SOFTWARE LICENSE AGREEMENT Tripetto App
SOFTWARE LICENSE AGREEMENT ("AGREEMENT") FOR ALL SOFTWARE PRODUCTS INCLUDED IN THIS DISTRIBUTION.
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Important – Read Carefully: This Tripetto B.V. ("TRIPETTO") AGREEMENT constitutes a legally binding agreement between you or the business and/or entity which you represent ("You" or "LICENSEE") and TRIPETTO for all TRIPETTO software products and related documentation ("SOFTWARE PRODUCT") included in this distribution/installation.
By purchasing, installing, copying, or otherwise using the SOFTWARE PRODUCT, you acknowledge that you have read and understand this AGREEMENT and you agree to be bound by its terms and conditions. If you are representing a business and/or entity, you acknowledge that you have the legal authority to bind the business and/or entity you are representing to all the terms and conditions of this AGREEMENT.
If you do not agree to any of the terms and conditions of this AGREEMENT or if you do not have the legal authority to bind the business and/or entity you are representing to any of the terms and conditions of this AGREEMENT, do not install, copy, use, evaluate, or replicate in any manner, any part, file or portion of the SOFTWARE PRODUCT.
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The SOFTWARE PRODUCT is protected by copyright laws and international copyright treaties, as well as other intellectual property laws and treaties. The SOFTWARE PRODUCT is licensed, not sold.
1. GRANT OF LICENSE
Subject to all the terms and conditions of this AGREEMENT, TRIPETTO grants LICENSEE a limited, non-exclusive, non-transferable license to use the SOFTWARE PRODUCT included in this distribution as authorized in Section 1.1. LICENSEE shall not rent, lease, lend, sell, sublicense, assign, or otherwise transfer the SOFTWARE PRODUCT and related documentation.
1.1 FREE LICENSE
The free license is for using the SOFTWARE PRODUCT to create and publish forms and surveys with the SOFTWARE PRODUCT in accordance with these terms in this AGREEMENT at no charge. TRIPETTO reserves the right to at any time discontinue at its discretion and without advance notice, the availability of free versions of the SOFTWARE PRODUCT or its constituent parts.
TRIPETTO may restrict or otherwise discontinue the free license provided to you if your use of the SOFTWARE PRODUCT is deemed by TRIPETTO, in its sole and reasonable discretion, to be excessive and beyond the scope of fair use.
The removal or alteration by LICENSEE of TRIPETTO trademarks and branding from the SOFTWARE PRODUCT without TRIPETTO’s explicit consent is strictly prohibited.
2. SUBSCRIPTIONS AND UPDATES
TRIPETTO licenses the SOFTWARE PRODUCT on a subscription basis. A software license subscription ("SUBSCRIPTION") lasts for a 12-month ("SUBSCRIPTION TERM") period from the date of purchase. A SUBSCRIPTION is required for as long as the SOFTWARE PRODUCT is used in a PROJECT as described in Section 1 of this AGREEMENT.
During the SUBSCRIPTION TERM and upon payment of all applicable SUBSCRIPTION fees, LICENSEE will be eligible to receive all major and minor updates for the SOFTWARE PRODUCT during this 12-month period. Upon expiration of a SUBSCRIPTION TERM (12 months, plus 1 day after original purchase date), LICENSEE can optionally renew the SUBSCRIPTION for an additional 12-month period (and each subsequent year thereafter) in order to continue receiving major and minor updates of the SOFTWARE PRODUCT.
If the SOFTWARE PRODUCT is labeled as an update, LICENSEE must be properly licensed to obtain the updated SOFTWARE PRODUCT. A SOFTWARE PRODUCT labeled as an update replaces and/or supplements the SOFTWARE PRODUCT that formed the basis for your eligibility for the update, and together constitutes a single product. LICENSEE may only use the updated product(s) in accordance with all the terms of this AGREEMENT.
Pricing for the SOFTWARE PRODUCT subscriptions and any subsequent renewals of the subscriptions are listed on TRIPETTO websites and pages and subject to change with or without notice. TRIPETTO reserves the right to discontinue the SOFTWARE PRODUCT or its constituents at any time.
3. USE AND AVAILABILITY OF SOFTWARE PRODUCT
The SOFTWARE PRODUCT will be made available for use through its designated TRIPETTO website at https://tripetto.app exclusively.
4. LIMITATIONS ON REVERSE ENGINEERING, DECOMPILATION, AND DISASSEMBLY
If the licensed right of use for this SOFTWARE PRODUCT is purchased by you with any intent to reverse engineer, decompile, create derivative works, and the exploitation or unauthorized transfer of, any TRIPETTO intellectual property and trade secrets, to include any exposed methods or source code where provided, no licensed right of use shall exist, and any products created as a result shall be judged illegal by definition. Any sale or resale of intellectual property or created derivatives so obtained will be prosecuted to the fullest extent of all local, federal and international law.
5. SEPARATION OF COMPONENTS
The SOFTWARE PRODUCT is licensed only as a single product(s). The SOFTWARE PRODUCT and its constituent parts and any related redistributables may not be reverse engineered, decompiled, disassembled, nor placed for distribution, sale, or resale as individual creations by you or any individual not expressly given such permission by TRIPETTO.
The provision of source code, if included with the SOFTWARE PRODUCT, does not constitute transfer of any legal rights to such code, and resale or distribution of all or any portion of all source code and intellectual property will be prosecuted to the fullest extent of all applicable local, federal and international laws. All TRIPETTO software, code, packages, tools, files and other works remain TRIPETTO 's exclusive property. You may not distribute any of these, except for those that TRIPETTO has expressly designated as redistributable.
6. RENTAL
You may not rent, lease, or lend the SOFTWARE PRODUCT.
7. TRANSFER
You may NOT permanently or temporarily transfer ANY of your rights under this AGREEMENT to any individual or business or government entity without prior written approval from TRIPETTO. Regardless of any modifications which you make and regardless of how you might compile, link, and/or package your software, under no circumstances may the software, code, packages, tools and other files included in the SOFTWARE PRODUCT (including any portions thereof) be used for developing software by anyone other than you.
8. REDISTRIBUTION
The SOFTWARE PRODUCT may include certain software, etc. ("REDISTRIBUTABLE(S)"). In all circumstances, the REDISTRIBUTABLE(S) for the SOFTWARE PRODUCT are only those files specifically designated as such by TRIPETTO. LICENSEE may NOT distribute the SOFTWARE PRODUCT, in any format, to others for development or application compilation purposes.
TRIPETTO shall retain title and all ownership rights to the SOFTWARE PRODUCT. At no time may LICENSEE create any tool, redistributable, or product that directly or indirectly competes with, or provides the same – or substantially the same – functionality as the SOFTWARE PRODUCT by utilizing all or any portion of the SOFTWARE PRODUCT.
Distribution by LICENSEE of any software, etc. distributed to LICENSEE by TRIPETTO as part of this SOFTWARE PRODUCT and not explicitly identified as a redistributable file is strictly prohibited. LICENSEE shall not develop software that provides an API to the SOFTWARE PRODUCT or any modified version thereof.
Copies of REDISTRIBUTABLE(S) may only be distributed with and for the sole purpose of executing software permitted under this AGREEMENT. All copies must bear a valid copyright notice. You may not remove or alter any TRIPETTO copyright, trademark or other proprietary rights notice contained in any portion of the SOFTWARE PRODUCT, REDISTRIBUTABLE(S) or other files that bear such a notice.
Refer to Sections 1 and 2 of this AGREEMENT for licensing and subscription terms.
9. COPYRIGHT
All title and copyrights in and to the SOFTWARE PRODUCT are owned by TRIPETTO. The SOFTWARE PRODUCT is protected by copyright laws and international treaty provisions and therefore, you must treat the SOFTWARE PRODUCT like any other copyrighted material, except that you may install and use the SOFTWARE PRODUCT as described in this AGREEMENT.
10. SUPPORT SERVICES
TRIPETTO may provide you with support services related to the SOFTWARE PRODUCT ("SUPPORT SERVICES"). Use of SUPPORT SERVICES is governed by TRIPETTO policies and programs described in the documentation and/or other TRIPETTO provided materials. TRIPETTO shall use its reasonable endeavors to answer queries raised, but it does not guarantee that all will be fixed or solved.
TRIPETTO may restrict or otherwise discontinue SUPPORT SERVICES provided to you if your use of SUPPORT SERVICES is deemed by TRIPETTO, in its sole and reasonable discretion, to be excessive and beyond the scope of fair use. Any supplemental SOFTWARE PRODUCT provided to you as part of the SUPPORT SERVICES shall be considered part of the SOFTWARE PRODUCT and subject to the terms and conditions of this AGREEMENT.
With respect to technical information you provide to TRIPETTO as part of the SUPPORT SERVICES, TRIPETTO may use such information for its business purposes, including for SOFTWARE PRODUCT support and development.
11. DISCLAIMER OF WARRANTY
TRIPETTO expressly disclaims any warranty for the SOFTWARE PRODUCT. The SOFTWARE PRODUCT and any related documentation is provided "as is" without warranty of any kind, either express or implied, including, without limitation, the implied warranties of merchantability, fitness for a particular purpose, or noninfringement.
TRIPETTO does not warrant, guarantee, or make any representations regarding the use, or the results of the use, of the SOFTWARE PRODUCT in terms of correctness, accuracy, reliability, or otherwise. The entire risk arising out of the use or performance of the SOFTWARE PRODUCT remains with LICENSEE. No oral or written information or advice given by TRIPETTO or its employees shall create a warranty or in any way increase the scope of this warranty.
12. LIMITATIONS ON LIABILITY
To the maximum extent permitted by applicable law, in no event shall TRIPETTO be liable for any special, incidental, indirect, or consequential damages whatsoever (including, without limitation, damages for loss of business profits, business interruption, loss of business information, or any other pecuniary loss) arising out of the use of or inability to use the SOFTWARE PRODUCT or the provision of or failure to provide SUPPORT SERVICES, even if TRIPETTO has been advised of the possibility of such damages.
LICENSEE understands that the SOFTWARE PRODUCT may produce inaccurate results because of a failure or fault within the SOFTWARE PRODUCT or failure by LICENSEE to properly use and or deploy the SOFTWARE PRODUCT. LICENSEE assumes full and sole responsibility for any use of the SOFTWARE PRODUCT and bears the entire risk for failures or faults within the SOFTWARE PRODUCT.
You agree that regardless of the cause of failure or fault or the form of any claim, your sole remedy and TRIPETTO’s sole obligation shall be governed by this AGREEMENT and in no event shall TRIPETTO’s liability exceed the price paid for the SOFTWARE PRODUCT. This limited warranty is void if failure of the SOFTWARE PRODUCT had resulted from accident, abuse, alteration, unauthorized use or misapplication of the SOFTWARE PRODUCT.
13. INDEMNIFICATION
You hereby agree to indemnify TRIPETTO and its officers, directors, employees, agents, and representatives from each and every demand, claim, loss, liability, or damage of any kind, including actual attorney's fees, whether in tort or contract, that it or any of them may incur by reason of, or arising out of, any claim which is made by any third party with respect to any breach or violation of this AGREEMENT by you or any claims based on the SOFTWARE PRODUCT included herein, including without limitation any claims asserted by your end-user customers.
14. PRIVACY AND DATA PROCESSING
LICENSEE is fully responsible for the data that is processed by using the SOFTWARE PRODUCT and indemnifies TRIPETTO from claims of persons whose personal data is collected and maintained by LICENSEE or for which it is otherwise responsible by law. If required for the performance of this AGREEMENT, LICENSEE shall on request inform TRIPETTO about the way in which it performs its legal obligations regarding the protection of personal data.
LICENSEE guarantees vis-à-vis TRIPETTO that the content, use and/or processing of the data are not unlawful and do not infringe any right of a third party. And LICENSEE indemnifies TRIPETTO against any claim of a third party instituted for whatever reason in connection with this data or the performance of the AGREEMENT.
15. TERMINATION
Without prejudice to any other rights or remedies, TRIPETTO will terminate this AGREEMENT upon your failure to comply with all the terms and conditions of this AGREEMENT.
16. PERSONAL DATA
TRIPETTO collects the personally identifiable information you supply whenever you purchase a TRIPETTO product or service, or when you contact us. This information is used to communicate with you regarding important product updates and business matters. TRIPETTO does not lend, lease, sell, or market information it obtains from its customers or those who provide us personally identifiable information. TRIPETTO does not disclose purchase information or licensing information to third parties.
TRIPETTO does not wish to receive, act to procure, nor desire to solicit, confidential or proprietary materials and information from you through the use of the SOFTWARE PRODUCT or SUPPORT SERVICES. Any and all materials, attachments, or information submitted by you as part of error submissions, or divulged during chats, online discussions, support submissions, or made available to TRIPETTO in any manner will be deemed not to be confidential by TRIPETTO. You acknowledge that submissions to TRIPETTO will not be considered confidential or proprietary and that TRIPETTO will be under no obligation to keep such information confidential.
17. APPLICABLE LAW AND DISPUTES
This AGREEMENT between LICENSEE and TRIPETTO shall be construed, interpreted and governed by Dutch law. If a dispute that arises by reason of the AGREEMENT concluded between LICENSEE and TRIPETTO is within the jurisdiction of the cantonal court (in Dutch: kantongerecht), each party shall be entitled to bring the case before the legally competent court as a cantonal court case. If, with due observance of the provisions herein, LICENSEE and/or TRIPETTO have brought the case before the legally competent court in order for it to be heard and settled, the cantonal court judge of that court shall be competent to hear and settle the case.
18. MISCELLANEOUS
Departures from and additions to this AGREEMENT shall only be valid if they are agreed between LICENSEE and an authorized officer of TRIPETTO in writing signed by both parties. If any provision of this AGREEMENT is null and void or is voided, the other provisions of this AGREEMENT shall remain fully valid and enforceable according to its terms. TRIPETTO and LICENSEE shall in this case consult each other for the purpose of agreeing new provisions to replace the null and void or voided provisions. If any remedy provided is determined to have failed for its essential purpose, all limitations of liability and exclusions of damages set forth in the limited warranty shall remain in effect. TRIPETTO reserves all rights not specifically granted in this AGREEMENT.
All trademarks and registered trademarks are property of their respective owners.
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Should you have any questions concerning this AGREEMENT, give us a call at +31 88 765 8852 or send an e-mail to support@tripetto.com.