condições & condições
IMPORTANT – PLEASE READ THIS END USER AGREEMENT (THE “Terms and Conditions”) CAREFULLY BEFORE ATTEMPTING TO DOWNLOAD OR USE ANY SOFTWARE, DOCUMENTATION, OR OTHER MATERIALS MADE AVAILABLE THROUGH THIS WEB SITE (prodalist.com). THIS AGREEMENT CONSTITUTES A LEGALLY BINDING AGREEMENT BETWEEN YOU OR THE COMPANY WHICH YOU REPRESENT AND ARE AUTHORIZED TO BIND (the “Licensee” or “You”), AND inDiscus sas (the “Editor”). BY PURCHASING, DOWNLOADING, INSTALLING OR OTHERWISE USING THE WEBSITE OR SOFTWARE MADE AVAILABLE BY THE EDITOR THROUGH THIS WEB SITE, YOU ACKNOWLEDGE (1) THAT YOU HAVE READ THIS AGREEMENT, (2) THAT YOU UNDERSTAND IT, (3) THAT YOU AGREE TO BE BOUND BY ITS TERMS AND CONDITIONS, AND (4) TO THE EXTENT YOU ARE ENTERING INTO THIS AGREEMENT ON BEHALF OF A COMPANY, YOU HAVE THE POWER AND AUTHORITY TO BIND THAT COMPANY
For purposes of this Agreement,
“Software” covers both:
- the Demo version of the prodalist software
- the different paid versions of the prodalist software (3 versions at time of writing)
“Upgrades and Support” covers optional service packages related to the Software above, whether sold separately or not
“Output Documents” covers documents produced or processed by the Software. This includes but is not limited to pdf files, images files.
“WebSite” covers the prodalist.com website
When indicated, Terms & Conditions below apply either to the Website or to the Software or to both
Applicable to both the WebSite & the Software
The prodalist software & the prodalist.com site are edited & property of inDiscus sas, a registered company at the RCS of Nimes (France) under the SIREN: 823 748 249, of shared capital of 10.000€, having office at: inDiscus, Batiment Innov’Alès – 14 boulevard Charles Peguy, 30319 ALES Cedex, FRANCE. The prodalist.com website is hosted by Siteground, with Fabrice Pin as legal Director of Publication. The prodalist.com website is not registered at CNIL, as it does not contain any end-user registration nor user data. Any legal or privacy concern should be reported via the contact form.
inDiscus sas is referred here below as the “Editor”.
2. Acceptance of our Terms
By visiting, viewing, accessing or otherwise using any of the Site or the Software contents, informations or services, you agree to be bound by the following Terms and Conditions. If you do not want to be bound by our Terms and Condition, your only option is not to visit, view, install or otherwise use the Site and/or the Software. You understand, agree and acknowledge that these Terms and Condition constitute a legally binding agreement between you and the Editor, and that your use of the Site and/or the Software shall indicate your conclusive acceptance of this agreement.
3. Business to Business only
You agree and acknowledge that you access, view and operate the Site and the Software as a Professional only and you fulfill all related practices and you operate under related Laws.
4. Provision of Services
You agree and acknowledge that the Editor is entitled to modify, improve or discontinue any of its services at its sole discretion and without notice to you even if it may result in you being prevented from accessing any information contained in it. Furthermore, you agree and acknowledge that the Site, the Software or Editor are entitled to provide services to you through subsidiaries or affiliated entities.
5. Proprietary Rights
You acknowledge and agree that the Site and the Software are copyrighted to inDiscus sas and may contain proprietary and confidential information including texts, images, drawings, 2D & 3D files, trademarks, service marks and patents protected by intellectual property laws and international intellectual property treaties. Providing you have a valid Paid License, the Editor authorizes you to:
- view and make a single copy of portions of the WebSite content for offline, personal, non-commercial use. WebSite content may not be sold, linked, reproduced, or distributed without Editor’s written permission.
- use the Software as per specific License Terms and Conditions below
Any third-party trademarks, service marks and logos are the property of their respective owners. Any further rights not specifically granted herein are reserved.
5.1. WebSite illustration images special case: unless directly related to the Software Graphic User Interface (GUI) or to the provided project samples, all general purpose illustration images are copyrighted and used under license of 123RF (123rf.com) and their respective authors.
6. Termination of Agreement
The Terms of this agreement will continue to apply in perpetuity until terminated by either party without notice at any time for any reason. Terms #5 are to continue in perpetuity, shall be unaffected by the termination of this agreement.
7. Disclaimer of Warranties
You understand and agree that your use of the Site or the Software is entirely at your own risk and that our services are provided “As Is” and “As Available”. The Editor does not make any express or implied warranties, endorsements or representations whatsoever as to the operation of the Site or the Software information, content, materials or products. This shall include, but not be limited to, implied warranties of merchantability and fitness for a particular purpose and non-infringement, and warranties that access to or use of the Site, Software or Support will be uninterrupted or error-free or that defects in the products or service will be corrected.
8. Limitation of Liability
You understand and agree that the Editor and any of its subsidiaries or affiliates shall in no event be liable for any direct, indirect, incidental, consequential, or exemplary damages. This shall include, but not be limited to damages for loss of profits, business interruption, business reputation or goodwill, loss of programs or information or other intangible loss arising out of the use of or the inability to use the service, or information, or any permanent or temporary cessation of such service or access to information, or the deletion or corruption of any content or information, or the failure to store any content or information. The above limitation shall apply whether or not the Editor has been advised of or should have been aware of the possibility of such damages. In jurisdictions where the exclusion or limitation of liability for consequential or incidental damages is not allowed the liability of the Editor is limited to the greatest extent permitted by law.
9. External Contents & Services
Whether in the Site or in the Software, the Editor may include hyperlinks to third-party websites or access to third party services. You acknowledge and agree that the Editor is not responsible for and does not endorse any advertising, products or resource available from such external resources or websites. These products, informations or services, whether they are free or not, may change or disappear at any time and does not entitled to any refund or right from the Editor.
10. No Refund Policy
You acknowledge to have checked the Software & Hardware requirement on the Site, to have downloaded the Demo Software and used it up to 30 days and have checked it suits your needs before any purchase. For these reasons, so as the “Business only” clause hereabove, so as the intangible nature of the Software, you expressly agree under French article “L121-20-2 of Code of Consumption” that no refund will take place once the final Software serial code will have been issued & sent to you.
11. No Assignment
You may not assign, sublicense, sub-contract, or otherwise transfer this Agreement, or any rights or obligations under it, without the Editor’s prior written consent.
12. Force Majeure
Neither party shall be deemed in default of this Agreement if failure or delay in performance is caused by an act of God, fire, flood, severe weather conditions, material shortage or unavailability of transportation, government ordinance, laws, regulations or restrictions, war or civil disorder, or any other cause beyond the reasonable control of such party.
You expressly understand and agree to submit, in French language, to the personal and exclusive jurisdiction of the Court of the city of Nimes (France) to resolve any legal matter arising from this agreement or related to your use of The Site or the Software. If the court of law having jurisdiction, rules that any provision of the agreement is invalid, then that provision will be removed from the Terms and the remaining Terms will continue to be valid.
14. Entire Agreement
You understand and agree that the above Terms and Conditions constitute the entire general agreement between you and the Editor. You may be subject to additional Terms and Conditions when you use, purchase or access other external services, third-party content or material.
15. Changes to the Terms
The Editor reserves the right to modify these Terms and Conditions from time to time at its sole discretion and without any notice. Changes to our Terms and Conditions become effective on the date they are posted and your continued use of the Site and/or the Software after any changes to Terms and Conditions will signify your agreement to be bound by them.
Additionally, applicable to the Website
You can delete any cookies already stored on your computer or set your browser in order to refuse any new one, but these may stop our website from functioning properly.
Additionally, applicable to the Software
This is a license agreement and not an agreement for sale.
17. Software License
17.1 License Grant.
Subject to the terms and conditions set forth in this Agreement, the Editor hereby grants to Licensee and Licensee hereby accepts, a limited, non-transferable, perpetual, non-exclusive license (the “License”) to use the computer software identified as prodalist and any updates, upgrades, modifications and error corrections thereto provided to Licensee and any accompanying documentation solely as specified in this Agreement. You are granted either a Demo License pursuant to Section 18 or one of the Paid License with optional Updates and Support pursuant to Section 19. Which version of the License applies (i.e., Demo License or one of the versions of Paid License with optional Updates and Support) is determined at the time of the License purchase.
17.2 Scope of Use.
The Software is licensed, not sold, on a per-seat basis. The number of computer machines with the Software installed cannot, at any given time, exceed the number of License You have purchased from the Editor hereunder. In the same manner, the number of concomitant users cannot, at any given time, exceed the number of License You have purchased. It is expressly forbidden to install the Software on a computer acting as a server to various users.
18. Demo License
18.1 License Grant. If You download the Software and received a free Demo License, then, subject to the Terms and Conditions set forth in this Agreement, Licensor hereby grants to Licensee and Licensee hereby accepts a license for evaluation purposes only. You are authorized to install, copy, and use the Software for the sole purpose of testing its functionality. You are not allowed to produce Output Documents for commercial or productive purpose. The Demo Software may be restricted in functionalities compared to a Paid License & contains some “DEMO” watermarking in the Output Documents. The term of the Demo License shall be thirty (30) days from the date on which You obtained the License, during which, You will receive Demo support, as described in further details below.
18.2 Demo Support.
18.2.1 Support: the Editor will provide any reasonable help for you to use the Software. Support is provided primarily by website and emails. Phone, Skype™ or other communication means may be proposed by the Editor on a case by case basis and at its sole discretion
18.2.2 Support Fair Usage Policy. The Editor may limit or terminate Your access to any or all of the support services available under the Demo support package if Your use of the support services is, determined by the Editor in its sole and discretion, to be excessive either in volume, form or behaviour. Not acceptable behaviours include, but is not limited to, racism, slang or any form of discrimination, harassment or insult. Such termination does not entitle to any corresponding reimbursement.
18.2.3 Updates. You are not eligible to receive any updates for the Software.
18.3 THE DEMO VERSION OF THE SOFTWARE IS LICENSED ‘AS IS’. YOU BEAR THE RISK OF USING IT. THE EDITOR GIVES NO EXPRESS WARRANTIES, GUARANTEES OR CONDITIONS. YOU MAY HAVE ADDITIONAL RIGHTS UNDER YOUR LOCAL LAWS WHICH THIS AGREEMENT CANNOT CHANGE. TO THE EXTENT PERMITTED UNDER YOUR LOCAL LAWS, THE EDITOR EXCLUDES THE IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
19. Paid License & optional Updates and Support package
19.1 License Grant. If You purchase a Paid License, then, subject to the terms and conditions set forth in this Agreement, Licensor hereby grants to Licensee and Licensee hereby accepts, a limited, non-transferable, perpetual, royalty-free, non-exclusive license to install, use the Software to produce Output Documents.
19.2 Updates and Support Package. In addition to any Paid License, the purchase of the optional Updated and Support package will, for a period of one(1) year from the date on the purchase, grant You the rights to download and use minor and major updates for the Software, and access support services, each as described in further detail below.
19.2.1 Updates and Support package purchasing. The optional Updates and Support Package may only be purchased either at the same time as a Paid License or within a previous Updates and Support Package period of validity. Purchasing outside these two conditions may lead to additional fees. One(1) Updates and Support package purchase is related and entitles rights to the corresponding one(1) concomitant or previously purchased Paid License of the same version.
19.2.2 Updates. You are eligible to receive all major updates and minor updates for the version of the Software that You license hereunder, for a period of one(1) year from the date on which the purchase. Updates replace and/or supplement (and may disable) the version of the Software that formed the basis for Your eligibility for the update. You may use the resulting updated Software only in accordance with the terms of this License.
19.2.3 Support: the Editor will provide any reasonable help for you to use the Software. Support is provided primarely by website and emails. Phone, Skype™ or other communication means may be proposed by the Editor on a case by case basis and at its sole discretion
19.2.4 Support Fair Usage Policy. The Editor may limit or terminate Your access to any or all of the support services available under the support package if Your use of the support services is, determined by the Editor in its sole and discretion, to be excessive either in volume, form or behaviour. Not acceptable behaviours include, but is not limited to, racism, slang or any form of discrimination, harassment or insult. Such termination does not entitle to any corresponding reimbursement.
20. License Limitations
20.1 You are not allowed to use, copy, modify, distribute, resell, transfer, rent, lease, or sublicense the Software and Your associated rights except as expressly permitted in this Agreement.
20.2 The Software contains original graphics such as images, fonts and textures. These original works can only be used when generated by the Software, as part the Ouput Documents. You are not allowed to copy, extract, modify, distribute, resell, transfer, rent, lease, or sublicense them. Neither the Editor nor the purchasing of a Software License grants You any rights on these graphics when used outside Output Documents.
20.3 Except to the limited extent as is permitted by law notwithstanding contractual prohibition, You are not allowed to disassemble, decompile or “unlock”, decode or otherwise reverse translate or engineer, or attempt in any manner to reconstruct or discover any source code or underlying algorithms of the Software that is provided to You.
20.4 Open Source libraries & Free-of-Charge external contents are included under their specific Licenses. Corresponding License and details can be found in “\Licenses” and in “\ICC” Software installation directories.
21. Access to Internet
Some manual or automatic functions of the Software require access to internet, such as but not limited to: software registering, access to third party services. Yo agree and acknowledge that such functions will not work without this access.
22. Automatic Feedbacks and Reports
For the purpose of continuous improvements, control & security, the Software may silently collect certain Software features usages, identify trends and bugs, collect License activation information and transmit either directly or via subcontractors to the Editor. This includes your Software License datas, your computer characteristics and your catalog project name. In no event are project contents or personal files transmitted. By Your acceptance of the terms of this Agreement and/or use of the Software, You authorize the collection, use and disclosure of this data for the purposes provided for in this Agreement.
YOU ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT, THAT YOU UNDERSTAND THIS AGREEMENT, AND UNDERSTAND THAT BY CONTINUING THE USE OF THE SITE OR THE INSTALLATION OF THE SOFTWARE, BY LOADING OR RUNNING THE SOFTWARE, OR BY PLACING OR COPYING THE SOFTWARE ONTO YOUR COMPUTER HARD DRIVE, YOU AGREE TO BE BOUND BY THIS AGREEMENT’S TERMS AND CONDITIONS. YOU FURTHER AGREE THAT, EXCEPT FOR WRITTEN SEPARATE AGREEMENTS BETWEEN INDISCUS SAS AND YOU, THIS AGREEMENT IS A COMPLETE AND EXCLUSIVE STATEMENT OF THE RIGHTS AND LIABILITIES OF THE PARTIES.