License agreement for SWEP SSP G8
Notice - important:
Read this carefully before installing, downloading or using this software.
By clicking on the "Approve and install" button and/or installing, downloading, or using the software, you agree to the terms and conditions of this agreement.
If you do not recognize the terms of this agreement, do not install, download or use the software.
This is a legal agreement between You (individual or company) ("Licensee") and SWEP International AB ("SWEP"). This agreement authorizes You to use the Software in accordance with the terms of this agreement. This is a license agreement and not an agreement for sale.
The Software (as defined below) and all copies thereof, provided by SWEP and any copies made by the Licensee, including all intellectual property rights such as all patents, inventions, copyrights, database rights, design rights (whether registered or not), trademarks, trade names, logos, trade secrets, knowhow and all applications for the same and all rights of similar nature existing anywhere in the world, are and shall remain the exclusive property of SWEP.
The Licensee agrees to use his best efforts to prevent and protect the Software and its contents from unauthorized disclosure or use.
2. The License object
This agreement governs the licensing of [SSP G8] ("the Software").
3. The scope of the license
SWEP hereby grants to the Licensee, and the Licensee hereby accepts a non-exclusive and non-transferable license under all of SWEP's intellectual property rights in the Software and such other intellectual property rights as are licensed to SWEP by third parties contained within the Software (as applicable) to use the Software subject to the terms and conditions set forth in this agreement.
SWEP will make available to the Licensee, at SWEP's discretion, support service in respect of the Software. Any support is only available for the latest version of the Software. Support is mainly provided via your SWEP sales contact or secondly by phone +46 418 400 400. For technical support please email: firstname.lastname@example.org.
5. Consent to data and information gathering
The Licensee acknowledges, agrees and consents to allow SWEP to gather data and information from the use by the Licensee of the Software and related technologies. Only when the Licensee is asked to enter private information will the data be stored; it will be stored in a secure database. SWEP stores the information for the purpose of internal use, administrative management and marketing. SWEP is a global company; hence the Licensee's personal information may be shared with other SWEP entities around the world for the same purpose stated above. However, the information will not be distributed to third parties outside the SWEP organization. By contacting SWEP the Licensee can review and/or correct its personal information that SWEP may have.
The Licensee agrees not to reveal to third parties confidential information that the Licensee obtains from SWEP or that arises during the use of the Software.
Confidential information refers in this agreement to any item of information – technical, commercial or of any other nature – regardless of whether or not such information has been documented, with the exception of:
(a) information that is generally known or that becomes a matter of general knowledge in a manner other than through the Licensee's breach of the provisions of the agreement;
(b) information that the Licensee can prove that he had possessed before he received it from SWEP;
(c) information that the Licensee received or will receive from a third party when the Licensee does not have a duty of secrecy to such party.
In cases referred to by c), above, the Licensee is not however entitled to reveal to third parties that the same information has been received from SWEP pursuant to this agreement.
The Licensee agrees to ensure that his employees, consultants and board members do not disclose confidential information to third parties. The Licensee is thus under a duty to ensure that employees who can be expected to come into contact with information of a confidential nature are required to keep such information secret to the same extent that this agreement requires the Licensee himself to do so.
7. Period of contract
The agreement is effective until terminated and may be immediately terminated without notice from SWEP.
The Licensee must not, in ways other than those acknowledged by applicable legislation, copy, reverse-engineer, decompile, de-assemble the Software or in any other way attempt to investigate the source code or the structural framework.
The Licensee is not entitled to sublicense, rent or lease all or part of the Software.
The Licensee may not remove or alter any of SWEP's copyright notices from any components of the Software.
9. Limited warranty
The software is provided "as is" without warranty of any kind, either expressed, implied, statutory, including, without limitation, any warranty that the software is error-free, will operate without interruption or is compatible with all equipment or software configurations. To the maximum extent permitted by applicable law, the software is provided without warranties of any kind, whether express or implied. No advice or information obtained through use of the software will create any warranty not expressly stated herein. Without limiting the foregoing, SWEP does not warrant that the content of the software (including the calculations and the results) is accurate, reliable or correct. SWEP does not warrant that any system comprising heat exchanger and other components, installed on the basis of results provided in this software, will meet your requirements or function to your satisfaction or expectations.
10. No liability for damages
In no event will SWEP be liable for any damages, including but not restricted to direct, indirect, incidental, special or consequential damages arising out of the licensee's use or inability to use the software. For the avoidance of doubt, SWEP shall not be liable for any damages due to any system comprising heat exchanger and other components, installed on the basis of results provided in this software, which does not meet your requirements or function to your satisfaction or expectations.
11. Assignment of the agreement
The Licensee may not wholly or partly assign or pledge his rights and/or obligations under this agreement to any third party without the prior written approval of SWEP. The Licensee may not transfer or grant the right of use to copies of the Software.
12. Entire agreement
This agreement constitutes the entire agreement between the parties, and supersedes all prior communications, representations, or agreements, either written or oral, with respect to the subject matter hereof.
If any term of this agreement shall be declared void or unenforceable by any court of competent jurisdictions, then that provision shall be deemed severable from this contract and shall not affect the validity and enforceability of the remaining terms hereof.
14. Governing law and general regulations
This agreement shall be construed in accordance with and be governed by the laws of Sweden.
Any dispute, controversy or claim arising out of or in connection with this contract, or the breach, termination or invalidity thereof, shall be finally settled by arbitration administered by the Arbitration Institute of the Stockholm Chamber of Commerce (the SCC Institute).
The Rules for Expedited Arbitrations of the Arbitration Institute of the Stockholm Chamber of Commerce shall apply, unless the SCC Institute, taking into account the complexity of the case, the amount in dispute and other circumstances, determines, in its discretion, that the Arbitration Rules of the Arbitration Institute of the Stockholm Chamber of Commerce shall apply. In the latter case, the SCC Institute shall also decide whether the arbitral tribunal shall be composed of one or three arbitrators
The arbitration proceedings shall be conducted in English and take place in Malmö, where the award shall be made.
YOUR USE, INSTALLATION OR DOWNLOADING OF THE SOFTWARE INDICATES THAT YOU HAVE READ THIS LICENSE AGREEMENT, THAT YOU AGREE TO BE BOUND BY ITS TERMS AND THAT IT IS THE ONLY AGREEMENT BETWEEN THE LICENSOR AND THE LICENSEE REGARDING THE SOFTWARE.