IMPORTANT: THIS SUGAROUTFITTERS LICENSE PURCHASE AGREEMENT (THE “SLPA“) DESCRIBES THE TERMS AND CONDITIONS WHICH SHALL APPLY TO YOUR PURCHASE OF A LICENSE TO USE ONE OR MORE OF THE SOFTWARE PROGRAMS DESCRIBED ON THIS WEBSITE (SUCH SOFTWARE SHALL BE COLLECTIVELY REFERRED TO AS THE “Software“). PLEASE READ THE SLPA CAREFULLY. THE SLPA IS BETWEEN YOU (“You” or “Your“) and SugarCRM Inc. (“WE“, “US” OR “OUR“) THE SOFTWARE IS NOT OWNED BY US AND WAS NOT DEVELOPED BY US. The company, entity or individual that owns or developed the Software shall be referred to as the “Licensor“. BY DOWNLOADING THE SOFTWARE, YOU ACKNOWLEDGE THAT YOU HAVE READ THE SLPA, UNDERSTAND THE SLPA, AND AGREE TO BE BOUND BY THE TERMS OF THE SLPA AND THE TERMS CONDITIONS ESTABLISHED THE LICENSOR (SUCH LICENSOR TERMS AND CONDITIONS SHALL BE REFERRED TO AS THE “LICENSE“). IF YOU DO NOT AGREE TO ALL OF THE TERMS AND CONDITIONS SET FORTH IN THIS SLPA, DO NOT DOWNLOAD OR USE THE SOFTWARE.
License Term
Your use of the Software is subject to the terms and conditions of the License. You will have a chance to read the License prior to your downloading the Software. Please read the License carefully. The License may be directly enforced by the Licensor.
Payment Terms
When you elect to purchase a license to use the Software, the fee or charge related to such Software shall be displayed on the check-out page of the website (such fee or charge shall be referred to as the “License Fee”). By providing Us with your credit card, debit card or PayPal information, you agree that We may use such information to secure or facilitate your payment of the License Fee and applicable taxes. You may not download the Software until you have paid the License Fee.
Warranty
The Software is not provided with any warranties by Us. All warranties related to the Software, if any, will be set forth in the License. WE DISCLAIM ALL OTHER WARRANTIES TO THE SOFTWARE, EXPRESS OR IMPLIED, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.
Support and Maintenance
We did not develop the Software and do not own the Software. We will not provide any support or maintenance for the Software. If you have any questions concerning the use of the Software or support or maintenance for the Software, please contact the Licensor directly.
Ownership
The Software, and any and all patents, copyrights, moral rights, trademarks, trade secrets and any other form of intellectual property rights for the Software are owned by the Licensors. The Software is licensed, and not sold, to You for use only under the terms of this SLPA and the applicable License. The Licensor reserves all rights not expressly granted to You.
Term and Termination
The effective date of this SLPA is the date on which you download the Software. This SLPA is effective until terminated. This SLPA will terminate immediately without notice from Us if you fail to comply with any provision of this SLPA or the SugarOutfitters License. Upon termination you must delete the Software from your computer or any other device.
LIMITATION OF LIABILITY
IN NO EVENT WILL WE BE LIABLE TO YOU FOR ANY DAMAGES OR ANY KIND, INCLUDING, BUT NOT LIMITED TO, INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH THIS SLPA OR YOUR USE OF THE SOFTWARE.
Indemnification
You will indemnify, defend and hold harmless Us, License and our respective trustees, officers, directors, agents, independent contractors, employees, consultants, service providers, and applicable third parties (collectively, the “Indemnified Parties”) from and against any actual or threatened suit, demand or claims, damages, costs, liabilities and expenses (including, but not limited to, damage awards, settlement amounts, and reasonable attorneys’ fees) brought against any Indemnified Parties, arising out of or relating to: (a) Your use of the Software; or (b) Your failure to perform Your obligations under this SLPA or the License.
Contact Us
If you have any questions about the APP or Us please send an email to outfitters@sugarcrm.com.
General
This SLPA, and the applicable License, constitutes the entire agreement between the parties and supersedes any and all prior proposals, agreements or communications with respect to the subject matter hereof. This SLPA may not be modified or amended, except by written instrument executed by US. All disputes arising from or relating to this SLPA will be within the exclusive jurisdiction of the state and/or federal courts located within Santa Clara County, California. The parties hereby disclaim the application of the 1980 U.N. Convention on Contracts for the International Sale of Goods. The English language version of this SLPA will be controlling in the interpretation or application of the terms of this SLPA. If SLPA is found invalid or unenforceable by an arbitrator or a court of competent jurisdiction, the remaining portions will remain in full force and effect, and the invalid provision will be partially enforced to the maximum extent permitted by law to effectuate the purpose of this SLPA. All notices required under this SLPA will be in writing and deemed to have been duly made when personally served, delivered by commercially established courier service, or ten (10) days after deposit in mail via certified mail, return receipt requested, to the addresses designated by the parties in writing from time-to-time.
Export Compliance
You acknowledge and agree that the Software is subject to all applicable export control laws and regulations, including, without limitation, those of the United States Government. You shall strictly comply with all applicable export control laws and regulations related to the Software. You agree that you shall not, and shall cause its representatives, employees, agents, contractors and customers to agree not to, export, re-export, divert, release, transfer, or disclose any such Software, or any direct product thereof, to any prohibited or restricted destination, end-use or end-user, except in accordance with all relevant export control laws and regulations. You shall make its records available to Us upon reasonable request to permit Us to confirm your compliance with its obligations as set forth in this Section.
Assignment
Neither party may assign any of its rights or obligations hereunder, whether by operation of law or otherwise, without the prior written consent of the other party (not to be unreasonably withheld). Notwithstanding the foregoing, We may assign this Agreement in its entirety, without the consent of the other party, to its affiliates or in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of its assets. Subject to the foregoing, this Agreement shall bind and inure to the benefit of the parties, their respective successors and permitted assigns. Any attempted assignment in breach of this Section shall be void.