APT Solutions license agreement

IMPORTANT -  THIS IS A LEGAL AGREEMENT BETWEEN YOU (“LICENSEE”) AND APT SOLUTIONS LTD.

By clicking the “I Accept” button, or, by downloading, installing, receiving or using the product, you agree to these terms.

If you do not agree to these terms, do not click the “I Accept” button, download, install, receive or use the product, and you will not have a right to use any part of the product.

On or after the date you accept these restricted use license terms, your rights, obligations and use of product provided by APT Solutions are subject to these terms.

RESTRICTED USE

APT Solutions will provide Product for a limited time period to allow competitor to develop functionality for the competition.

The following terms apply to the Restricted Use Product:

1) Licensee’s license and right to use Product is limited to the competition period, unless otherwise agreed between licensee and APT Solutions.

2) Licensee will use Product solely for the competition.

3) Data that Licensee uses for Restricted Use purposes will not be encrypted or treated as confidential information. Licensee must not disclose to APT Solutions any personally identifiable information regarding any individual. Licensee is solely responsible for complying with any requirements regarding data protection. Licensee should use Generic Data for Restricted Use purposes. Licensee uses Licensee Data at his/her own risk and APT Solutions is not responsible or liable for transmission, handling, storing or backing up Licensee Data, Licensee’s failure to back up or store Data, or deletion, correction, destruction, damage to, or loss of, Data. APT Solutions may delete Data and terminate a Restricted Use License without notice in its sole discretion.

4) APT Solution does not provide maintenance, support or any other services for Restricted Use Product. APT Solutions is not obligated to make changes, improvements, or provide a subsequent version of Restricted Use Product.

DELIVERY

“Delivery” means APT Solutions has provided, and Licensee is deemed to have accepted, Product through electronic access. APT Solutions may provide Product for Licensee to download. Product risk of loss passes to Licensee upon Delivery.

LICENSEE OBLIGATIONS

Licensee will:

1) use Product according to these Terms, be responsible for its activity, and ensure its end users comply with these Terms;

2) be responsible for the accuracy, quality, legality, integrity, ownership, protection, adequate storage, security, privacy and acquisition of Data;

3) prevent unauthorized access to Product;

4) comply with laws and regulations in using product, including: data privacy, technical or personal data transmission, and anti-spam;

5) notify APT Solutions immediately of unauthorised access to Product, or known or suspected breach of security, and use reasonable efforts to immediately stop unauthorised access, known or suspected violation of law, or these Terms;

6) properly configure, program and operate Licensee’s hardware, software, websites, Data, content, and internet to access and use;

Licensee will not:

1) permit any party to access or use Product other than its fellow competitors; sell, resell, rent, lease or sublicense Product, or use Product to provide time share or other services to third parties;

2) decompile, disassemble, reverse engineer, access or use Product to build a competitive product or service, copy features, functions or graphics;  

3) use Product to store or transmit infringing, libelous, or unlawful or tortious material or transmit material in violation of privacy rights;

4)  use Product to store or transmit viruses, worms, time bombs, Trojan horses or other harmful or malicious code, files, scripts, agents or programs; interfere with or disrupt the integrity or performance of Product or attempt to gain unauthorised access;

5) transfer or use Product at a site other than that to which it is first provided;

6) exceed the Restricted Use Period; use Product in Licensee’s production environment; or infringe or misappropriate APT Solutions’ Intellectual Property.

TERM AND TERMINATION

APT Solutions may terminate this License at any time without notice. This Agreement is effective until the end of the competition period.

Upon termination: 1) Licensee will immediately return or destroy Product and Documentation, and 2) APT Solutions may remove or discard Licensee Data.

INTELLECTUAL PROPERTY OWNERSHIP 

“Intellectual Property” means all intellectual property including, without limitation, inventions, patents, copyrights, trademarks, service marks, trade names, trade secrets, know-how, moral rights, licenses, and any other intangible proprietary or property rights, whether or not patentable or otherwise subject to legally enforceable restrictions or protections against unauthorized third party usage or whether arising by statute or common law.

APT Solutions own and retain all right, title and interest to all intellectual property in Product, including without limitation, inventions, patents, copyrights, trademarks, service marks, trade names, trade secrets, know-how, moral rights, licenses, developments, research data, designs, layout, models, formulae, documents, drawings, plans, specifications and other information, proprietary materials and all derivative works, and any other intangible proprietary or property rights, whether or not patentable or otherwise subject to legally enforceable restrictions or protections against unauthorized third party use, or whether arising by statute or common law.

APT Solutions may use the entry for their own software development purposes without any restrictions on intellectual property rights whether now known or invented in the future.

APT Solutions may make entries available in their publications and on their websites and any other existing or future media platform(s).

CONFIDENTIALITY

Product and APT Solutions Intellectual Property, are confidential information (“Confidential Information”). Licensee will use Confidential Information solely according to the License Terms. Licensee will take commercially reasonable steps to safeguard APT Solutions Confidential Information, including no less than the steps taken to protect its own Confidential Information. Licensee must promptly notify APT Solutions in writing of unauthorised use or disclosure of Confidential Information and, at its expense, take all reasonable action to recover Confidential Information and prevent further unauthorized use or disclosure, including injunctive relief. If Licensee fails to do so, APT Solutions may do so at Licensee's expense.

Confidential Information does not include information that is publicly available without Licensee’s breach of these Terms; proven to have been known by Licensee prior to this Agreement or independently developed by Licensee without breach of these Terms; or provided to Licensee without confidentiality obligation. Product is not deemed to be placed in the public domain by APT Solutions.

DATA PROTECTION AND PUBLICITY

Winners may be requested to take part in promotional activity and APT Solutions reserves the right to use the names and addresses of winners in any publicity both in paper and online.

Any personal data relating to entrants will not be disclosed to a third party without the individual’s consent. Data relating to entrants will be retained by APT Solutions for a reasonable period after the competition closes.

LIMITATION OF LIABILITY    

APT Solutions is not liable for (i) any consequential, indirect, special, punitive or incidental damages, (ii) any interruption of service, business or operations, costs of cover, goodwill, lost data, profits or revenue, or failure of a remedy to achieve its essential purpose.  APT Solutions is not liable for loss or damages, direct or indirect, resulting from licensee’s use or attempted use of the Product.  

APT Solutions disclaims any responsibility for any damage, loss, injury or disappointment suffered by any entrant entering the competition or as a result of accepting any prize.