SEO Relevant Text Here

SEO Relevant Text Here

End User License Agreement

IMPORTANT: PLEASE READ CAREFULLY BEFORE PURCHASING, DOWNLOADING, INSTALLING OR USING THIS SOFTWARE.

This End User License Agreement ('Agreement') is a legal agreement between you as the individual, the company, or the legal entity ('You' or 'Your') and PlantPARTNER Limited ('PlantPARTNER') for the PlantPARTNER software product known as Visualise2D (referenced below as 'Software'). It defines what you may do with the Software and contains limitations on warranties and/or remedies. This is an agreement on end-user rights governing any releases, revisions, or enhancements to the Software as a single product that PlantPARTNER may furnish and not an agreement for sale. PlantPARTNER continues to own the copy of the Software and the physical media contained within.

This Agreement only gives you some rights to use the Software. PlantPARTNER reserves all other rights. Unless applicable law gives you more rights despite this limitation, You may use the Software only as expressly permitted in this Agreement. In doing so, You must comply with any technical limitations in the Software that only allow You to use it in certain ways.

By indicating consent electronically, or installing and/or using the Software, you accept this agreement unconditionally. If you do not accept it, do not purchase or install and make no further use of the Software.

DEFINITIONS

'Agreement' means License Agreement.
'PlantPARTNER' means PlantPARTNER Limited.
'Site' means the Visualise2D website or www.visualise2d.com.
'Software' means the computer program known as Visualise2D installed from www.visualise2d.com, and also applies to:
* library images provided with the installation and subsequent downloads from the Visualise2D server.
* updates
* editions
* Internet-based services
* support services
'Documentation' means the Quickstart videos and other possible information supplied with the Software or from time to time by PlantPARTNER.

INTELLECTUAL PROPERTY RIGHTS

You acknowledge that all rights, title, and interests, including, but not limited to, all copyrights, trade secret rights, patent and trademark rights in and to the Software (including but not limited to any images, photographs, animations, video, audio, music, text, and 'applets,' incorporated into the Software), the accompanying printed materials, and any copies of the Software, belong to PlantPARTNER or its third party licensors.

The structure, organisation, and code of the Software are the valuable trade secrets and confidential information of PlantPARTNER.

The Software is protected by copyright laws and international copyright treaties, as well as other intellectual property laws and treaties.

PERMITTED USES

(a) In consideration of your agreement to the terms of this Agreement, PlantPARTNER grants you a non-exclusive, non-assignable, non-transferable end-user rights to install and use the Software on equipment owned by you or under your control according to the terms and conditions of this Agreement.
(b) You are permitted to use from each purchase one copy of the Software on a single computer installed on the local hard disk(s) or other permanent storage media and use the Software on a single computer or terminal at a time, on equipment owned by you or under your control according to the terms and conditions of this Agreement.
(c) You may, where applicable, use the Software on a network installation provided you have a separate licence for each computer to which the Software is distributed.
(d) You agree that You shall only use the Software in a manner that complies with all applicable laws in the jurisdiction in which You use the Software, including, but not limited to, applicable restrictions concerning copyright and other intellectual property rights.
(e) From time to time additional images may be provided to supplement those held within the Software's image library. These are available using a manual download service within the Software (these are referred to as "Content Updates"). You may obtain Content Updates for any period for which you have purchased a license for Content Updates for the Software. This license does not otherwise permit You to obtain and use Content Updates.

INTERNET-BASED SERVICES

PlantPARTNER provides Internet-based services with the Software, which may be changed or cancelled at any time.

CONSENT FOR INTERNET-BASED SERVICES

The software feature described below connects to Visualise2D's server over the Internet. In some cases, you will not receive a separate notice when they connect. By accepting this Agreement, you consent to this connection. This service uses Internet protocols, which send to the appropriate systems computer information such as a hardware signature. PlantPARTNER uses this information to make the Internet-based service available to You.

On execution of the Software, the server will check to see that Software has the latest update. If the Software does not have the latest update, You will be given the option to install it. If the Software has the latest update, it should open as normal without interruption.

UPGRADES AND UPDATES

If this Software is being licensed to You as an upgrade to the Software previously licensed to you by PlantPARTNER requiring a new install, you must uninstall all copies of the Software previously licensed to you and not required to be used with the upgrade or update, within thirty days of the acquisition of this Software.

DOCUMENTATION

Any authorised person that has valid access to your computer or internal network may copy and use the documentation for your internal, reference purposes only.

RESTRICTIONS

You may not nor permit others to:

(a) copy, reverse engineer, decompile or disassemble, modify, translate, make any attempt to discover the source code of the Software, or create derivative works from the Software except only to the extent permissible by law.
(b) distribute, rent, loan, lend, lease, sub-license, sell or otherwise transfer all or any part of the Software, Documentation, or any rights granted under this Agreement to any other person or entity without the prior written consent of PlantPARTNER.
(c) attempt by any means to circumvent, remove or alter any copyright or other proprietary notice from any of the Software or Documentation.
(d) copy the Images.
(e) separate the Software into its component parts for use outside the product.
(f) display, modify, reproduce, or distribute any of the Stock Files included with the Software, not to be used in the production of libellous, defamatory, fraudulent, infringing, lewd, obscene, or pornographic material or in any otherwise illegal manner.
(g) register or claim any rights in the Stock Files or derivative works thereof.
(h) work around any technical limitations in the Software.

WARRANTY

PlantPARTNER warrants that the Software is free of significant errors for a period of ninety days from your receipt of this package under normal use provided that the liability of PlantPARTNER under this warranty will be at the option of PlantPARTNER to attempt to correct any errors, or refund the licence fee and terminate this Agreement. This remedy is Your exclusive remedy for breach of this warranty. It gives You certain rights and You may have other legislated rights, which may vary from jurisdiction to jurisdiction.

LIMITATION ON AND EXCLUSION OF WARRANTIES AND LIABILITY

(a) Except for the express warranty above, the product is provided on an "as is" basis, without any other warranties, guarantees, or conditions, expressed or implied, including, but not limited to, warranties of merchantable quality, merchantability or fitness for a particular purpose, or those arising by law, statute, usage of trade, or course of dealing. The entire risk as to the results and performance of the product is assumed by You. You may have additional consumer rights under your local laws which this Agreement cannot change.
(b) This limitation applies to anything related to the Software, services, content (including code) on third party Internet sites, or third party programs, and claims for breach of contract, breach of warranty, guarantee or condition, strict liability, negligence, or other tort to the extent permitted by applicable law.
(c) It also applies even if PlantPARTNER knew or should have known about the possibility of the damages. The limitation or exclusion in this Agreement may not apply to You because your country may not allow the exclusion or limitation of incidental, consequential or other damages.
(d) Because this Software is 'as is', PlantPARTNER may not provide support services for it.
(e) Save as expressly provided in this Agreement in no event shall PlantPARTNER, or its employees, or licensors, or affiliates, or its dealers or suppliers be liable to You for any special, consequential, indirect or similar damages of any kind whatsoever, including without limitation loss of revenue or profit, lost business, lost opportunity, lost anticipated savings lost, damaged data or other commercial or economic loss, property damage, personal injury, interruption of business, loss of business information, or for any special, direct, indirect, incidental, economic, cover, punitive or consequential damages (however arising, including as a result of negligence) to the maximum extent permitted by applicable law, arising out of the use of or inability to use the Software, however caused and whether arising under contract, tort or otherwise arising out of or in connection with this Agreement, even if we have been advised of the possibility of such damages, or they are foreseeable. Because some jurisdictions do not allow the exclusion or limitation of liability for consequential or incidental damages, the above limitation may not apply to You.
(f) We are also not responsible for claims by any third party.
(g) In the event of any exclusion, disclaimer or other provisions contained in this Agreement being held invalid for any reason our maximum aggregate liability to You and that of our dealers and suppliers for loss or damage shall not exceed the price paid by You for the licence to use the Software regardless of any form of the claim.
(h) Nothing in this agreement is intended to limit or exclude any liability on the part of PlantPARTNER where and to the extent that applicable law prohibits such exclusion or limitation.
(i) PlantPARTNER does not warrant that the Software or functions contained in the Software will meet Your requirements or that operation of the Software will be uninterrupted or that the Software will be error-free. You assume all responsibility and risk for the selection of the Software to achieve Your intended results and for the installation, use, and results obtained from it.
(j) Except as expressly set out in this Agreement PlantPARTNER makes no representations, warranties or conditions whether express or implied (by statute or otherwise).
(k) Where PlantPARTNER provides hyperlinks to a third parties website, PlantPARTNER shall not take any responsibility for nor does it make any warranties, representations or undertakings about the content of any other web-site which may be referred to or accessed by the hyperlink and PlantPARTNER does not endorse or approve the content of such third parties web-sites.
(l) The laws of your country may be different from those of England. You should not assume that you are allowed in the jurisdiction applying to you to do what other customers may do. PlantPARTNER does not approve or validate transactions, advice or communications, and you accept sole responsibility for the legality of your actions under laws applying to you.
(m) Although every reasonable effort is made to ensure that the information on the Site is accurate at the time of publication, it is subject to variation at any time without notice and PlantPARTNER gives no warranty whatsoever that any such information will be accurate or complete at any particular time. PlantPARTNER reserves the right at any time and at its sole discretion to remove any information or to correct any information which has been posted to the Site.
(n) The disclaimers and limitations set forth above will apply regardless of whether You accept the Software or not.

INDEMNITY

You agree to indemnify, defend and hold harmless PlantPARTNER and its subsidiaries, officers, directors, agents, and employees, from and against any claim, demand, liability, cost, damage or lost it may incur, including legal fees, made by any third party due to or arising out of your breach of this Agreement or the documents it incorporates by reference, or your violation of any law or the rights of a third party.

COMMENCEMENT AND TERMINATION

(a) This Agreement is effective from the first date you purchase a period of access or make use of the Software.
(b) Unauthorised attempts at copying the Software or copying of the Documentation or failure to comply with the terms of this Agreement will result in automatic termination of the Agreement.
(c) You may terminate this Agreement at any time by permanently deleting and destroying at Your own costs, the Software, all backup copies, and all related materials provided by PlantPARTNER. Your end-user rights automatically and immediately terminate without notice from PlantPARTNER if You fail to comply with any provision of this Agreement. In such an event, You must immediately delete or destroy at Your own cost, the Software, all backup copies, and all related material.
(d) This Agreement shall terminate upon Your breach of any term contained herein and You shall cease use of and delete or destroy all copies of the Software. The disclaimers of warranties and damages and limitations on liability shall survive termination.
(e) PlantPARTNER in its absolute discretion reserves the right to refuse, suspend or cancel access of any end-user.

GENERAL

(a) This Agreement is the entire agreement between You and PlantPARTNER relating to the Software, superseding any other agreement or discussions, oral or written, communications, proposals and representations, discussions, undertakings, end-user agreements, communications, or advertising relating to the Software with respect to its subject matter prevailing over any conflicting or additional terms of any quote, order, acknowledgment or similar communications between the parties, and may not be changed except by a signed agreement.
(b) You accept that the Software and Documentation were not designed and produced to your individual requirements and that You are responsible for their selection.
(c) Nothing in this Agreement shall affect the statutory rights of consumers acquiring the Software otherwise than in the course of pleasure or business.
(d) This Agreement shall be governed by and construed in accordance with English Law and the parties hereto agree to submit to the non-exclusive jurisdiction of the English Courts.
(e) You shall comply with all applicable laws, statutes, ordinances and regulations regarding your use of our service.
(f) Headings contained in this Agreement are inserted for reference purposes only and in no way define, limit, construe, extend or describe the scope or extent of the Agreement or intent of any provision in this Agreement.
(g) PlantPARTNER may amend this Agreement at any time by posting the amended Agreement on the Web Site www.visualise2d.com which shall automatically be effective after it is posted on the Site.
(h) PlantPARTNER has the right to amend or withdraw its special offers, discounts and promotional codes at any time.
(i) It is Your responsibility to ensure that PlantPARTNER is kept informed of your current e-mail address and that return e-mails are unimpeded by spam filters. It will be at our sole discretion to make a charge for re-sending information on account of incorrect or out-of-date contact details.
(j) Your statutory rights are unaffected.

END USER INFORMATION

(a) End User Information ('Information') is any information including images You provide to PlantPARTNER during purchase, through feedback, in response to an offered service or any e-mail or from features.
(b) The Information shall not be inaccurate or misleading, be unlawful, be defamatory, threatening or abusive, contain any viruses, cancel bots, worms, time bombs, Trojan horses or other computer programming routines that are intended to damage, interfere with, intercept or expropriate any system, personal information or data, impersonate any person or entity, infringe any third party's copyright, patent, trade mark, trade secret or other proprietary rights or rights of publicity or privacy.
(c) With Information You provide PlantPARTNER, You grant PlantPARTNER a worldwide, non-exclusive, transferable, perpetual, irrevocable, fully-paid royalty-free license and right to use, reproduce, distribute, import, broadcast, transmit, modify and create derivative works of, license, offer to sell, and sell, rent, lease or lend copies of, publicly display and publicly perform that submission for any purpose and without restriction or obligation to You.
(d) The foregoing license rights are intended to provide to PlantPARTNER all rights under existing and future laws, including without limitation all rights under copyright and any other rights personal to You to publish the Information on the Site, use the Information in publicity and promotional materials for the Site and to create new Sites or derivative works (including without limitation by combining the Information with other content) for public display or performance via any and all media or technology now known or later developed. The foregoing rights may be licensed and sublicensed through unlimited tiers of third parties.

NO RELATIONSHIP

You agree that You and PlantPARTNER are independent contractors, and no agency, partnership, joint venture, employee-employer or franchiser-franchisee relationship is intended or created by this Agreement.

SEVERABILITY

If any provision of this Agreement is held by a court of competent jurisdiction to be invalid or unenforceable to any extent under applicable law, such provision shall be struck out of this Agreement and the remaining provisions shall remain in full force and effect.

NOTICES

Any notices, or any questions concerning this Agreement, or other communications to be sent to the licensor must be mailed first class, that is, postage prepaid, to the following address: PlantPARTNER Limited, 41 Carisbrooke Drive, Southport, Merseyside PR9 7JD, United Kingdom.

ASSIGNABILITY

(a) This Agreement and the rights and duties under this Agreement may not be assigned by You without the prior written consent of PlantPARTNER.
(b) Should You have any questions concerning this Agreement, or if You desire to contact PlantPARTNER for any reason, please write to: PlantPARTNER Limited, 41 Carisbrooke Drive, Southport, Merseyside PR9 7JD, United Kingdom

BREACH

(a) PlantPARTNER's failure to act with respect to a breach by You or others does not waive our right to act with respect to subsequent or similar breaches.
(b) Without limiting other remedies, PlantPARTNER may immediately issue a warning, temporarily suspend, indefinitely suspend or terminate your access and refuse to provide the Services to You if You breach this Agreement or the documents it incorporates by reference (including but not limited to our Privacy Policy), or if PlantPARTNER is unable to verify or authenticate any information You provide to us and PlantPARTNER believes that your actions may cause legal liability for itself.
(c) You agree that if You utilise or otherwise use any of the Software in an unauthorised manner, or breach the remaining terms and conditions of this Agreement, that such use or breach would have a devastating and serious impact on PlantPARTNER's continuing ability to compete profitably and would, therefore, result in immediate and irreparable injury, loss or damage to PlantPARTNER. You agree that in such event, in addition to PlantPARTNER's right to recover damages for a breach of this Agreement, PlantPARTNER would be entitled to obtain a temporary restraining order or a preliminary injunction from a court of competent jurisdiction to prevent You, your employees, agents, consultants, or independent contractors from engaging in any further use of the Software or the continued breach of the remaining terms and conditions of this Agreement.

ARBITRATION

Any dispute or claim arising out of or relating to this Agreement or PlantPARTNER's Services shall be settled by an arbitration tribunal designated by PlantPARTNER. Such arbitration shall be conducted in England and judgment on the arbitration award may be entered into any court having jurisdiction thereof.

ACKNOWLEDGEMENT AND LAW

You therefore agree that your use of the Software acknowledges that You have read this Agreement, understand it and agree to be bound by its terms and conditions. The Law of England shall apply to this Agreement and You and PlantPARTNER irrevocably submit to the non-exclusive jurisdiction of the English Court