XENIOUS SOFTWARE LICENSE AND NON DISCLOSURE AGREEMENT
This License and Non Disclosure Agreement ("Agreement") is a legal agreement between you and Xenious Software Private Limited. ("Xenious Software") with its principal business located at First Floor, Western Heights - II , Near Apex High School, Samtha Colony, Tolichowki, Hyderabad – 500008, Telangana India. for the licensing of the Opencart Mobile Application software and add-on modules, which includes computer software and any associated media ("Software").
Software its source code and files are original works exclusively owned by Xenious Software and subject to copyright laws and international copyright treaties, as well as other intellectual property laws and treaties.
Any and all intellectual property rights in the Software, including the original works, or parts thereof, in any form, are and shall remain the exclusive property of Xenious Software and/or its licensors. Nothing in this Agreement intends to transfer any such intellectual property rights to you. You will not take any action to jeopardize, limit or interfere with Xenious Software's rights.
Subject to the terms of this Agreement, Xenious Software hereby grants you a limited, personal, non-exclusive, non-sublicensable, non-assignable license to download, build, install and use the Software on only one domain name extension (e.g. .com, .net, or .org). You may not rent, lease, sublicense, sell, assign, pledge, re-sell, transfer or otherwise dispose of the Software in any form, on a temporary or permanent basis, without the prior written consent of Xenious Software. License transfer or purchase of "second hand" licenses must be requested to Xenious Software and you as the new license holder will use the transferred license on your own risk. Xenious Software reserves the right to refuse transfers and to revoke licenses with no funding connected to at their sole discretion.
Xenious Software may, but is not obligated to, provide you with updates or upgrades to the Software for free or subject to the payment of additional license fees. By installing, copying or otherwise using such update or upgrade, you agree to be bound by the terms of this Agreement with respect to such update or upgrade.
A license is valid only in relation to the designated license owner stated at the time of purchase of the license and any request for transfer of ownership must be made in writing to Xenious Software for consideration.
If the license is purchased by a registered company and no specific person is designated as the license owner, then the license owner will be deemed to be the then current CEO of the company.
A company which is not registered at the time of purchase must name a designate of license ownership. If the company fails to do so, the license will not be valid.
By using the Software, you agree to comply all legal obligations, including but not limited to obligations imposed by copyright, trade secrets, defamation, decency, privacy, security and export laws and any other applicable laws, regulations and policies that may apply.
The text, sounds, pictures, photos, video, software and/or any other type of information ("Content") or communications spread by the use of the Software is entirely the responsibility of the person or entity form whom such Content originated. The Content is not reviewed, controlled, examined, verified or endorsed by Xenious Software in any way. You acknowledge and agree that you are solely responsible for any Content that you upload, submit, post, transmit or display through the Software and that Xenious Software is not responsible to you or any third party for any Content that is uploaded, submitted, posted, transmitted or displayed through the Software by you or any other user of the Software.
You agree that you shall not upload, submit, post, transmit or display through the Software any Content that is subject to any third party intellectual property rights, unless you have a license or specific permission from the owner to upload, submit, post, transmit or display through the Software such third party content.
YOU AGREE TO INDEMNIFY, DEFEND AND HOLD XENIOUS SOFTWARE HARMLESS FROM AND AGAINST ANY AND ALL LIABILITY AND COSTS, INCLUDING REASONABLE ATTORNEYS' FEES INCURRED, IN CONNECTION WITH OR ARISING OUT OF YOUR (A) VIOLATION OR BREACH OF ANY TERM OF THIS AGREEMENT OR ANY APPLICABLE LAW OR REGULATION, WHETHER OR NOT REFERENCED HEREIN, OR (B) VIOLATION OF ANY RIGHTS OF ANY THIRD PARTY, OR (C) USE OR MISUSE OF THE SOFTWARE.
THE SOFTWARE IS LICENSED TO YOU "AS IS" AND ANY USE OF THE SOFTWARE IS AT YOUR OWN RISK. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, XENIOUS SOFTWARE DISCLAIM ALL WARRANTIES AND CONDITIONS, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT. XENIOUS SOFTWARE FURTHER DOES NOT WARRANT OR REPRESENT THAT THE SOFTWARE WILL ALWAYS BE AVAILABLE, ACCESSIBLE, UNINTERRUPTED, SECURE, COMPLETE AND ERROR-FREE.
THE SOFTWARE IS OFFERED ON THE EXPRESS UNDERSTANDING THAT XENIOUS SOFTWARE SHALL HAVE NO LIABILITY IN CONNECTION WITH OR ARISING FROM YOUR USE OF THE SOFTWARE. YOUR ONLY RIGHT OR REMEDY WITH RESPECT TO ANY PROBLEMS OR DISSATISFACTION WITH THE SOFTWARE IS TO IMMEDIATELY UNINSTALL AND CEASE USE OF SUCH SOFTWARE.
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL XENIOUS SOFTWARE BE LIABLE FOR ANY SPECIAL INCIDENTAL, INDIRECT OR CONSEQUENTIAL DAMAGES WHATSOEVER, INCLUDING BUT WITHOUT LIMITATION DAMAGES FOR LOSS OF PROFITS, BUSINESS INTERRUPTION, CORRUPTION OF FILES, LOSS OF BUSINESS INFORMATION OR ANY OTHER PECUNIARY LOSS) REGARDLESS OF CAUSE OR FORM OF ACTION, INCLUDING CONTRACT TORT OR NEGLIGENCE, ARISING OUT OF THE USE OF OR INABILITY TO USE THE SOFTWARE, EVEN IF XENIOUS SOFTWARE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
Xenious Software accepts no responsibility for APP content and any complaints received from any third party may result in license suspension or revocation if the matter cannot be resolved. This action is at the sole discretion of Xenious Software and is intended to offer both parties time for reflection or advice, and license reinstatement is also at the sole discretion of Xenious Software and not a judgment of the circumstances. Xenious Software will comply with any requirement from any Court of Jurisdiction.
Xenious Software has the right to update the license to correct any misspelling, dislocation or to add any new terms etc.
If needed to run a test site only for development purposes clients may run the site in a folder, sub-domain or localhost and connect the mobile app with these test installation. Here are some examples:
1) http://www.yoursite.com/dev/ or http://www.yoursite.com/development/ (Live Development Server)
2) http://dev.yoursite.com/ or http://development.yoursite.com/ (Live Development Server)
3) http://localhost/ or http://127.0.0.1 (Local Server)
4) http://188.8.131.52/ (IP to Your Development Server)
One test site per license, for development purposes, may be installed and run on a sub domain or folder of the licensed domain.
This Agreement will remain effective until terminated by either Xenious Software or you as set out herein. You may terminate the Agreement with immediate effect at any time. Without limiting other remedies, Xenious Software may limit, suspend, or terminate this license and your use of the Software with immediate effect, automatically and without recourse to the courts, if we think that you are in breach of the Agreement, creating problems, legal liabilities (actual or potential), infringing someone else's intellectual property rights, engaging in fraudulent, immoral or illegal activities, or for other similar reasons. Xenious Software shall effect such termination by providing notice to you to the email address you have provided.
Upon termination of this Agreement (a) all licenses and rights to use the Software shall immediately terminate; (b) you shall immediately cease any and all use of the Software; and (c) you will immediately remove the Software from all hard drives, networks and other storage media and destroy all copies of the Software in your possession or under your control.
Xenious Software is allowed at its sole discretion to assign the Agreement or any rights hereunder to any third party, without giving prior notice.
The Agreement shall be governed by and interpreted in accordance with the laws of India, without reference to its conflict of law principles, and shall be subject to the jurisdiction of the courts of India.
Xenious Software reserves the right to modify this Agreement or the terms of its policies at anytime.
Please see below for further information.
Refunds are based on Software failure, NOT server issues or lack of features. Refunds CANNOT be issued in cases where your server does not have MySQL or PHP properly installed and configured. Refunds are provided ONLY AFTER our tech has assisted in your installation and the Software fails to function fully. Xenious Software will determine if a refund is necessary based on individual situations.
REFUNDS ARE NOT AVAILABLE AFTER 1 MONTH FROM PURCHASE DATE.
REFUNDS ARE NOT PROVIDED if a client has NOT fully evaluated the Software demo prior to purchase.