Magento Products License Agreement September 21, 2015 Sanjay Dabhoya

License Agreement


This License is entered by Solwin to govern the usage or redistribution of Solwin Infotech software. This is a legal agreement between you (either an individual or a single entity) and Solwin for Solwin Infotech software product(s) which may include extensions, templates and services.

By purchasing, installing, or otherwise using Solwin products, you acknowledge that you have read this License and agree to be bound by the terms of this Agreement. If you do not agree to the terms of this License, do not install or use Solwin products.

The Agreement becomes effective at the moment when you acquire software from our site or receive it through email or on data medium or by any other means. Solwin reserves the right to make reasonable changes to the terms of this license agreement and impose its clauses at any given time.

  • GRANT OF LICENSE

By purchasing a product of Solwin:

  • Customer will receive source code open 100%.
  • Customer will obtain a License Certificate which will remain valid until the Customer stops using the Product or until Solwin terminates this License because of Customer’s failure to comply with any of its Terms and Conditions. Each License Certificate includes a license serial which is valid for one live Magento installation only and unlimited test Magento installations.
  • You are allowed to customize our products to fit with your using purpose.
  • PRICING AND PAYMENT TERMS

    Pricing for the product is set forth in the Sales Order. If Customer desires to upgrade its Solwin customer account or to add to the Product additional functionality provided by Solwin from time to time, it may do so by emailing info@solwininfotech.com As consideration for the Products, Customer agrees to pay the monthly or annual subscription fees set forth in the Sales Order (the “Fees”). Paid Fees are non-refundable. Payments for Fees and reimbursements for expenses, if any, will be billed in advance on the period specified in the Sales Order and will be due within thirty (30) days’ of Customer’s receipt of an invoice therefor. In the event Customer fails to make timely payments when due, Solwin may discontinue, terminate or suspend the Services, without incurring any liability to Customer. Despite any such discontinuation or suspension, Customer acknowledges and agrees that it will be required to pay the Fees until this Agreement is terminated in accordance with the termination provisions set forth herein.

    • DESCRIPTION OF OTHER RIGHTS AND LIMITATIONS

    (a) Installation and Use

    For each new Software installation, you are obliged to purchase a separate License.

    You are not permitted to use any part of the code in whole or part in any other software or product or website.

    You are legally bound to preserve the copyright information intact including the text/link at bottom.

    (b) Distribution

    You are not allowed to distribute Solwin software to third parties. Any distribution without our permission, including non commercial distribution is considered as violation of this Agreement and entails liability, according to the current law. You may not place the Software onto a server that allows access to the Software via a public network or the Internet for distribution purposes.

    (c) Rental

    You may not give, sell, sub-license, rent, lease or lend any portion of the Software to anyone.

    (d) Compliance with Applicable Laws

    You must comply with all applicable laws regarding use of software products. Solwin software and a portion of it are protected by copyright laws and international copyright treaties, as well as other intellectual property laws and treaties. Accordingly, customer is required to treat the software like any other copyrighted material. Any activity violating copyright law will be prosecuted according to the current law. We retain the right to revoke the license of any user holding an invalid license.

    • TARGET DATA

    In connection with its provision of the Services, Solwin will collect, consolidate and analyze personal information and data about third parties that consent to the receipt of marketing and other content from Customer, or that otherwise interact electronically with Customer or its website (each such third party, a “Target” and such third party data, the “Target Data”). Solwin will not own any Target Data; provided, however, that Customer hereby grants to Solwin a non-exclusive, perpetual, Worldwide license to use: (i) Target Data in connection with its performance of the Services; and (ii) non-personally identifiable Target Data in aggregate and blinded formats that do not identify, reference or imply an association with, Customer or its Targets, for the purposes of creating benchmarking, statistical, research and marketing analysis, surveys, reports and studies. Customer is not permitted to submit any Target credit card information on the Site or in the Services. After the thirtieth (30th) day following any termination or expiration of this Agreement, Customer agrees Solwin has no obligation to retain the Target Data and may delete and destroy such Target Data without providing Customer with notice of such deletion. Solwin will not be responsible or liable for any deletion, correction, destruction, damage, loss or failure to store any Target Data. Subject to the license set forth herein, Target Data will be considered Customer’s Confidential Information (as defined below).

    • CUSTOMER INFORMATION

    Solwin collects certain personal and business-related information about its Customers, which generally includes, but is not limited to, contact information (the “Customer Information”). Customer consents to Solwin’s use and disclosure of such information solely in connection with its provision of the Services. Subject to the foregoing, Customer Information will be considered Customer’s Confidential Information.

    • PROTECTION OF PASSWORDS

    In connection with Customer’s access to the Product/Services, Customer will create unique user-ids and passwords (the “Passwords”). Customer agrees to maintain the Passwords in strict confidence and not to provide the Passwords to any third party without first obtaining Solwin’s prior written consent. In the event any Password is lost or compromised, Customer will be responsible solely for all actions and fees incurred as a result of such loss or compromise, except to the extent arising from Solwin’s gross negligence or willful misconduct.

    • CONFIDENTIAL INFORMATION

    Each Receiving Party (as defined below), will hold in strict confidence, not use except as otherwise authorized herein, and protect from disclosure to unauthorized third parties the Confidential Information of the Disclosing Party (as defined below). For purposes hereof, “Confidential Information” means any information disclosed by one party (the “Disclosing Party”) to the other party (the “Receiving Party”) that relates to such Disclosing Party that reasonably should be known by the Receiving Party to be confidential or proprietary to the Disclosing Party under the circumstances of disclosure or in light of the nature of the information disclosed. Confidential Information will not include information that: (i) was publicly available, or that subsequently becomes publicly available, except by wrongful disclosure hereunder by the Receiving Party; (ii) was in the Receiving Party’s possession prior to receipt of the same hereunder, as evidenced by the Receiving Party’s prior written records; (iii) was received from a third party who was not known by the Receiving Party to be under any obligation of confidentiality with respect to such information or to have violated any applicable law; or (iv) can be proven by competent written evidence to have been independently developed by the Receiving Party. Nothing set forth herein shall be construed to prohibit Solwin from disclosing Customer’s Confidential Information to any third party that has a need to know such information in connection with the Services or with the enforcement of its rights hereunder. From time to time, Solwin may be required to disclose Customer’s Confidential Information by order or other requirement of a court (e.g. subpoena), administrative agency, or other governmental body or applicable law, as determined by Solwin or its legal counsel. In such event, Customer hereby permits Solwin to disclose such information to the extent necessary to comply with such order or legal requirement, which disclosure shall not be construed as a breach of this Section 7.

    • THIRD PARTY PRODUCTS AND SERVICES

    The Services process information provided through Customer’s accounts with certain third party services and products (the “Third Party Accounts”). Any business relationship, exchange of data or other interaction between Customer and a third party, and/or any purchase, download or use by Customer of any product or service offered by a third party, is solely between Customer and such third party. While Solwin may recommend such a third party and/or rely on data or information provided or generated by such third party products and services in the course of providing the Services, Customer hereby acknowledges that Solwin specifically does not warrant the accuracy, reliability or completeness of any such data and information; and agrees that Solwin shall not be liable for any acts or omissions based on its reliance thereon or any loss or liability caused by such third party. The termination of Customer’s access to, or use of, any Third Party Account will not terminate this Agreement and Solwin is not responsible for any affect on the Services arising from such termination. Solwin reserves the right to discontinue the Services (or any part thereof) with or without notice, if Customer’s use of the Service violates any terms or condition set forth in this Agreement or in any agreement governing a Third Party Account.

    • INDEMNIFICATION

    Customer agrees to indemnify, defend and hold harmless Solwin and its affiliates, subsidiaries, officers, directors, stockholders, employees, consultants, representatives, agents, successors and assigns (the “Indemnitees”) from and against any and all claims, losses, liabilities, sums of money, damages, expenses, and costs (including, but not limited to, reasonable attorneys’ fees) (collectively, “Claims”) directly related to: (i) a third party action or claim arising from: (a) Customer’s breach of any term, condition, representation or warranty set forth in this Agreement; (b) any claim or action brought by a Third Party Account or a Target; and/or (c) Customer’s infringement or misappropriation of any intellectual property, privacy or other rights of any third party; and (ii) any Claim arising from Customer’s violation of applicable law. Solwin agrees to indemnify, defend and hold harmless Customer and its Indemnitees from and against any and all Claims finally awarded by a court of competent jurisdiction or in a bona fide settlement directly related to a third party action or claim arising from: (A) the infringement or misappropriation of any intellectual property right of a third party to the extent caused by Solwin; and (B) Solwin’s breach of Section 7 above.

    • TERMINATION

    Without prejudice to any other rights, Solwin may terminate this License at any time if you fail to comply with the terms and conditions of this License. In such event, it constitutes a breach of the agreement, and your license to use the program is revoked and you must destroy all copies of Solwin products in your possession.

    After being notified of termination of your license, if you continue to use Solwin software, you hereby agree to accept an injunction to prevent you from its further use and to pay all costs (including but not limited to reasonable attorney fees) to enforce our revocation of your license and any damages suffered by us because of your misuse of the Software.

    We are not bound to return you the amount spent for purchase of the Software for the termination of this License.

    • LIMITATION OF LIABILITY

    In no event shall Solwin be liable for any damages (including, without limitation, lost profits, business interruption, or lost information) rising out of ‘Authorized Users’ use of or inability to use the Solwin products, even if Solwin has been advised of the possibility of such damages.

    In no event will Solwin be liable for prosecution arising from use of the Software against law or for any illegal use.

    • GOVERNING LAW

    This Agreement will be governed by the laws of the State of Gujarat as applied to agreements entered into and performed entirely within the State of Gujarat, except for those conflicts of law rules thereof that would require or permit the application of the laws of another jurisdiction. Both parties hereto irrevocably consent to the jurisdiction of the state and federal courts located in Surat, Gujarat, India. The rights and obligations of the parties under this Agreement shall not be governed by the provisions of the United Nations Convention on Contracts for the International Sale of Goods.

    • NOTICE

    Solwin may provide Customer with general notice by electronic mail to Customer’s e-mail address of record. Customer must give notice to Solwin (such notice shall be deemed given when received by Solwin) by emailing Solwin at info@solwininfotech.com