IMPORTANT END USER NOTICE: READ THIS CAREFULLY BEFORE INSTALLING, ACTIVATING OR USING SOFTWARE
This End User Licence Agreement (EULA) is a binding legal agreement between iSee VC Pty Ltd (ABN 70 166 827 318) (ISEE VC) and the person or entity (End User) that purchased the iSee Software (the Software).
1. END USER ACKNOWLEDGMENTS
The End User acknowledges and agrees that:
(a) It has purchased the Software on the condition that the installation, activation and use of the Software by the End User is subject to the terms and conditions of this EULA;
(b) It will procure each Permitted User’s compliance with the terms and conditions of this EULA;
(c) It is solely responsible for obtaining, installing, operating and maintaining all hardware and other equipment required for use of the Software. All network services, hardware maintenance and daily data backup are the responsibility of End User;
(e) iSee sessions maybe recorded by ISEE VC for internal training and quality assurance;
(d) The Software is only intended to operate in accordance with the specifications set out in the Documentation and the End User must not be rely on the Software as the sole solution to any scenario. If the End User uses the Software in such a manner, it is at its own risk
2. PROVISION OF SOFTWARE
2.1 Upon payment of the Software Licence Fee, ISEE VC will:
(a) Make the Software and Documentation available for download by the End User from the Website and provide the End User with any applicable passwords; or
(b) If elected by the End User, deliver the Software and Documentation in an alternative access methods to the End User.
2.2 If the End User elects delivery in accordance with clause 2.1(b), risk of loss or damage to the Software and Documentation passes to the End User on delivery.
2.3 The End User must activate the Software, and may only access the Software, using the passwords, or alterative access methods supplied to it by or on behalf of the ISEE VC.
3.1 ISEE VC grants the End User a non-exclusive licence of the Software for use:
(a) By the End User and its Permitted Users, to the maximum specified by the Licence Seats;
(b) During the Licence Period.
3.2 End User will not copy, alter, modify, reverse compile or reverse assemble or reproduce the Software for any purpose and must ensure also its Permitted Users do not do so.
3.3 The Licence Period will be renewed annually upon End User's payment to ISEE VC of the Software Licence Fee for that extended period.
4. WARRANTY, LIABILITY AND INDEMNITY
4.1 ISEE VC warrants that for a period of 12 months from the Commencement Date, it will remedy at its cost, any fault in the Software which prevents the Software from substantially operating in accordance with any specifications set out in the Documentation. This warranty is subject to the End User notifying ISEE VC in writing of such faults in the Software.
4.2 Other than clause 4.1, to the extent permitted by law, ISEE VC makes no warranty in relation to the performance of the Software, fitness of the Software for a particular purpose, error-free operation of the Software or any outcomes that may be anticipated by End User or its Permitted Users. ISEE VC is not responsible for any loss of data, business, opportunity, profits or revenue arising as a result of any use of the Software by the End User or the interaction of the Software with any third party software. Any condition or warranty that would otherwise be implied into this EULA is excluded.
4.3 ISEE VC excludes all liability to End User and its Permitted Users arising directly or indirectly from supply, access, activation or use of the Software and any indirect, incidental, special or consequential damages, including loss of profits or anticipated profits suffered by End User or its Permitted Users, even if notified of the possibility of that potential loss or damage. End User agrees to indemnify and at all times hereafter keep ISEE VC indemnified against all losses arising out of any suits, actions, proceedings, claims, demands, costs or losses whatsoever that may be brought, commenced or made against ISEE VC or suffered by ISEE VC by virtue of End User’s or its Permitted Users' use of the Software under this EULA or End User's breach of the terms of this EULA.
4.4 In the event that any of the above limitations or exclusions in this clause 4 are held to be unenforceable, ISEE VC total liability to the End User will not exceed the amount of the Software Licence Fee paid by the End User.
5. TERMINATION BY ISEE VC
ISEE VC, in addition to any other right it may have under this EULA, may terminate the Licence by notice if End User commits a material breach of this EULA and if the breach is capable of being remedied fails to remedy the breach within fourteen (14) days after being required to do so.
6.1 A notice under this EULA may be sent to the following addresses and numbers:
ISEE VC, Attention: Company Secretary, ISEE VC CRC Pty Ltd, Suite 9003, Locomotive Workshop, Australian Technology Park, 2 Locomotive Street, Eveleigh NSW 2015 +61-2-8374-5090
End User: to the email address, facsimile number or street address provided by the End User to ISEE VC.
6.2 A communication given by:
(a) post will be deemed received if posted within Australia to an Australian address on the third Business Day after posting;
(b) facsimile will be deemed received when the sender’s facsimile machine produces a transmission report stating that the facsimile was sent to the addressee’s facsimile number; and
(c) by email will be deemed received by receiver on the date and time at which it enters the receiver's information system (as shown in a confirmation of delivery report from the sender's information system).
End User may allow its Permitted Users to use the Software under sub-licence but otherwise End User will not grant any sub-licence of its rights under this EULA without the written approval of ISEE VC.
End User may not transfer or assign the Licence and the benefit of this EULA without the consent of ISEE VC.
9. THIRD PARTY SOFTWARE
The Software may contain third party software which requires notices and/or additional terms and conditions. Such required third party software notices and/or additional terms and conditions are located at our Website at http://www.iseevc.com and are made a part of and incorporated by reference into this Agreement. By accepting this Agreement, you are also accepting the additional terms and conditions, if any, set forth therein.
10.1 iSEE VC reserves the right to modify the terms of this EULA from time to time and any such modifications will take effect once notified to the End User.
10.2 This EULA is governed by and will be construed in accordance with the laws of New South Wales, Australia and the parties submit to the jurisdiction of the courts of that Territory.
“Commencement Date” means the date on which the Software is downloaded or activated by the End User.
"Documentation" means the user guide and technical manuals supplied with the Software.
“Licence” means the right to use the Software granted by ISEE VC to End User pursuant to clause 3.
“Licence Seats” means the total number of iSee Software instances downloaded or provided by alternative access methods.
“Licence Period” means a period of 12 months from the Commencement Date (unless terminated earlier).
"Permitted Users" means each person that accesses and uses the Software under the authority of the End User up to the maximum Permitted Users included in the Licence Seats .
"Software" means the source code and object code comprised in the proprietary software developed and owned by ISEE VC (including the source code and object code of all updates) supplied with the ISEE VC iSee software and any Updates of Software made available to the End User.
"Software Licence Fee" means the fee End User paid for the Licence and supply of the Software and Documentation.
“Updates” means new releases of Software which may be made available to the End User under this Licence.
"Website" means www.iseevc.com .