License Agreement Terms and Conditions
Please read this agreement carefully. By copying, installing, or using all or any portion of this software, you (hereinafter „customer “or „user “) accept all the terms and conditions of this agreement. Customer agrees that this agreement is like any written negotiated agreement signed by customer. This agreement is enforceable against customer. If customer does not agree to the terms of this agreement, customer may not use the software. This agreement may govern Customer ’s use of additional Software subsequent to the effective date of this agreement. Such additional Software shall reference the terms of this agreement. This agreement may also incorporate by reference any end user license agreement governing a prior version of the Software.
The Software may cause Customer 's Computer to AUTOMATICALLY CONNECT TO THE INTERNET. The Software may also require activation or registration. Additional information on activation, Internet connectivity, and privacy is available in Section 10.
This License Agreement is made between us, 3DVista Espa ña S.L. (“3DVista ”, “we ”, “the Company ”) and the registered user ("the User “, „the Customer “) of the software package currently titled "Stitcher “and/or “Virtual Tour Suite ”("the Software "). This Agreement commences on the date of acceptance by the User of the terms of this Agreement ("the Commencement Date ") unless and until terminated in accordance with the provisions of this Agreement. These terms shall be deemed to be accepted when the user clicks on the acceptance button on the license screen.
(a) „3DVista “means 3DVista Espa ña S.L., Parque Tecnologico de la Salud, 18100 Granada, Spain.
(b) "Customer "means you and any legal entity that obtained the Software and on whose behalf it is used; for example, and as applicable, your employer.
(c) "Compatible Computer "means a Computer with the recommended operating system and hardware configuration as stated in the Documentation.
(d) "Internal Network "means a private, proprietary network resource accessible only by employees and individual contractors (i.e., temporary employees) of a specific corporation or similar business entity. Internal Network does not include portions of the Internet or any other network community open to the public, such as membership or subscription driven groups, associations, and similar organizations.
(e) "Software "means (a) all of the information with which this agreement is provided, including but not limited to: (i) all software files and other computer information; (ii) any proprietary scripting logic embedded within exported file formats or used in a 3DVista Online Service; (iii) sample and stock photographs, images, sounds, clip art and other artistic works bundled with 3DVista software or made available by 3DVista on 3DVista ’s website for use with the 3DVista software and not obtained from 3DVista through a separate service (unless otherwise noted within that service) or from another party ("Content Files "); (iv) related explanatory written materials and files ("Documentation "); and (v) fonts; and (b) any modified versions and copies of, and upgrades, updates, and additions to, such information, provided to Customer by 3DVista at any time, to the extent not provided under separate terms (collectively, "Updates ").
3. Ownership and License
(a) This is a non-exclusive license Agreement and NOT an agreement for sale.
(b) The Software and any authorized copies that Customer makes are the intellectual property of and are owned by 3DVista and its suppliers. The structure, organization, and source code of the Software are the valuable trade secrets and confidential information of 3DVista and its suppliers. The Software is protected by law, including but not limited to the copyright laws of Spain and other countries, and by international treaty provisions. Except as expressly stated herein, this agreement does not grant Customer any intellectual property rights in the Software. All rights not expressly granted are reserved by 3DVista and its suppliers.
(c) Access to and use of any output files created with the software is entirely at customer ’s own risk.
(d) Once purchased, the license is non-refundable. 3DVista offers a 30-days trial version for Customer to be aware of the software ’s condition. Once purchased, it is not possible to rollback or to annul the validity of the license, which is why a reversal of the transaction is not possible.
(e) Upgrades. For a period of one year from the purchase date, all upgrades, both major and minor, shall be free of charge. As from the first anniversary date of purchase, the company reserves the right to charge for the use of a major upgrade. Minor updates that provide fixes and improve the program 's performance will continue to be free.
4. Permitted Uses
Subject to Customer 's continuous compliance with this agreement and payment of the applicable license fees, 3DVista grants Customer the following rights to the Software:
(a) Non-exclusive and limited Right to Install and Use
For every individual license purchased, the User may install and use the Software on the hard disk drive (or any other read/writeable device) of up to two compatible computers (primary computer and additional computer) that the User owns, provided both versions are for his or her exclusive use on either a portable Computer or a Computer located at his or her home, and provided that the Software on the additional Computer is not used at the same time as the Software on the primary Computer. Unless as otherwise permitted, the User may not under any circumstances have the software installed onto the hard disk drive (or any other read/writeable device) of (1) three or more computers at the same time, (2) nor may the User install the Software onto the hard disk drive (or any other read/writeable device) on one computer and then use diskettes or CD-Rom on which the Software may be stored on any other computer, (3) nor may the User install the software onto a Server for other individuals from a computer within the same internal network to access and use the software. If the User wishes to use the Software on more than two computers, then the User must either erase the Software from one hard disk drive before it is installed onto a third hard disk drive or else obtain from us a license for an additional copy of the Software for each additional computer on which the Users wants to use it.
(b) Right to Copy
The User may copy the Software for back-up and archival purposes, provided that the original and each copy is kept in the User 's possession, and that the User 's installation and use of the Software does not exceed that allowed in Clause 4 (a) above. Any permitted copy of the Software (including without limitation Documentation) that Customer makes must contain the same copyright and other proprietary notices that appear on or in the Software.
(c) Identity of Licensee: Purpose of License
This license is personal to the licensee identified as the purchaser of the Software. In the case of an individual purchaser, the license granted herein is for the benefit only of that individual. In the case of a corporate purchaser, the license granted herein is for the benefit only of that corporation 's employees and authorised agents. The intended purpose of the use of the Software is as specified in the documentation relating thereto.
5. Prohibited Uses
The User may not, without written permission from us:
(a) Use, store, copy, modify, merge, sub-license, distribute or transfer copies of the Software or documentation except as provided in this Agreement.
(b) Modify the Software, or any associated graphics or documentation.
(c) Use any back-up or archival copies of the Software (or allow anyone else to use such copies) for any other purpose other than to replace the original copy in the event it is destroyed or becomes defective.
(d) Disassemble, decompile or "unlock “, reverse translate, reverse engineer or in any manner decode the source code of the Software for any reason except as permitted by Article 6 of the EU Software Directive (91/250/EEC).
(e) Rent, lend, lease or sublicense the Software or his or her rights in the Software (including, without limitation, Software obtained through a Web Download), or authorize any portion of the software to be copied onto another individual or legal entity ’s computer.
(f) Restrictions on Secondary Use by Volume Licensees. If the Software was obtained under a 3DVista volume license program or agreement by any licensee other than an educational volume licensee, then the second copy of the Software made under Section 3(a) must be used solely for the benefit and business of that volume licensee.
(g) No Circumvention. Customer may not (a) use any element of the Software to circumvent technological measures intended to control access to the Software or (b) develop or distribute products that are designed to circumvent such technological measures.
6. Limited Warranty
(a) Software and Media
3DVista warrants that the media on which the software is distributed, if applicable, will be free from defects, and that the software shall perform substantially as described in its documentation for a period of sixty (60) days from purchase unless otherwise required by applicable law. Customer 's sole and exclusive remedy under any warranty will be limited to support of the Software based on the warranty claim or replacement of the Software. Customer must provide proof of purchase and written specification of the problem and shall only request refunds from the vendor who sold Customer the Software. Non-substantial variation of performance from the user manual does not establish a warranty right.
(b) Warranty Disclaimer
We do not warrant that this Software will meet the User 's requirements or that its operation will be uninterrupted or error-free. We exclude and expressly disclaim all express and implied warranties or conditions stated herein.
THE LIMITED WARRANTY IN SECTION 6 AND ANY STATUTORY WARRANTY AND REMEDY THAT CANNOT BE EXCLUDED OR LIMITED UNDER LAW ARE THE ONLY WARRANTIES AND EXCLUSIVE REMEDIES APPLICABLE TO THE SOFTWARE. OTHER THAN THOSE OFFERED AND STATUTORY WARRANTIES AND REMEDIES, 3DVista, ITS AFFILIATES, SUPPLIERS, AND CERTIFICATE AUTHORITIES (DEFINED BELOW) DISCLAIM ALL WARRANTIES, CONDITIONS, REPRESENTATIONS, AND TERMS, EXPRESS OR IMPLIED, WHETHER BY STATUTE, COMMON LAW, CUSTOM, USAGE, OR OTHERWISE AS TO ANY MATTER, INCLUDING BUT NOT LIMITED TO PERFORMANCE, SECURITY, NON-INFRINGEMENT OF THIRD PARTY RIGHTS, INTEGRATION, MERCHANTABILITY, QUIET ENJOYMENT, SATISFACTORY QUALITY, AND FITNESS FOR ANY PARTICULAR PURPOSE. OTHER THAN SUCH OFFERED AND STATUTORY WARRANTIES AND REMEDIES, THE SOFTWARE AND ACCESS TO ANY WEBSITES, 3DVista OR THIRD PARTY ONLINE SERVICES, AND CERTIFICATE AUTHORITY SERVICES ARE PROVIDED AS-IS AND WITH ALL FAULTS. THIS DISCLAIMER OF WARRANTY MAY NOT BE VALID IN SOME JURISDICTIONS. CUSTOMER MAY HAVE ADDITIONAL WARRANTY RIGHTS UNDER LAW WHICH MAY NOT BE WAIVED OR DISCLAIMED. 3DVista DOES NOT SEEK TO LIMIT CUSTOMER 'S WARRANTY RIGHTS TO ANY EXTENT NOT PERMITTED BY LAW.
7. Limitation of Liability
(a) Our liability to the User for any damages or losses (including physical injury to or death of any persons, even if resulting from our negligence) shall not exceed the amounts actually paid to us by the User under this Agreement.
(b) In no event will we be liable to the User for loss (whether direct or indirect) of profits, business or anticipated savings or for any indirect or consequential loss or damage even if we have been advised of the possibility thereof and whether arising from negligence, breach of contract or howsoever.
(c) This clause shall survive the termination of this Agreement.
(a) This licence and the User 's right to use the Software terminates automatically:
(i) If the User fails to comply with any provisions of this Agreement.
(ii) If the User destroys the copies of the Software in its possession or voluntarily returns the Software to us.
(b) Upon termination of this Agreement for any reason the User will destroy or return to us all copies of the Software and documentation.
(c) Except in cases of serious or irremediable breach, we will give the User notice of any breach and a reasonable opportunity to cure the breach before the Agreement is terminated under sub-clause (a)(i) above.
(d) Termination for breach of the present agreement shall not give rise to restitution.
(a) The Software and documentation relating thereto contains confidential information and the User agrees not to disclose such information to any third party other than our own employees or authorised agents without our prior consent.
(b) The obligation of confidentiality under paragraph (a) of this Clause includes any confidential information relating to the Software which is obtained by the User as a result of any analysis or decompilation permitted under Articles 5(3) and 6 of the EU Software Directive (91/250/EEC).
(c) This clause shall survive the termination of this Agreement.
10. Internet Connectivity and Privacy
(a) Automatic Connections to the Internet. The Software may cause Customer 's Computer, without notice, to automatically connect to the Internet and to communicate with a 3DVista website or 3DVista domain for purposes such as validating Software license and providing Customer with additional information, features, or functionality.
(c) As permitted by applicable law or as consented to by Customer, 3DVista may (a) send Customer transactional messages to facilitate the 3DVista Online Service or the activation or registration of the Software or 3DVista Online Service or (b) deliver in-product marketing to provide information about the Software and other 3DVista products and Services using information including, but not limited to, platform version, version of the Software, license status, and language.
(d) Updating. The Software may cause Customer 's Computer, without additional notice, to automatically connect to the Internet (intermittently or on a regular basis) to (a) check for Updates that are available for download to and installation on the Computer and (b) notify 3DVista of the results of installation attempts.
(e) Activation. The Software may require Customer to (a) obtain a 3DVista username, (b) activate or reactivate the Software, including activation of certain components or features, or (c) register the software. Such requirement may cause Customer 's Computer to connect to the Internet without notice on install, on launch, and on a regular basis thereafter. Once connected, the Software will collect and transmit information to 3DVista.
Software or Customer may also receive information from 3DVista related to Customer 's license or subscription. 3DVista may use such information to detect or prevent fraudulent or unauthorized use not in accordance with a valid license. Failure to activate or register the Software or a determination by 3DVista of fraudulent or unauthorized use of the Software may result in reduced functionality or inoperability of the Software.
(f) Deactivation. Customer may deactivate and uninstall the Software from its Computer in order to install and activate the Software on another Computer in accordance with this agreement ("Deactivation “). Deactivation requires Internet connectivity.
11. 3DVista Hosting Service
As an optional extra service to the Virtual Tour Suite license, client may choose to purchase 3DVista Hosting subscriptions. This hosting service allows customers to upload their virtual tours straight from within the software VT PRO, without the use of an external FTP program and server. These subscriptions only work in combination with a valid Virtual Tour Suite license. This paragraph shall apply to all 3DVista customers using 3DVista Hosting.
(a) Product. Hosting Packages are available in different sizes and are valid for one year from the date of purchase. Should a customer purchase two packages of different size, these will be merged and homogenized so as to provide one common amount of hosting space adapted in time (e.g. customer purchases 2 GB and still had 6 months of 1GB hosting left on his account: The old package of 1GB will be converted to 2GB space BUT the duration left on the old package will be limited so as to provide the same value (for 3, instead of 6 months).
(b) Data Storage. You acknowledge that your data will not be stored or maintained on 3DVista ’s servers, but that the data will be stored on the servers of a third party service provider, in this case Google Cloud Platform (the “Third Party Server Provider ”) or similar. You represent and warrant that you are familiar with the terms and conditions upon which your data will be stored with the Third Party Server Provider and that you are bound to comply with these (For reference, read here: https://cloud.google.com/terms/ We do not guarantee the accuracy of this link. Client himself is responsible of having read the correct terms) . 3DVista shall have no liability with respect to your data which is stored on third party servers (including for its loss, inaccuracy or corruption). In no event shall we be liable with respect to the subject matter of this Agreement under any contract, negligence, strict liability or other theory: (i) for interruption of use or for loss or inaccuracy or corruption of data or for cost of procurement of substitute goods, services or technology; (ii) for any matter beyond its reasonable control; or (iii) for any similar claim against you or your affiliates by any other party. It is to 3DVista ’s solely discretion to switch to other third party service providers at any time and without explanation if considered necessary.
(c) Bandwidth Limit: Depending on the package you have chosen, you are granted an amount of GB for hosting space and a certain amount of traffic (bandwidth) to go with it. The general bandwidth limit is 2 times the GB you contracted as hosting space in traffic bandwidth every day of the month. On top of this, you are granted peeks of up to 5 times the contracted GBs in one day, as long as the sum of the excess use (actual usage minus the granted 2GB) does not exceed 12GB in the ongoing month.
E.g.: With 1 GB of Hosting space contracted, your monthly traffic could reach the following dimensions: 20 days of up to 2GB &1 day of up to 5GB (=1x3GB peek excess) &9 days of up to 3GB (9x1GB=9GB peek excess) →Maximum peek of 12 GB reached.
In the event of having surpassed the bandwidth limit, 3DVista reserves the right to discontinue serving the content for that specific day (error message “Service temporarily disabled ”). Considering the start of a day 00.01 AM PST (California time).
(d) Censorship. Company will exercise no control whatsoever over the content of the information passing through the network, email or web site.
(e) Trademarks and Copyrighted Material. Client warrants that he or she has the right to use any applicable trademarks or copyrighted material used in connection with this service.
(f) Refusal of Service. 3DVista reserves the right at its sole discretion to refuse or cancel service without refund. 3DVista also reserves the right to refuse and remove any information or materials, in whole or in part, that, in its sole discretion, are unacceptable, undesirable, or in violation of this agreement.
(g) UPON TERMINATION OF THE SERVICES FOR ANY REASON, USER CONTENT AND OTHER DATA WILL BE PERMANENTLY DELETED (not affecting your local virtual tour projects).
Unless otherwise solicited by the client in written form, 3DVista may use the User ’s corporate logo on client lists in various forms (e.g., a printed list, an online list, etc.) and in other marketing materials, for the sole purpose of identifying him or her (or their employer, as the case may be) as a customer of 3DVista. In any use of his or her logo, we will comply with any logo usage guidelines that they may provide and we will promptly fix any defect that he or her bring to our attention. 3DVista may use his or her name, logo, website link, quote, and any other information that they may provide to develop case studies, press releases, and other marketing pieces in any form (e.g., print, audio, video, and other formats) that pertain to their use of 3DVista products or services. 3DVista may publish and freely distribute all such information, quote(s) or input. 3DVista will never broadly publish their individual contact information (i.e., it will not appear on our customer list or in a case study) without their prior written consent. 3DVista is not obligated to publish or otherwise use any information or logo that Users may provide. The rights that the Users grant to 3DVista are without any fee or royalty. The client can, in written form, limit or deny 3DVista ’s right to publicly identify him as a customer, to use or publish any of the above media (name, logo, website link etc.) with regard to the client.
13. Miscellaneous Provision
(a) This Agreement will be governed by and construed in accordance with the substantive laws of Spain whose courts shall have exclusive jurisdiction over all disputes which may arise between us.
(b) This is the entire agreement between us relating to the contents of this package, and supersedes any prior purchase order, communications, advertising or representatives concerning the contents of this package or download.
(c) No change or modification of this Agreement will be valid unless it is in writing and is signed by us.
(d) The User is not entitled to assign or sub-contract any of its rights or obligations under this Agreement or appoint any agent or sub-distributor to perform such obligations.
(e) All updates are included within the definition of the term Software and are subject to all the terms and conditions set out in this Agreement.
14. Validity &Clause Divisibility
Should any of the above clauses be invalid, this does not affect the validity of the remaining clauses. Should any one of the stipulations of the present agreement become null and void or have no force of obligation or be inopposable, this shall not entail the other stipulations becoming null and void, having no force of obligation or being opposable; these stipulations shall maintain their full effect.