercial computer software documentation”, respectively, pursuant to DFAR Section227.7202 and FAR Section12.212(b), as applicable. Any use, modification, reproduction, release, performing, displaying or disclosing of the Products and related documentation by the U.S. Government shall be governed solely by the terms of this Agreement. 5.6 Language. This Agreement is in the English language only, which shall be controlling in all respects. Any versions of this Agreement in any other language shall be for accommodation only and shall not be binding upon either party. 5.7 This contract is based on Norwegian law. This EULA will be governed by the laws of Norway without giving effect to any conflicts of law principles that may require the application of the laws of a different country. The United Nations Convention on Contracts for the International Sale of Goods does not apply to this Agreement. All actions or proceedings arising under or related to this Agreement must be brought in the Stavanger City Court, and you hereby agree to irrevocably submit to the exclusive jurisdiction and venue of any such court in all such actions or proceedings. Notwithstanding this, you agree that InfoTiles shall still be allowed to apply for injunctive remedies (or an equivalent type of urgent legal relief) in any jurisdiction. If any provision of this EULA is determined by a court of competent jurisdiction to be invalid, illegal, or unenforceable, the remaining provisions of this EULA shall not be affected or impaired thereby 5 Complete Agreement. This Agreement contains the entire agreement of InfoTiles and Licensee with respect to the subject matter of this Agreement and supersedes all previous or contemporaneous communications, representations, proposals, commitments, understandings and agreements, whether written or oral, between the parties on the subject matter hereof.