End-User License Agreement (EULA)
IMPORTANT: Please read the terms and conditions of the application product specified below before downloading, installing, copying or using it. BY DOWNLOADING, INSTALLING, COPYING OR USING ORCOD SOFTWARE, YOU DECLARE YOUR CONSENT TO THE TERMS AND CONDITIONS.
Effective date: 1st October, 2021
Under the terms of this End-User License Agreement for ORCOD (hereinafter “the Agreement”) concluded by and between ORCOD Chemistry (NIF: 40369762R) (hereinafter “Provider”) and you, a natural or legal person, (hereinafter “You” or the “End-User”), gives you the right to use the Software defined in Article 1 of this Agreement. This Software may be stored on a digital medium, sent by e-mail, downloaded from the Internet, downloaded from the Provider’s servers or obtained from other sources under the terms and conditions mentioned below. The articles specified in this Agreement are applicable to all ORCOD versions and all its updates.
The Provider remains the owner of the copy of the Software and of the physical medium on which the Software is supplied in commercial package, as well as all other copies that the End-User is authorized to make under this Agreement.
By clicking the “I Accept” option while installing, downloading, copying or using the Software, you signify your acceptance of the terms and conditions of this Agreement. If you do not agree to all the terms and conditions of this Agreement, discontinue the installation or download, destroy or return the software, installation media, accompanying documentation and purchase receipt to ORCOD Chemistry or the place where you purchased the Software.
YOU AGREE THAT USING THE SOFTWARE INDICATES THAT YOU HAVE READ THIS AGREEMENT, UNDERSTOOD IT, AND AGREE TO BE BOUND BY ITS TERMS AND CONDITIONS.
1. Software. In this agreement, the term “Software” refers to: (i) the ORCOD computer program and all of its components in any of their versions; (ii) all the content of the discs, CD-ROMs, DVDs, e-mail messages and attached documents, or any other medium that is linked to this agreement, including the object code of the ORCOD Software provided on a data medium, by e-mail or downloaded from the Internet; (iii) all written instructions and all documentation related to the Software, especially all descriptions of the Software, its specifications, all descriptions of the properties or operation of the Software, all descriptions of the operating environment where it is used, instructions of use or installation of the Software or all descriptions of use thereof (hereinafter, the “Documentation”); (iv) copies, repairs of possible errors, additions, extensions and modified versions of the Software, as well as updates of its components, if any, for which the Provider has granted a license to the End-User under Article 3 of this agreement. The Software is provided solely in the form of executable object code.
2. Installation. The Software supplied in a digital medium, sent by e-mail, downloaded from the Internet, downloaded from the Provider’s servers or obtained from other sources requires its installation. The End-User must install the Software on a properly configured computer that meets, at least, the requirements specified in the Documentation. No computer program or hardware that might adversely affect the Software may be installed on the computer on which the Software is installed.
3. License. Provided that the End-User has accepted the terms of this Agreement and comply with all the terms and conditions specified herein, the Provider will grant the following rights (the “License”):
(a) Installation and use. The End-User will have the non-exclusive and non-transferable right to install the Software on the hard disk of a computer or similar medium for permanent data storage, install and store the Software in the memory of a computer system and implement, store and display the Software.
(b) Provision on the number of licenses. The right to use the Software will be subject to the number of Active Users. An Active User refers to the installation of the Software and License validation on a computer system. It is not allowed to use the same License at the same time on more than one computer unless the license itself specifies it. The regular use of the Software will be authorized on one single computer and, in case the End-User wishes to frequently use it on a different one, the License activation from the new computer must be requested by following the procedures supplied by the Software. The Provider reserves the right to deny or delay the License reassignment, as well as to request additional information prior to applying the change.
(c) Duration of the License. The End-User has the right to use the Software for the period of time specified in the purchase and sale of the License that he had acquired. The validity of the License will be computed since the moment in which the Software is activated until the duration that the acquired License permits. The lack of use of the Software or the loss of the License key by the User, as well as the reassignment of that to a different IT system or any derived circumstance will never constitute a justification to extend the duration of the License beyond the strictly purchased one.
(d) Validity of the License. The License will automatically terminate at the end of its term. If the End-User does not comply with any of the provisions of this Agreement or the Provider detects evidences of fraudulent activity, the Provider may cancel it without prejudice to the rights or legal solutions available to it in these cases. In the event of cancellation of the License, the User must remove or destroy (at his own expense) the Software and all backup copies thereof. Upon termination of the License, the Provider will also have the right to revoke the End-User’s right to use the Software functions that require connection to the Provider’s or third-party servers.
(e) Loss of the License key. The Provider will not be responsible in case the User loses the License key to activate the Software, which will be sent to the User immediately after acquiring the License. In such circumstances, the User may request the Provider to send the key again through e-mail. In this sense, the Provider is not committed to do so under any deadline and reserves the right to deny or delay the delivery of the License key, as well as to request additional information prior to it in order to verify the User’s identity.
4. Exercise of the rights of the End-User. The rights of the End-User must be exercised in person, either natural or legal, or through fellow employees. The End-User has the right to use the Software only to secure his operations and protect the computer systems for which he has obtained a License.
5. Restrictions on rights. When using the Software, the activity of the End-User is limited by the following restrictions:
(a) The End-User may not copy, distribute, extract components, or create derivative versions of the Software. Nevertheless, the End-User may create one copy of the Software on permanent data storage media as an archival backup, provided that such backup is not active on any computer. Any other copies made of the Software will constitute a breach of this Agreement (Article 3 (b)).
(b) May not use, modify, translate, or reproduce the Software, or transfer the rights to use the Software or copies thereof in any way not expressly set forth in this Agreement.
(c) May not sell, sublicense, lease, rent or transfer the Software to third parties without the explicit consent of ORCOD Chemistry.
(d) May not reverse engineer, decompile or disassemble the Software, or attempt to obtain the source code of the Software in any other way. Moreover, any action, either tentative or effective, to apply the mentioned techniques and any behavior that is explicitly forbidden by law will constitute a breach of this Agreement.
(e) Agree that will only use the Software in a manner that complies with all applicable laws in the jurisdiction in which the End-User uses it, including, but not limited to, applicable restrictions related to Copyright and other intellectual property rights.
(f) Agree that will only use the Software and its features in a way that does not limit the ability of other End-Users to access these services. The Provider reserves the right to limit the scope of the services provided to individual End-Users, to activate the use of the services by the largest possible number of End-Users. The limitation of the scope of the services will also mean the complete termination of the possibility to use any of the functions of the Software and the deletion of the Data and information from the servers of the Providers or from the servers of third parties related to a specific function of the Software.
(g) Pledges to indicate in a visible way and correctly cite ORCOD Chemistry in any sort of publication of its own authorship when its content was produced by means of ORCOD program, either total or partially.
6. Copyright. The Software and all rights, including its property and intellectual property rights, are only attributable to ORCOD Chemistry and/or its licensors. They are protected by international treaty provisions and by all other applicable national laws of the country in which the Software is used. The structure, organization and code of the Software remain the trade secrets and confidential information of ORCOD Chemistry and/or its licensors. It is forbidden to copy the Software, except as specified in Article 5 (a). All copies that this Agreement allows the End-User to make must include the same Copyright and other proprietary notices that appear on the Software. If the End-User attempts to apply reverse engineer, decompile or disassemble the Software, or tries to obtain the source code of the Software in any other way, in breach of the provisions of this Agreement, all the information obtained will be automatically and irrevocably transferred to the Provider and will be fully owned by it since its origin.
7. Reservation of rights. TheProvider hereby reserves all rights to the Software, except for the rights expressly granted under the terms of this Agreement to the End-User of the Software (Articles 3 and 4).
8. Multi-language versions, software on dual media and multiple copies. In case the Software is compatible with several platforms or languages, or if the End-User obtained several copies of the Software, it is only allowed to use the Software for the number of computer systems and for the versions corresponding to the acquired License. The End-User may not sell, lease, rent, sublicense, loan or transfer any version or copy of the Software not used by himself.
9. Commencement and termination of the Agreement. This Agreement is effective from the date the End-User accepts its terms. The End-User can end this Agreement at any time. To do this, he must uninstall and permanently destroy at his own expense the Software, all backup copies, and all related materials provided by the Provider or its business partners. Beyond the form of termination of this Agreement, the provisions of Articles 6, 7, 10, 12, 20 and 22 will continue to apply for an unlimited time.
10. Statements of the End-User. The End-User acknowledges that the Software is provided on an “as it is” basis, without any express or implied warranty of any kind and to the maximum extent permitted by applicable law. Neither the Provider, its licensors, its affiliates or the holders of the Copyright may make any representation of warranty, express or implied, including, but not limited to, warranties of merchantability or fitness for a particular purpose or guarantee that the Software will not infringe a patent, intellectual property rights, trademarks or other rights. There is no guarantee of the Provider or any other party that the functions contained in the Software will meet the requirements of the End-User (either professional or technical of his IT systems) or that the operation of the Software will be uninterrupted or error free. The End-User assumes all responsibility and risk for choosing the Software to achieve the results that he desires and for the installation, use, and results he obtains from it. The End-User declares to be aware that a temporal test version is available under no cost to try the execution of the program before acquiring a commercial license.
11. No more obligations. This Agreement does not create obligations on the Provider and its licensors, aside from providing the rights to the End-User specified in this Agreement (Articles 3 and 4).
12. Limitation of liability. To the maximum extent permitted by applicable laws, in no case shall the Provider, its employees or its licensees be liable for loss of profits, income or sales, or for loss of data or costs incurred to obtain replacement products or services, for damages to property, personal damage, business interruption, loss of commercial information or for special, direct, indirect, accidental, economic, coverage, criminal, special or successive damages caused in any way, whether due to a contract, tort, negligence or other fact that establishes the occurrence of liability, supported due to the use or inability to use the Software, even in the event that the Provider, its licensors or its affiliates have been notified about the possibility of such damages. Since certain countries and jurisdictions do not allow the exclusion of liability, but may allow the limitation of liability, in such cases, the liability of the Provider, its employees, licensees, or affiliates will be limited to the price paid by the End-User for the License.
13. Nothing in this Agreement will prejudice the statutory rights of any party acting as a consumer, provided that it does not infringe the articles specified in this Agreement.
14. Technical support. ORCOD Chemistry or third parties authorized by ORCOD Chemistry will provide technical support at their own discretion, without warranty or representation. The End-User must create a backup copy of all existing data, software and program features prior to providing technical support. ORCOD Chemistry and/or third parties authorized by ORCOD Chemistry do not accept responsibility for damage or loss of data, property, software or hardware, or loss of profits due to the provision of technical support. ORCOD Chemistry and/or the third parties authorized by ORCOD Chemistry reserve the right to decide if the solution of the problem exceeds the scope of technical support. ORCOD Chemistry reserves the right to refuse, suspend or terminate the provision of technical support at its own discretion.
15. Transfer of License. The Software may be transferred from one computer system to another, unless this action violates the terms of this Agreement. If the terms of the Agreement are not violated, the End-User will only have the right to permanently transfer the License and all rights derived from this Agreement to another End-User with the consent of the Provider, subject to the following conditions: (i) that the Original End-User does not keep any copies of the Software; (ii) that the transfer of rights is direct, that is, from the original End-User to the new End-User; (iii) that the new End-User assumes all relevant rights and obligations of the original End-User under the terms of this Agreement; (iv) that the original End-User provides the new End-User with the Documentation that enables verification of the authenticity of the Software, as specified in Article 17.
16. Reimbursements. The acquisition of one or more licenses of the product does not attribute to the End-User the right of applying for a refund under no circumstance. Returns of ORCOD Chemistry products will not be accepted. When buying a commercial license, the End-User is assumed to know that a temporary costless trial license is available to evaluate ORCOD’s functioning in the working equipment or PC (prior to any payment). Therefore, the incompatibilities that may arise when executing the program do not constitute a reason to demand a refund (neither total nor partial) of the subscribed amount when acquiring the License.
17. Verification of the Authenticity of the Software. The End-User can demonstrate his right to use the Software in one of the following ways: (i) through a license certificate issued by the Provider or by a third party designated by the Provider; (ii) through a written license agreement, if such agreement has been established; (iii) through the presentation of an e-mail sent to the Provider where the details of the License are included.
18. Licenses for public authorities. The Software will be supplied to public authorities with the License rights and restrictions described in this Agreement.
19. Export and re-export control. The Software, the Documentation or its components, including the information on the Software and its components, are subject to import and export controls under the legal regulations issued by the governments responsible for issuing them according to the applicable legislation, as well as the restrictions on End-Users, end uses and destinations imposed by the governments of the corresponding countries. The End-User agrees to strictly comply with all import and export regulations, and acknowledges that he will be responsible for obtaining all necessary licenses to export, re-export, transfer, or import the Software.
20. Notices. All notices, the return of the Software and the Documentation must be managed with ORCOD Chemistry completely electronically through its website and official contact channels. Any communication that may be established between the End-User and the Provider will be entirely conducted in English or Spanish, thus exempting the Provider from any responsibility in case the User does not wish or cannot employ any of such languages.
21. Applicable law. This Agreement will be governed and interpreted in accordance with the legislation of Spain. In this Agreement, the End-User and the Provider agree that the principles of conflict of laws and the United Nations Convention on Contracts for the International Sale of Goods will not apply. The End-User expressly accepts that any dispute or demand derived from this Agreement with respect to the Provider or related to the use of the Software must be resolved through the Courts of Justice of Spain; the End-User also expressly consents to the exercise of jurisdiction in the mentioned Courts.
22. General provisions. If any provision of this Agreement is not valid or enforceable, it will not affect the validity of the other provisions of the Agreement, which will continue to be valid and enforceable under the conditions set forth herein. Revisions to this Agreement may only be made in writing and must be signed either by a representative authorized by the Provider or by a person expressly authorized to act on its behalf as established by the provisions of a power of attorney.
This is the entire Agreement between Provider and the End-User in relation to the Software and supersedes any prior representations, discussions, undertakings, communications or advertisements relating to the Software.