Subscription-Based – End User License Agreement.####Please read the agreement carefully and completely before clicking ‘I Accept’ as that indicates your acceptance of all terms and conditions of this agreement. If you do not agree with any of the terms and conditions you can opt-out with – ‘I Decline’##Trial Subscription: You may avail trial of Software for a duration of 30 calendar days from the date of first access. Registration information and other data submitted during the trial will be disclosed to SFDC (aka; Salesforce Dot Com) and may be used by SFDC as per their Privacy Terms (Please refer, SFDC Privacy Policy @ http://www.salesforce.com)##License Grant: Subject to the terms and conditions of this Agreement (hereinafter “Agreement”) and subject to payment of applicable license fees (Hereinafter “Subscription Fee”), Orektic Solutions LLP, an entity registered in India (Hereinafter “Orektic”), grants to you;##A limited##Non-exclusive and##Non-transferable license##to use object code of the software and its accompanying documentation (Hereinafter collectively referred as “Software”) for internal business purposes only during the defined subscription period (Hereinafter “Subscription Period”) for a such number of users for which corresponding fee has been paid (Hereinafter “Permitted Users”).##This Agreement will also govern any updates/upgrades to the Software provided by Orektic that replace and/or supplement the original Software unless such upgrades are accompanied by a separate license, in which case the terms of that license will govern. ##Subscription Period. The Subscription Period for the Software will begin on the day you order for the Software for a Subscription Period and for such Permitted Users by payment of Subscription Fee. Your subscription to the Software will automatically renew for a new Subscription Period upon your payment of the new Subscription Fee. Orektic reserves the right to change the Subscription Fee for any renewal Subscription Period. Each new Subscription Period will be subject to the same terms and conditions set forth in this Agreement, which may be updated by Orektic from time to time. Updates to the terms of this Agreement can be found on your customer portal. ####End of your Subscription Period. You agree that Orektic may disable the Software, either by operation of Software or by remote command from Orektic, at the end of the Subscription Period if you have not paid the Subscription Fee to renew your subscription to the Software.####Maintenance. Standard maintenance and support are included in your Subscription Fee. Orektic will make reasonable efforts to notify you when updates to the Software are available in your customer portal. Customization maintenance and support will be made available as per Orektic’s Services Agreement to be mutually discussed and agreed upon between Parties.####Restrictions on License Grant: ####The license granted to the Software is personal to you (User-wise) and must not be shared, sublicensed, or used on behalf of third parties. ####You agree not to modify, adapt, or translate the Software. You also agree not to reverse engineer, decompile, disassemble or otherwise attempt to discover the source code of the Software.####Your data and customized services, while hosted on the SFDC system will be governed by SFDC privacy policy, terms of use, embedded edition restriction, and product-specific terms specified by SFDC (Please refer policies and terms @ http://www.salesforce.com)####Intellectual Property Rights: Orektic owns the copyright and other intellectual property rights inclusive of moral rights in Software. Trade Names and Trademarks (Hereinafter ‘Trademarks’) shall be used in accordance with accepted trademark practice, including identification of the trademark owners’ names. Except as expressly stated herein, this Agreement does not grant you any intellectual property rights in the Software. ####Limited Warranty: Orektic warrants to you that the Software will perform substantially in accordance with the documentation when used with recommended configurations. Your exclusive remedy and Orektic’s entire liability under this limited warranty shall be limited, at Orektic’s option, to either the repair or replacement of Software or the refund of Subscription Fee for the then current Subscription Period. ####Disclaimer: Except as provided in section 4 above, the software is provided “as is” without any warranty whatsoever. To the extent permissible by local law, Orektic disclaims all other warranties, express, implied, or statutory, regarding the Software and Services, including any warranties of merchantability, fitness for a particular purpose, title, and non-infringement. ####Limitation of Liability: In no event, Orektic will be liable for any damages, claims, or costs whatsoever or any indirect, consequential, special, exemplary, or incidental damages (including but not limited to lost profits, loss of goodwill or labor costs, or lost savings ) even if an Orektic representative has been advised of the possibility of such loss, damages, claims or costs or for any claim by any third party. Orektic’s aggregate liability in connection with this Agreement shall be limited to the amount paid for Software if any.####Termination: This Agreement shall remain in effect for the duration of the Subscription Period and its subsequent timely paid renewals. However, Orektic reserves the right to terminate this Agreement with immediate effect without any notice if you fail to comply with any provisions of this Agreement. Upon termination, you must cease use of Software and destroy all copies of the Software. In the event of termination for cause by Orektic, you will not be entitled to refund of any portion of the Subscription Fees.####Governing Law: This Agreement and the obligations of the Parties hereunder will be interpreted, construed, and enforced in accordance with the Indian laws. Any legal action to enforce or interpret any provisions of this Agreement shall be initiated only in Pune Courts in India. ####Severability: If any part of this Agreement is found void and unenforceable, it will not affect the validity of the balance of the Agreement, which shall remain valid and enforceable according to its terms.####Integration: This Agreement, together with all Exhibits and Schedules, constitutes the entire agreement among the Parties pertaining to its subject matter. This Agreement supersedes any prior oral or written promise or representation, oral or written agreement, or undertaking among the Parties with respect to the subject matter of this Agreement, but shall not amend, modify, supersede or in any way affect any other agreement or understanding among the Parties or their Affiliates that do not relate to the subject matter of this Agreement. Orektic reserve right to modify the terms and conditions of this Agreement with reasonable prior notice to Permitted Users.
