Commercial License Agreement for uiloos

1. License scope

1.1 uiloos hereby grants to the rightful acquirer of uiloos ("you") a right to use this software.

1.2 This license is personal. Only an authorized developer (or the authorized number of developers) may actually use the software.

1.3 It is expressly forbidden to:

  1. provide your license key of the software to third parties;
  2. sublicense the software or otherwise make available the software to third parties, including by rental, Software-as-a-Service models or otherwise;
  3. modify the software, except to the extent permitted by mandatory law;
  4. remove indications of uiloos as copyright holder of the software or to remove or render illegible any part thereof.

1.4 You may make a backup copy of the software. This backup copy may not be used or traded or distributed in any way, except in conjunction with the original software.

2. Intellectual property

2.1 All right, title and interest to the software, the accompanying documentation and all modifications and extensions thereto rest and remain with uiloos. You only have the rights and permissions explicitly granted to you by this agreement or granted in writing otherwise. You may not use, copy, distribute or publish the software in any other manner.

3. Consideration

3.1 The usage right is subject to payment of a recurring license fee for the term of this license agreement. You will be separately informed about the manner of payment by uiloos.

3.2 uiloos is entitled to adjust the recurring license fee once per calendar year. You will be informed of upcoming adjustments at least two months in advance.

3.3 You must register to use this software. During registration uiloos processes certain of your personal data. In addition to the data requested in the registration form the IP-address from which the registration is undertaken is recorded, as well as information regarding the software. This personal data is only used for the execution of the license agreement and related purposes such as the making of related offers or notifications of available updates.

3.4 Personal data will be deleted when it is no longer necessary for execution of this agreement, unless applicable law demands that the data is retained for a longer period. Consult the privacy policy of uiloos referred to during registration.

3.5 The software may be evaluated indefinitely, but the software additionally requires activation when deployed to production.

3.6 To complete activation after the evaluation period you must acquire a license key from uiloos. The documentation will inform you about the procedure.

3.7 When the subscription is cancelled, you may use your perpetual fallback version of the software indefinitely, but you no longer have access to the latest versions. The dashboard will inform your which fallback versions you may use. The perpetual fallback still limits the number of developers / domains that can use the software.

4. Updates

4.1 uiloos from time to time releases updates that address bugs or improve the functioning of the software.

4.2 To learn about the latest updates, consult the website of uiloos. No liability is accepted for any damage caused by bugs addressed in an update not installed by you.

5. Support

5.1 You are solely responsible for installation and usage of the software.

5.2 uiloos shall provide you with a reasonable level of support through its website and/or e-mail (or other communication channels announced to you). uiloos however does not guarantee that all requests for support or bug reports are taken into consideration.

6.1 Guarantees and liability

6.1 uiloos guarantees:

  1. it will use its best efforts to investigate any reported bugs as soon as is practical and to repair such bug or create a workaround (but may delay repairing bugs with limited impact until the next planned update);
  2. but nothing else.

6.2 Except in cases of intentional misconduct or gross negligence or the violation of a warranty granted above uiloos is not liable towards you, regardless of ground, for any damages in connection with uiloos.

6.3 No liability exists in case damages were not reported timely after discovery to uiloos. In addition no liability exists if the cause of damage is beyond the control of uiloos.

7. Term of the agreement

7.1 This agreement enters into force when you start use of the software and remains in force until terminated.

7.2 The agreement may be terminated by both you and uiloos at any time by providing one month's notice.

7.3 This agreement terminates automatically and immediately in case you enter into bankruptcy, apply for a suspension of payments, your assets are seized, you pass away, or in case you enter into liquidation, legal dissolution or winding-up.

7.4 After termination of the agreement (regardless of reason) you must cease all use of uiloos. In addition you must remove all copies (including backup copies)) of uiloos from all computer systems under your control.

8. Miscellaneous terms

8.1 Dutch law applies to this license agreement.

8.2 Unless dictated otherwise by mandatory law, all disputes arising in connection with this agreement shall be brought before the competent Dutch court for the principal place of business of uiloos.

8.3 A finding that any particular provision of this agreement is legally void shall not affect the validity of the entire agreement. In such a case the parties shall determine a replacement provision that is legally valid and approximates the intent of the offending provision as much as possible.

8.4 uiloos may assign its rights and obligations under this agreement to a third party that acquires the relevant business or the copyrights to uiloos from her.