Z4it ApS. Revision: 1.0 Date: Marts 2018 LICENSE AGREEMENT BETWEEN Z4it ApS AND THE CUSTOMER
1. LICENSE GRANT: Z4it ApS (hereinafter "Z4it") hereby grants you (hereinafter "CUSTOMER") a non-transferable, non-exclusive, non assignable right to use and run following software and the documentation related thereto (collectively, the "Software") on Microsoft Azure cloud platform at any of the allowed regions only for the internal purposes of the CUSTOMER.
2. TITLE: CUSTOMER acknowledges that title to the Software, including all intellectual property rights related thereto, is and shall remain the sole and exclusive property of Z4it and / or its licensors.
3. NO WARRANTY: Z4it makes no warranty whatsoever with respect to the operation of the Software. The Software is provided to CUSTOMER "as is". All implied and statutory warranties are hereby disclaimed.
4. LIMITATION OF LIABILITY: In no event shall Z4it neither Z4it's partners be liable for any consequential, indirect or special damages or lost revenues or profits, including, without limitation, consequential or special damages for work stoppage or loss of work product data caused by the use or inability to use this software, even if Z4it has been advised of the possibility or such damages or losses. By signing this Agreement, you agree that Z4it's liability for damages caused by the use or inability to use this software is governed by Danish Law. In case you suffer any damages for which Z4it is liable to compensate you or in cases where the jurisdiction of a specific country does not permit limiting liability as far as compensation for damages, the contracting parties have agreed that a conventional fine in the amount of the license fee paid for the software will be assessed by the CUSTOMER. This fine is inclusive of any and all compensation for damages caused. The software is not specifically designed for high-risk applications including situations where the failure of such software would threaten lives or cause extensive material damages. Such applications include operating parts of nuclear power plants, weapon systems, equipment designed for sustaining people's basic bodily functions, etc.
5. CONFIDENTIAL INFORMATION: The Software provided to the CUSTOMER constitutes confidential information and trade secrets of Z4it and / or its licensors. CUSTOMER shall not disclose the Software to any third party other than employees of CUSTOMER involved with evaluation of the Software and shall use the same degree of care to avoid disclosure as the CUSTOMER employs with respect to its own confidential information. The CUSTOMER shall not reverse engineer, disassemble or decompile the Software. Any Z4it designations, logos, trade names or trade-marks on the Software shall not be removed or altered.
6. TERMINATION: Z4it may terminate this Agreement if CUSTOMER is in breach of any of its terms. Upon such termination, CUSTOMER shall remove all copies of the Software from its computer system(s) and either return to Z4it the Software, including any related documentation in CUSTOMER's possession and the media on which the Software was delivered to CUSTOMER or destroy all copies of the Software if obtained electronically. IF CUSTOMER FAILS TO COMPLY WITH THE TERMS OF THIS PARAGRAPH, Z4it MAY COMMENCE LEGAL PROCEEDINGS AGAINST CUSTOMER FOR BREACH OF THIS AGREEMENT.
7. RESPONSIBILITY FOR SOFTWARE UPDATES. In order to ensure that the software functions properly, Z4it publishes updates to this software on its web pages and to Microsoft Azure images. These updates improve the workings of the software, ensure the software complies with minor Microsoft updates or remove any bugs known to Z4it at the time of issuing of the update. CUSTOMER is entitled to these updates as long as that CUSTOMER is paying for the Software through Microsoft Azure billing systems. The CUSTOMER is responsible for proper configuration of the software updating process to provide for the highest possible level of functional reliability.
8. GOVERNING LAW, ARBITRATION CLAUSE. This Agreement shall be governed by the laws of Denmark and any disputes arising from this contract shall be submitted exclusively to the jurisdiction of the competent courts in Denmarks.