This is an agreement between NDS Infotech Ltd and You the ("Agreement"). It applies to the software application You download from a Microsoft application repository ("Software"). This Agreement also applies to any updates and supplements for the Software, unless other terms accompany those items. If so, those terms apply.
This Agreement is a legally binding agreement with NDS Infotech Ltd, and You represent and warrant that You are authorized to enter into this Agreement on behalf of the corporation, partnership or other legal entity ( "You" or "Your" ) You are employed by or otherwise represent.
BY DOWNLOADING, INSTALLING, OR USING THE SOFTWARE, YOU ARE ACCEPTING THE TERMS AND CONDITIONS OF THIS AGREEMENT. IF YOU DO NOT INTEND TO ACCEPT THEM, YOU HAVE NO RIGHT TO (AND MUST NOT) DOWNLOAD OR USE THE SOFTWARE.
If you comply with these license terms, you have the rights below.
1. LICENSE
1.1. Scope of Use. The Software is licensed, not sold. You will have the right to install the Software for use with the Microsoft Project, to allow You perform testing and compatibility with your PMO needs.
1.2 Restrictions on Use of the Software. You may use the Software only as expressly permitted in this Agreement. In doing so, You must comply with any technical limitations in the Software that only allow you to use it in certain ways. You will not:
(A) distribute, rent, sell, transfer, assign, loan or grant any rights in the Software or any portion thereof in any form to any other party;
(B) use the Software in any manner that is not an internal use which expressly excludes any (i) use as an information technology resource for an unrelated third party, or (ii) illegal activity; or
(C) disassemble, de-compile, reverse engineer, modify, make derivative works or otherwise change the Software, in whole or in part.
2. You will allow NDS Infotech LTD access to the Software subject to Your security requirements or other standard procedures, during normal working hours for set-up, modifications and maintenance.
3. WARRANTIES. THE SOFTWARE IS PROVIDED BY NDS Infotech LTD TO YOU ON AN “AS IS” BASIS. NDS Infotech LTD HEREBY EXPRESSLY DISCLAIMS, ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, SATISFACTORY QUALITY, QUIET ENJOYMENT, LACK OF ERRORS AND NON-INFRINGEMENT RELATED TO THE SOFTWARE.
4. LIMITATION OF LIABILITY
4.1. CONSEQUENTIAL DAMAGES EXCLUDED. IN NO EVENT WILL NDS Infotech Ltd. LTD BE LIABLE TO YOU WITH RESPECT TO THE PROVISION OR USE OF THE SOFTWARE OR PURSUANT TO THIS AGREEMENT UNDER ANY THEORY (INCLUDING CONTRACT AND TORT) FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE
DAMAGES, INCLUDING (BUT NOT LIMITED TO) DAMAGES FOR LOSS OF DATA, LOSS OF USE, LOSS OF OPPORTUNITY, LOSS OF GOODWILL, LOSS OF BUSINESS, AND/OR HARDWARE MALFUNCTION, EVEN IF YOU ARE ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
4.2. LIABILITY LIMIT. NDS Infotech Ltd. accept no liability whatsoever in your use of Digital PMO.
5. PROPRIETARY INFORMATION.
5.1 Ownership of Intellectual Property. NDS Infotech Ltd. retains all right, title, interest and intellectual property and proprietary rights in and to the Software and all copies and derivative works thereof (by whomever produced). You will not acquire any rights therein by implication, estoppel or otherwise. Without limiting such prohibition, You hereby assign and agree to assign to NDS Infotech LTD all right, title and interest in and to any and all derivative works of the Software and any intellectual property or other materials created or generated, or any suggestions, enhancement requests, recommendations or other feedback provided by You, in connection with this Agreement.
6. GOVERNING LAW/VENUE.
This Agreement will be exclusively governed and construed in accordance with the laws of India without regard to the conflicts of law principles. The United Nations Convention on Contracts for the International Sale of Goods (UNCISG) and the Uniform Computer Information Transactions Act (UCITA) are specifically disclaimed in their entirety.
NDS Infotech Ltd. is provided on an "as is" basis with no warranty of any kind
To the fullest extent allowed by applicable law, in no event shall NDS Infotech Ltd. be liable for any loss whatsoever you might incur.