Under this End User License Agreement (the "Agreement"), Piris (the "Vendor") grants the user (the "Licensee") a non-exclusive and non-transferable license (the "License") to use Piris API (the "Software").
“Software" includes the executable computer programs, any related printed, electronic, and online documentation, any on-demand software-as-a-service (SaaS) or API service operated by Piris and accessible to customers via the internet.
Title, copyright, intellectual property rights, and distribution rights of the Software remain exclusively with the Vendor. Intellectual property rights include the look and feel of the Software. This Agreement constitutes a license for use only and does not transfer ownership rights to the Software.
The rights and obligations of this Agreement are personal rights granted to the Licensee only. The Licensee may not transfer or assign any rights or obligations under this Agreement to any other person or legal entity. The Licensee may not make the Software available for use by third parties.
The Software may not be modified, reverse-engineered, or decompiled in any manner using current or future technologies.
Failure to comply with the terms under this License section will be considered a material breach of this Agreement.
The original purchase price paid by the Licensee constitutes the entire license fee and is the full consideration for this Agreement.
The Software is provided by the Vendor and accepted by the Licensee "as is." The Vendor's liability is limited to a maximum of the original purchase price of the Software. The Vendor is not liable for any general, special, incidental, or consequential damages, including but not limited to loss of production, profits, revenue, data, or any other business disadvantage suffered by the Licensee due to the use or failure of the Software.
The Vendor makes no express or implied warranties regarding the Software's fitness for a particular purpose or its suitability for the Licensee’s specific requirements.
The Vendor does not warrant that use of the Software will be uninterrupted or error-free. The Licensee acknowledges that software in general is prone to bugs and flaws within an acceptable industry-determined level.
The Vendor warrants and represents that it holds the copyright to the Software and that granting this License does not violate any agreement, copyright, or applicable statute.
All terms, conditions, and obligations of this Agreement will be deemed accepted by the Licensee ("Acceptance") upon registration of the Software with the Vendor.
Subject to this Agreement's terms and conditions, and upon receipt of applicable fees, Piris grants the Licensee a non-exclusive, non-transferable, non-sublicensable license to access and use the Software during the applicable Subscription/Order Term. The Licensee's access and use are limited to the quantity specified in the applicable Order.
This Agreement will be terminated and the License forfeited if the Licensee fails to comply with any of its terms. Upon termination, the Licensee must destroy or return the Software to the Vendor.
The Vendor is not liable to the Licensee if it is unable to fulfill its obligations due to Force Majeure events, such as natural disasters, war, or other unforeseen and uncontrollable circumstances.
This Agreement is governed by and enforced under the laws of the Province of Ontario. The parties submit to the jurisdiction of Ontario courts for disputes related to this Agreement.
This Agreement can only be modified in writing and signed by both parties.
This Agreement does not create or imply any agency or partnership relationship between the Vendor and the Licensee.
Headings are for convenience only and are not to be considered in interpreting this Agreement. Singular words include the plural and vice versa. Masculine, feminine, and neutral gender terms are interchangeable.
If any part of this Agreement is deemed invalid by a court, it will be reduced in scope as necessary to remain enforceable, and the remaining provisions will remain unaffected.
This Agreement constitutes the entire understanding between the parties. Any previous agreements or representations are null and void unless included in this Agreement.
All notices under this Agreement must be sent to:info@piris.ai