Terms and Conditions
SOFTWARE LICENSE AGREEMENT
INTRODUCTION. Please read the following License agreement terms of service (“Terms”) carefully BEFORE downloading or using the FortReports software. These terms of service constitute a legal & binding agreement
between “You” and “FortReports”. You, the (“User”) acknowledge the terms of this agreement are conducted between FortReports and the User only with no other third party liability.
In order for You to use the FortReports Software, You must first agree to this license Agreement. If You do not or cannot agree to this license Agreement, You are not permitted to use the FortReports Software. Do not download or use the FortReports Software in that case. BY REGISTERING FOR OR USING THE SERVICE, YOU AGREE TO BE BOUND BY ALL TERMS AND CONDITIONS OF THIS AGREEMENT and/or on behalf of Your company, organization, educational institution, or agency, instrumentality, or department of government as its authorized legal representative, by accessing, using or downloading the FortReports Software.
Agreement – means this software license agreement.
FortReports Data – means data generated by the FortReports Software
Documentation – means all operating instructions and user, installation, set-up, configuration, training, and support manuals provided from time to time to You, whether prepared by FortReports and/or its suppliers and/or its licensors or otherwise, in any form or medium whatsoever, as corrected, fixed, repaired, improved, modified, refined, upgraded, updated, or enhanced from time to time.
Device – means the iPhone, iPad or iPod hardware device on which the FortReports Software is installed.
Intellectual Property Rights – means all right, title and interest, including without limitation all copyright, patent, trade secret, trademarks, service marks, database rights, trade names, design rights and other intellectual property and proprietary rights, whether or not registered, and any applications for the protection or registration of these rights and all renewals and extensions thereof throughout the world.
FortReports – means Technologies FortReports Inc., a Canadian corporation having its principal office at: 32 Britain Street Suite 200, Toronto, Ontario, Canada, with a copy emailed to Info@FortReports.com.
FortReports Software means the product developed by FortReports consisting of the software and Documentation and made available to You via online Store Service(s).
Trademarks – means FortReports, FortReports’s logo and any other trademarks, logos or service marks published at FortReports.com.
You or Your – means and refers to the person(s) or legal entity using the FortReports Software or otherwise exercising rights under this Agreement. If You are entering into this Agreement on behalf of Your company (including Affiliates), organization, educational institution, or an agency, instrumentality, or department of the federal government, You or Your refers to such entity or organization as well.
Updates – means all modifications to the FortReports Software including, but not limited to, bug fixes, patches, upgrades, new versions and updates to the relevant documentation and made available by FortReports.
3. LICENSE GRANTS
Subject to the terms and conditions of this Agreement, FortReports hereby grants to You a limited, personal, non-exclusive, non-assignable, non-transferable, non-sublicensable, license to:
(a) install and use one (1) copy of the FortReports Software on a Device OS Product that You own or control as permitted by and subject to the Apple’s terms of service;
(b) utilize the FortReports Data for a non-commercial purpose unless otherwise authorized in accordance with section 7.
(c) use the Documentation only and solely as a reference for understanding the functionality of the FortReports Software.
4. LICENSE RESTRICTIONS AND OBLIGATIONS
Except as permitted under this Agreement, You shall not, nor shall You assist or permit another to:
(a) use, reproduce, modify, create derivative works of, compile, or distribute the FortReports Software (or any derivative works thereof);
(b) transfer, assign, rent, resell, sub-license, host on a website or sever, adapt, translate or convert to another programming language the FortReports Software (or any derivative works thereof);
(c) reverse engineer, decompile, recompile, or disassemble, or otherwise attempt to discover or derive any portion of the FortReports Software or otherwise seek to discover, develop or modify the FortReports Software;
(d) remove, alter, modify or bypass any authorization codes required to activate the FortReports Software;
(e) develop separate software applications of any kind derived from the FortReports Software or any part or component thereof;
(f) remove, alter, modify any trademark or watermark on the FortReports Data;
(g) rent, sell, or use for a commercial purpose, the FortReports Data unless otherwise authorized in accordance with section 6;
(h) transfer or export the FortReports Data outside of Your Device without using the functionalities explicitly offered by the FortReports Software for such transfer or export. Without limitation, capturing or taking a picture of Your Device screen displaying the FortReports Data or the FortReports Software is strictly forbidden and constitutes a material breach to this Agreement;
(i) use any trademarks, logos or service marks belonging to FortReports. If You make reference to any FortReports products or technology or use FortReports’s trademarks, You agree to comply with the published guidelines at FortReports.com, as modified by FortReports from time to time.
(j) We are in compliance with the requirements of COPPA (Children’s Online Privacy Protection Act), since we
do not collect any information from anyone under 13 years of age. Our website, products and services are all
directed to people who are at least 13 years old or older.
5. NO UPDATES, NO SUPPORT OR MAINTENANCE
FortReports shall not be obligated to provide You with any Updates to the FortReports Software. If Updates are made available, the terms of this Agreement will govern such Updates, unless the Update is accompanied by a separate license in which case the terms of that license will govern. FortReports is not obligated to provide any maintenance, technical or other support for the FortReports Software. You acknowledge that Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the FortReports Software.
6. YOUR OBLIGATIONS
You represent to FortReports and agree that:
(a) You have the right and authority to enter into this Agreement on Your own behalf, or if You are entering into this Agreement on behalf of Your company, organization, educational institution, or agency, instrumentality, or department of the federal government, that You have the right and authority to legally bind such entity or organization to the terms and obligations of this Agreement;
(b) You will comply with the terms of and fulfill Your obligations under this Agreement;
(c) You will be solely responsible for all costs, expenses, losses and liabilities incurred, and activities undertaken by You in connection with the FortReports Software including without limitation any cost You incur to access the FortReports Software from Your Device;
(d) You will not act in any manner which conflicts or interferes with any existing commitment or obligation You may have and no agreement previously entered into by You will interfere with Your performance of Your obligations under this Agreement;
(e) You will only use the FortReports Software for the purposes and in the manner expressly permitted by this Agreement and in accordance with all applicable laws and regulations;
(f) You will not use the FortReports Software for any unlawful or illegal activity;
(g) To the best of Your knowledge and belief, Your use of FortReports Software do not and will not violate, misappropriate, or infringe any third party copyrights, trademarks, rights of privacy and publicity, trade secrets, patents, or other Intellectual Property Rights;
(h) You will not, directly or indirectly, commit any act intended to interfere with the FortReports Software, the intent of this Agreement, or FortReports’s business;
(i) You are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country; and You are not listed on any U.S. Government list of prohibited or restricted parties.
FortReports Data can be transferred or exported in order to be accessed outside of Your Device.
Those exports can be purchased on FortReports web site at FortReports.com or via authorized partners of FortReports. Prices, specific payment terms and terms of service will be made available to you at the time of purchase. Those services will be governed by additional terms.
When You confirm a transaction, You agree to be bound by and pay for that transaction. All sales are final. Your total price may include taxes and fees, which You are responsible for paying.
Once you have completed a transaction you may utilize the FortReports Data for commercial and public purposes.
If You order something that becomes unavailable before it can be provided to You, Your only remedy is to receive a refund of Your purchase price.
FortReports may change its fees at any time.
8. CONSENT TO USE OF DATA, ADVERTISING
FortReports reserves the right to deliver advertising to You in conjunction with Your use of the FortReports Software and utilize the processor bandwidth and storage on Your Device for this purpose. Advertising may be contextual and may be sent to You based on Your location or use of FortReports Software.
Location Capabilities. You expressly acknowledge and agree that if any Content you submit or upload in connection with the Service or the Application has any location-based capabilities enabled, FortReports may index such Content by location and make such Content searchable and publicly visible on our site, including placing such Content on any mapping interface.
9. INTELLECTUAL PROPERTY RIGHTS AND OWNERSHIP
You acknowledge that the FortReports Software and Trademarks are proprietary to FortReports and/or its licensors, and that FortReports and/or its licensors own all right, title and interest in and to the Intellectual Property Rights therein. Except for the licenses expressly granted herein, You acquire no right, title or interest in or to the FortReports Software, improvements on or derivative works thereof, and FortReports reserves all rights not expressly granted.
You agree not remove, deface or obscure any copyright notice, trademark notice or legends or proprietary legends in or on the FortReports Software.
You grant FortReports, under all of Your Intellectual Property Rights, the following worldwide, exclusive, transferable, perpetual, irrevocable, royalty-free, fully paid-up rights: (1) to make, have made, use, copy, modify, and create derivative works of the Feedback as part of any FortReports product, technology, service, specification or documentation; (2) to publicly perform or display, import, broadcast, transmit, distribute, license, offer to sell and sell, rent, lease or lend copies of the Feedback (and derivative works thereof and improvements thereon); and (3) to sublicense to third parties the foregoing rights, including the right to sublicense to further third parties.
You agree to cooperate with FortReports to maintain FortReports’s ownership of the FortReports Software. You shall promptly notify FortReports of any actual or suspected unauthorized use of FortReports’s Intellectual Property Rights and, to the extent that You become aware of any claims relating to the FortReports Software, You agree to use reasonable efforts to promptly provide notice of any such claims to FortReports.
You acknowledge that You have no right of action against FortReports in respect of any claim that the possession, use, development, modification or maintenance of the FortReports Software infringes any of Your Intellectual Property Rights.
10. PRODUCT CLAIMS
Apple shall not be responsible for addressing any claims by You or any third party relating Your possession and/or use of that FortReports Software, including, but not limited to: (a) product liability claims; (b) any claim that the FortReports Software fails to conform to any applicable legal or regulatory requirement; (c) claims arising under consumer protection or similar legislation and; (d) claims that the FortReports Software or Your possession and use of that FortReports Software infringes third party’s Intellectual Property Rights.
11. DISCLAIMER OF WARRANTY
The FortReports Software may contain inaccuracies or errors that could cause failures or loss of data and it may be incomplete.
YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT USE OF THE FortReports SOFTWARE IS AT YOUR SOLE RISK AND THAT THE ENTIRE RISK AS TO SATISFACTORY QUALITY, PERFORMANCE, ACCURACY AND EFFORT IS WITH YOU. THE FortReports SOFTWARE IS PROVIDED “AS IS”, WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND, AND FortReports AND ITS LICENSORS MAKE AND YOU RECEIVE NO EXPRESS WARRANTIES. ANY STATEMENTS OR REPRESENTATIONS ABOUT THE FortReports SOFTWARE AND ITS FUNCTIONALITY IN THE DOCUMENTATION OR ANY COMMUNICATION CONSTITUTE TECHNICAL INFORMATION AND NOT AN EXPRESS WARRANTY OR GUARANTEE. IN ADDITION, FortReports AND ITS LICENSORS SPECIFICALLY DISCLAIM ANY WARRANTY INCLUDING, WITHOUT LIMITATION, THE IMPLIED OR STATUTORY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, SATISFACTORY QUALITY AND NON INFRINGEMENT. WITHOUT LIMITING THE FOREGOING, FortReports AND ITS LICENSORS DO NOT WARRANT THAT THE OPERATION OF THE FortReports SOFTWARE WILL BE UNINTERRUPTED OR ERROR FREE.
12. LIMITATION OF LIABILITY
IN NO EVENT SHALL FortReports OR ITS LICENSORS HAVE ANY LIABILITY FOR ANY INCIDENTAL, SPECIAL, INDIRECT, OR CONSEQUENTIAL DAMAGES; LOSS OF PROFITS, REVENUE, OR DATA; BUSINESS INTERRUPTION, OR COST OF COVER. IN ADDITION, IN NO EVENT SHALL THE LIABILITY OF FortReports OR ITS LICENSORS FOR ANY DAMAGES ARISING OUT OF OR IN CONNECTION WITH THE FortReports SOFTWARE, DOCUMENTATION, OR THIS AGREEMENT EXCEED ONE CANADIAN DOLLAR (1.00 CAD). THE LIMITATIONS OF LIABILITY IN THIS SECTION 9 SHALL APPLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW TO ANY DAMAGES, HOWEVER CAUSED AND REGARDLESS OF THE THEORY OF LIABILITY, WHETHER DERIVED FROM CONTRACT, TORT (INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE) OR OTHERWISE, EVEN IF FortReports HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND REGARDLESS OF WHETHER THE LIMITED REMEDIES AVAILABLE HEREUNDER FAIL OF THEIR ESSENTIAL PURPOSE.
FortReports SHALL HAVE NO RESPONSIBILITY OR LIABILITY WHATSOEVER ARISING FROM LOSS OR THEFT OF THE FortReports SOFTWARE. YOU ARE SOLELY RESPONSIBLE FOR SAFEGUARDING THE FortReports SOFTWARE.
SOME JURISDICTIONS DO NOT ALLOW EXCLUSION OF CERTAIN WARRANTIES OR LIMITATIONS OF LIABILITY, SO THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU. THE LIABILITY OF FortReports WOULD IN SUCH CASE BE LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW.
13. INDEMNIFICATION BY YOU
You shall indemnify, defend and hold harmless FortReports, its directors, officers, employees, independent contractors and agents from any and all third party claims, damages, losses, liabilities, costs and expenses including, without limitation, attorneys fees and court costs (collectively, “Losses”) arising out of or in connection with (a) Your breach of any certification, covenant, obligation, representation or warranty in this Agreement and (b) Your use of the FortReports Software.
14. EFFECTIVE DATE AND TERMINATION
This Agreement shall be effective as of Your download of the FortReports Software.
Your rights under this Agreement will terminate immediately and automatically, without any notice to You, upon (a) Your failure to comply with any of the terms and conditions of this Agreement; (b) Your disposal of the FortReports Software.
Promptly upon termination, You shall cease to use the FortReports Software and Trademarks and destroy all electronic and physical copies of the FortReports Software in Your possession or control. Termination of this Agreement will not limit any of FortReports’s rights or remedies at law or in equity. Termination shall not entitle You to any refund.
Sections 3, 5, 7, 8, 9, 10, 11, 12, 14 and 15 will survive expiration or termination of this Agreement for any reason.
All notices to FortReports, permitted or required under this Agreement, shall in writing and sent to: FortReports Inc., 32 Britain Street Suite 200, Toronto, Ontario, Canada, with a copy emailed to Info@FortReports.com.
Notices shall be delivered as follows with notice deemed given as indicated: (a) by overnight courier upon written verification of receipt; or (b) by certified or registered mail, return receipt requested, five (5) days after deposit in the mail. Address used shall be the one first set forth above or such other address in accordance with the legal guidelines located at FortReports.com. All notices to FortReports will be addressed to the attention of the Legal Department.
This Agreement constitutes the entire agreement between the parties and supersedes any other previous or contemporaneous communications, agreements, representations, or advertising with respect to the FortReports Software.
FortReports reserves the right, at any time and from time to time, to update, revise, supplement, and otherwise modify this Agreement and to impose new or additional rules, policies, terms, or conditions on Your use of the FortReports Software. Such updates, revisions, supplements, modifications, and additional rules, policies, terms, and conditions (collectively referred to in this Agreement as “Additional Terms”) will be effective immediately upon release on FortReports.com and incorporated into this Agreement. Your continued use of the FortReports Software will be deemed to constitute Your acceptance of any and all such Additional Terms. All Additional Terms are hereby incorporated into this Agreement by this reference. This Agreement will be governed by the Provincial and Federal laws of Canada and the Province of Ontario. Your use of the FortReports Software may also be subject to other local, state, national, or international laws. You expressly agree that exclusive jurisdiction for any claim or dispute with FortReports or relating in any way to Your use of the FortReports Software resides in the courts of the Province of Ontario. The United Nations Convention on Contracts for the International Sale of Goods is specifically excluded from application to this Agreement. No action, regardless of form, arising out of or relating to this Agreement may be brought by You more than two (2) years after the cause of action has occurred.
You may not assign this Agreement or any rights hereunder without the prior consent of FortReports and any purported assignment by You shall be void. FortReports may freely assign this Agreement in connection with a merger, acquisition, or sale of assets, or by operation of law or otherwise without Your prior consent.
FortReports’s failure to enforce any right or provisions in this Agreement will not constitute a waiver of such provision, or any other provision of this Agreement.
If any provision of this Agreement is found by a court of competent jurisdiction to be illegal, invalid or unenforceable, the other provisions will remain in full force and effect. FortReports will not be responsible for failures to fulfill any obligations due to causes beyond its control.
The parties hereto confirm that it is their wish that this Agreement, as well as other documents relating hereto, including notices, have been and shall be written in the English language only.