This license does not authorize placement of a store based on the Program (SOTESHOP) on the Internet before payment of the license fee in full and before the Licensor assigns a personal LICENSE serial number.
For the purpose of this Agreement:
- Program – shall mean SOTEeSHOP software, exclusive of Libraries for Internet shop operation.
- Upgrades – shall mean further versions of the Program made available by the Licensor to the existing registered Licensees as part of the purchased term License or after payment of a fee specified in each consecutive Licensor’s price list.
- Internet Shop - shall mean Program available on the website designated with a separate internet address as the website of an enterprise or individual or selling goods or providing services via Internet.
- Documentation – shall mean software documentation with installation and operation manual, delivered by the Licensor in electronic form together with the Program.
- Libraries – shall mean source codes not created by the Licensor and used in various parts of the Program.
- The Licensor hereby declares that the Licensor is the sole and independent author of the Program and thus the Licensor has exclusive copyrights thereto, as provided for in the Act of Copyright and Related Rights of 4 February 1994.
- The Licensor hereby declares that the Libraries are used in the Program according to their license and the Licensor is authorized to use the same and sell the licence for the Program which makes use of such Libraries.
- The subject matter hereof is to grant a license (transfer of rights) for one copy of the basic version of the Program.
- This License in non-exclusive.
- The license is granted only for the period for which the fee was paid (e.g. for 1 year or 1 month).
- The Licensee is not obliged to extend the License for another period or inform the Licensor about the lack of intention to extend the License.
- If the License is not extended, it will be deactivated, which means that the Program cannot be used any longer.
- Licensees who previously used the Program on a different basis, after switching to a Term License, are subject to the same terms as all users of Term Licenses.
- The price that the Licensee is obliged to pay in exchange for granting the License, as well as the method of payment, are specified in the price list on the website: www.soteshop.com
- The License shall not cover rights to Program Upgrades created after signing hereof.
- The Licensee may download update packages provided by the Licensor free of charge in the event of detecting defects in the Program during the warranty period and update packages provided by the Licensor under a term license.
- An Upgrade may be obtained on condition that the Program owned by the Licensee has been previously registered.
- After using the Update, the Licensee may not use the older version of the Program to which he previously had rights, nor transfer the rights to the older version of the Program to other persons.
- The software pricelist, registration forms and order forms are available at www.soteshop.com.
- Updates may affect the scope of the program's functionality. The licensor reserves the right to withdraw selected functionalities in subsequent versions of the program for technological or other important reasons.
- SOTE’s copyrights to the program include the entire Program code, applied technological solutions, arrangement and selection of elements on the website, layout of sites, all Program descriptions, catalogue structure, all data structures.
- Any reproduction of solutions and elements applied in the program and shops based on the program is prohibited. In particular, it is prohibited to make copies of a shop operating on the basis of the Program using software of a third party.
- The Licensee may use the Program on more than one PC station or transfer it from one station to another.
- Using one copy of the Program, the Licensee may operate only one internet shop.
- The Licensee may operate an internet shop other than the Internet Shop originally registered as Program user on condition of prior ceasing of the use of the program in the originally registered Internet Shop and notifying the Licensor thereon. Such notification shall be made in writing and delivered to the Licensor by registered mail.
The License granted under clause 1 includes the following:
- a) right to use the program solely for the Licensee's own use, as provided for in the Documentation,
- b) right to make any number of copies of the Program for archival purposes or as back-up copies, save as provided for in Art. 5 (2), on any data carrier,
- c) right to modify the source code of the program for own purposes, save as provided for in Art.8,on the basis of one Program copy owned,
- The License does not include making available, free of charge or against consideration, to a third party not registered as a user of the Program version submitted for use or to a third party not registered as the user of a former version of the program for the purpose of using, examining or testing the same in an internet shop other than the Shop of the authorized Licensee.
- The Licensee may assign the rights under this Licence to another person, however in such case the Licensee shall loose the right to use the Program in the Licensee’s Internet Shop. In such case the Licensee shall be obliged to stop using the Program in such Internet Shop.
- If the Licensee continues to operate the Internet Shop, it shall be presumed that the Licensee still uses the assigned Program.
- In the event described in clause 1, any and all rights hereunder shall be assigned to the buyer only if such buyer makes a statement in writing to the effect that he/she accepts the provisions contained in this Agreement. For the assignment to be effective, such statement shall be delivered by registered mail.
- In case of assignment of rights to the Program which was modified by the Licensee, such modified Program may not bear any Licensee’s trademarks.
- Should such modification be so irrelevant that it ensures proper operation of the Program, the Licensor may cancel the restriction contained in the previous clause.
- In each case, the Licensee shall be obliged to inform the Licensor on any assignment of a modified Program.
- The Licensee may not assign the rights under this Licence on temporary basis.
- The Program code is not publicly known and the Licensor shall make available part of the source code of the Program selected at the Licensor’s discretion in a non-coded form.
- The Licensee may not make the Program code available in part or as a whole to third parties. If the licensee seeks a third party to modify the Program code the licensee is obligated to inform this third party of the prohibition to release the code publicly.
- The Licensor may seek compensation from the Licensee for losses incurred as a result of intentional making the Program code available to third parties by the Licensee.
- In the case where the Licensee has modified the Program code the Licensor does not hold any responsibility for faults in the functioning of the Program and the Licensee forfeits all rights covered by the guarantee.
- The Licensor warrants proper operation of the program for the period of 12 months, starting from the date of purchase by the Licensee of the rights to use the Program copy, provided that the program is used in accordance with the Documentation.
- The Licensor hereby declares that the Program performs the functions listed in the enclosed Documentation. If within the period of 90 days following the disposal of rights to the Program copy it occurs out that the program fails to perform the above mentioned functions, the Licensor undertakes to remedy such defect in the Program, save as provided for in Art. 8, Art. 9 and Art. 11 (3).
- If such defect may not be remedied, the Licensor shall be obliged to return the payment made by the Licensee. In such case, the Licensor shall be entitled to recover the Program copy along with the attached Documentation.
- Should the Program copy delivered to the Licensee be defective, the Licensor shall be obliged to deliver a new Program copy in exchange for the returned defective copy.
- If the Program is used by the Licensee in a manner consisting in placing the same, under a separate agreement, on the Licensor’s server, the Licensor shall be held fully liable for compatibility of the program with other programs installed on the server and for any disturbances in its operation, if any, resulting from the Licensor's administration of the Program and the website served by the program.
- Should the Program be installed on a server other the Licensor's server, the Licensor shall not be liable for any losses arising out of improper administration of the Program or computer network wherein it is used.
- In the case of the detection any faults in the operation of the Program resulting from defects existing in each and every copy thereof (e.g. defects of the source code), the Licensor shall be obliged to:
- a) remedy the defect causing such fault without unreasonable delay, or
- b) deliver to the Licensee, free of charge, an upgrade package against return of a defective Program version.
- The choice between the above two forms of defect remedying as indicated in previous clause under a) to b) shall be made by the Licensor at its own discretion.
- The time limit for remedying the defect shall depend on the nature of the defect and difficulty in its remedying. The Licensor undertakes to take necessary measures within 7 days after the date of being notified of the defect.
- The Licensor shall be held liable for damages caused by improper operation of the Program up to the amount of the price of its basic version according to the price list applicable as at the date of such damage occurrence.
- The provisions of clause 1 shall not apply, in cases where:
- a) the Program copy has been modified by a person other than the Licensor, or
- b) the damage results from improper Program administration on a server other than the Licensor’s server.
- The Licensor shall be furthermore liable for damages caused by the Licensor’s intentional fault or gross negligence.
- Except for the events listed in clauses 1 and 3, the Licensor shall not be held liable for any damage incurred by the Licensee as a result of the Program being used, in particular for loss of profits due to its temporary improper operation.
- The Licensee who is the Program user shall be obliged to place on its website whereon the Internet Shop is operated information that the Shop uses the Licensor's software, by placing the following on each site of the Shop:
- a) visible inscription:
- b)a direct link to the Licensor’s website.
- Should the obligations under clause 1 above not be fulfilled, the Licensee shall lose the licence to use the Program.
- The Licensor may not base its claims under clauses 1-2 solely on the fact that the information provided on the website contains an outdated internet address.
The Licensor shall not be obliged to develop Program Upgrades except for those which are necessary for its proper operation.
Should any third party raise any claims against the Licensee as to the copyrights, the Licensee shall be obliged to notify the Licensor forthwith, providing the data of such third person so as to make it possible to evidence the Program copyright and defend its rights by the Licensor.
- Should the Licensee act contrary to the provisions of Art. 4 clause 3, Art. 5 clauses 2-3, Art. 6 clause 2, Art. 7 clauses 1 and 4 or Art. 1 hereof, the Licensee shall be obliged to pay to the Licensor the following liquidated damages:
- a) EURO 500.00 (in words: five hundred euro), however not less than the value of the price for the basic Program version determined in accordance with the Licensor's price list as at the date of disclosing such unlawful actions of the Licensee.
- b) EURO 250.00 (in words: two hundred and fifty euro) in case of minor breach.
- The Licensor may however claim that the damage resulting from the Licensee’s actions contrary to the provisions of Art. 4 clause 3, Art. 5 clauses 2-3, Art. 6 clause 2, Art. 7 clauses 1 and 4 or Art. 8 clause 1 be redressed if the amount of such damage exceeds the values indicated in the clause hereinabove.
Any amendment hereto shall not be valid unless made in writing.
Should any provision hereof be found invalid or unenforceable for reasons not attributable to the Licensor, other provisions hereof shall remain valid and enforceable and the Parties agree to arrange their relations and mutual interests so as to attain the purposes defined in this Agreement by other means, in accordance with the law and in an enforceable manner.
- The Parties hereto declare that they are willing to settle any possible disputes arising from this Agreement amicably.
- Should such amicable settlement be impossible, the court competent for claims resulting from this Agreement shall be the Court having jurisdiction over the Licensor’s seat.