The rendering of
the License Maintenance Service of the Non-Commercial version of
Q-flow is regulated according to the following terms:
URUDATA SOFTWARE, whose legal name is ITX S.A. (henceforth “Urudata”), will provide the customer that hires a Software License Maintenance service for the Non-Commercial version of their products with a service based upon the following terms:
ANTECEDENTS I): The Customer uses a perpetual, non-exclusive and non-transferable non-commercial version Q-flow license of the software described in Annex A.
ANTECEDENTS II): With the purpose of allowing the licensed software to be adapted to new technical requirements and to progress in the development of the software, the customer makes a request to contract a software maintenance service under the following terms:
FIRST – Definitions and property of the software
1.1-“Software” In the context of this contract, when reference is made simply to “software”, the term is understood to include both the licensed software and the provided software.
1.2-“Licensed software” “Licensed software” is understood to be that software which is referred to at ANTECEDENTS I and Annex A.
1.3- “Provided software” “Provided software” is understood to be the update patches of the licensed software, of the new version of the licensed software and of their corresponding update patches.
1.4- “New version of the licensed software” “New version of the licensed software” is understood to a be piece of software which can completely replace the licensed software because it contains a number of functionalities equal to or greater than the number of functionalities of the licensed software.
1.5-“Update patches” Update patches are understood to be the software created by Urudata in order to partially perfect the licensed versions, and which has been designed so that it acts as a support for the licensed software and not as a replacement for it.
1.6-“Software implementation” “Software implementation” is understood to be the installation of the software on the server, and the tasks necessary to make it function.
1.7-“Developed software”- “Developed software” is understood to be that software which has been created during the software implementation, and/or when seeking a better adaptation of the licensed software and/or its update patches and/or its new version, to the customer’s needs. The ownership of the developed software belongs to Urudata in all cases.
SECOND – Software update service
2.1- Urudata will provide the Customer with all update patches for the software referred to at ANTECEDENTS I that will be developed by Urudata during this contract’s one-year period of duration.
2.2- To that effect the customer must inform Urudata of its interest in being provided with the update patches, either by e-mail or through Urudata’s web site or one of Urudata’s Business Partners, at least 7 days in advance.
2.3- When the Customer chooses to use the new version of the licensed software, Urudata will not be obliged to provide update patches of the licensed software thereafter, and will be obliged to provide update patches for the “new version of the licensed software”, and only for that version.
2.4- Should the Customer stop contracting the License Maintenance Service, and later make a request to contract the service again, the service will be rendered provided that the period during which the contract was interrupted is covered.
THIRD – Implementation – The service rendered in order to implement update patches for the licensed software, or, given the case, for the new version of the licensed software and/or its corresponding update patches, is not included in this contract, and the fact that Urudata is obliged to provide these patches does not oblige Urudata to perform their implementation. All expenses and honoraria of the services the Customer decides to contract are the Customer’s responsibility.
FOURTH – Price – As compensation for the software maintenance service to be provided by Urudata by virtue of this contract, the Customer must pay Urudata, annually and in advance, the sum of U$S 99,00 (ninety nine American dollars).
FIFTH – Validity – The validity period of this service will start at the moment of its contraction and will end one year afterwards, with no automatic renewal. The contraction will be performed by paying for it by means of one of the enabled mechanisms (bank deposit, or through the Internet) and by presenting Urudata Software with payment evidence.
SIXTH – Rescission, breach of contract and damages
6.1- Should one of the parties not honor the present contract, the other party may consider it rescinded.
6.2- Measure of damages- Both parties agree that the value of damages resulting from breaches of this contract will never be greater than the price of the commercial version of the licenses referred to at ANTECEDENTS I.
6.3 – Under no circumstances will Urudata be held responsible for malfunctioning of the licensed software or the provided software when this malfunctioning is caused by misuse of the software on the part of the Customer and/or its employees or dependants, and/or faults or shortcomings of the Customer’s equipment, and/or faults in the wiring and/or in the power supply and/or the existence of humidity, high temperature or other analogous circumstances which may occur in the Customer’s place which are unsuitable for the software to function correctly.
SEVENTH- The parties will incur in breach, with no need of judicial or extrajudicial action, by the mere performance or omission of any act or fact that translates as doing or not doing something, contrary to what has been agreed in this contract, or specified by applicable law.
OCTAVO: The parties agree that e-mail is a valid means to perform any notifications.
Annex A:
Product/s licensed and Number of licenses:
· 1 Q-flow Server 3.0 non-commercial version
· 10 Q-flow Client 3.0 non-commercial version