All solutions (Software) developed by SuiteCorner (apps, add-ons or verticals) has the below license agreement. Some of the solutions developed by SuiteCorner has a subscription fee and some is free of charge. Regardless, this Agreement governs the use of the Software and shall apply to all use of the Software.
This License Agreement (“Agreement”) constitutes an agreement between SuiteCorner Solutions AB, corporate registration number 559269-6263, a company incorporated under the laws of Sweden, hereinafter referred to as (“SuiteCorner”) and the customer using the Software, with the identity and details provided via the customer’s account (“Licensee”).
SuiteCorner has developed and provide certain Software applications as available via download from time to time (“Software”). SuiteCorner is willing to license the Software to Licensee, and Licensee wishes to obtain this license right, through which Licensee will have the opportunity to use the Software. As a result, SuiteCorner and Licensee has entered into this Agreement.
This Agreement governs the use of the Software and shall apply to all use of the Software.
SuiteCorner and Licensee may hereinafter also be referred to individually as “Party” and collectively as “Parties”.
1 Acceptance of the Agreement
1.1 Prior to using the Software, Licensee must have read, understood and accepted this Agreement. Further, Licensee undertakes to carefully read any and all future revisions of or amendments to this Agreement and not to use the Software unless Licensee has read, understood and accepted such revised or amended Agreement.
1.2 By checking the “I Accept”-box during the registration process or otherwise downloading the Software, Licensee agrees to strictly adhere to the terms of this Agreement and to be legally bound to the Agreement in relation to SuiteCorner.
1.3 If Licensee creates an account and/or uses the Software on behalf of a company or other legal entity, Licensee represents and warrants that Licensee has full authority to legally bind that company or other legal entity to the Agreement. In such case, the obligations of Licensee herein shall include the company and any personnel using the Software on behalf of such company.
1.4 If Licensee does not agree to the Agreement or any updated version of it, Licensee may not use Software.
2 Access to the Software and Licensee Account
2.1 Licensee will get access to the Software via download through Licensee’s account.
2.2 Licensee acknowledges that data provided by Licensee is true and correct and that, when necessary, Licensee will update such data so that it at all times remains true and correct. Licensee is solely responsible for maintaining the confidentiality of login information, if any. SuiteCorner shall have no responsibility for any unauthorized use of Licensee’s account.
3 Trial Period of the Software
3.1 The Licensee may be eligible to use the Software during an initial trial period free of charge, as determined by SuiteCorner. The trial period is intended for testing and evaluation of the Software. During the trial period, Licensee may only use the Software for the purpose of testing and evaluating the Software.
3.2 The duration of the trial period will be specified at the time of download, if Licensee is eligible for a trial period. If Licensee continues to use the Software following the end of the trial period, Licensee will be charged for such use in accordance with the Agreement.
4 Use Rights
4.1 SuiteCorner is the owner of the Software, including all intellectual property rights.
4.2 SuiteCorner grants Licensee a non-exclusive, limited license to install and use the Software in accordance with this Agreement. The license is only granted to Licensee for as long as Licensee hold a valid license agreement with SuiteCorner.
4.3 Except as expressly granted in this Agreement, Licensee shall have no other rights to the Software. All rights not expressly granted are reserved and retained by SuiteCorner.
4.4 Licensee may not use, copy alter, develop, or create additions to the Software, other than as expressly permitted under this Agreement. This means that Licensee under no circumstances may use or copy the Content in the Software other than as expressly permitted in this Agreement. Further, Licensee may not use reverse engineering, work around any technical limitations, or otherwise attempt to change or recreate any parts of the Software, including Content.
4.5 Licensee may not sublicense, rent, loan or otherwise permit any third party, directly or indirectly, to dispose or otherwise use the Software.
5 Licensee Obligations
5.1 Licensee may use the Software only for such purposes that are permitted by applicable law or regulation and this Agreement. Licensee undertakes to comply with SuiteCorner’s from time to time applicable guidelines and this Agreement. Licensee may not use the Software in a way that causes SuiteCorner or a third party harm. If Licensee becomes aware of the Software being used in violation of this Agreement, Licensee shall, if possible, immediately terminate such use and inform SuiteCorner of the violation.
5.2 Licensee specifically agrees not to use the Software in any way that may infringe or violate someone else’s right (copyright, trademark or other intellectual property right), that may violate the integrity of, intimidate or offend another person, that may challenge criminal actions or contain material not permitted by any applicable law or regulation.
6 Professional Services
6.1 SuiteCorner may also provide Licensee with professional services relating to the Software, upon Licensee’s request. Provision of professional services is subject to SuiteCorner’s approval.
6.2 Any and all rights to the result of professional services, including intellectual property rights, shall be the property of SuiteCorner, unless otherwise explicitly agreed in writing. Upon SuiteCorner receiving payment for the provision of professional services, the Licensee is granted a non-exclusive, limited license to use the result in accordance with this Agreement. The license is only granted to Licensee for as long as Licensee hold a valid license agreement with SuiteCorner.
6.3 Professional services are provided at the hourly fee specified by SuiteCorner upon Licensee’s request for such services. All professional services rendered by SuiteCorner are subject to the provisions of this Agreement, including the clauses on Limited Liability and Indemnification.
7 Price and Payment
7.1 Licensee shall pay a license fee to SuiteCorner based on the Software usage and the number of users. When downloading the Software, Licensee accepts the license fee amount and the available payment methods as specified in conjunction with the download of the Software.
7.2 The license fee covers the subscription period, as specified within the Software. On renewal date the subscription will automatically be extended for a new subscription period and the applicable license fee will be charged via the selected payment option. Cancellation of a subscription must be done before the next extension date to not be charged for an additional subscription period. License fees are not refundable.
7.3 If Licensee does not pay the applicable license fee, Licensee’s right to use the Software shall immediately cease.
7.4 In case of late payment, interest will apply in accordance with Swedish law. If payment is not settled, SuiteCorner may suspend or remove access to the Software.
7.5 Unless otherwise expressly stated in writing, Licensee are solely responsible for any taxes or fees arising from its use of the Software.
8 Intellectual Property Rights
8.1 All copyrights, trademarks and other intellectual property rights (registered and unregistered) in and to the Software are reserved by SuiteCorner and/or third parties. Nothing in this Agreement grants Licensee a right or license to use any trademark, copyright or other intellectual property right owned or controlled by SuiteCorner, unless explicitly granted herein.
9 No Warranty
9.1 THE SOFTWARE AND ANY CONTENT CONTAINED AND MADE AVAILABLE VIA THE SOFTWARE ARE ALL PROVIDED ”AS IS” AND ”AS AVAILABLE”.
9.2 SUITECORNER DOES NOT PROVIDE ANY WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, FOR THE SOFTWARE, INCLUDING BUT NOT LIMITED TO THE AVAILABILITY OF THE SOFTWARE. SUITECORNER DOES NOT GUARANTEE THE ACCURACY, COMPLETENESS, OR USEFULNESS OF ANY INFORMATION OR CONTENT PROVIDED THROUGH THE SOFTWARE. SUITECORNER DOES NOT WARRANT THAT THE USE OF THE SOFTWARE WILL BE SECURE, UNINTERRUPTED, SAFE, ALWAYS AVAILABLE, ERROR-FREE OR WILL MEET LICENSEE’S REQUIREMENTS, OR THAT ANY DEFECTS IN THE SOFTWARE WILL BE CORRECTED.
10 Limited Liability
10.1 SUITECORNER’S AGGREGATE LIABILITY TOWARDS LICENSEE WITH RESPECT TO THE SOFTWARE SHALL BE LIMITED TO DIRECT DAMAGE OF PROPERTY NOT EXCEEDING THE LOWER OF FIFTY PERCENT (50 %) OF THE PRICE CUSTOMER PAID FOR THE SOFTWARE OR SEK 10,000. SUITECORNER IS UNDER NO CIRCUMSTANCES WHATSOEVER LIABLE FOR ANY INDIRECT LOSSES OR INDIRECT DAMAGE, SUCH AS LOSS OF PROFIT, LOSS OF SAVINGS AND/OR LOSS OF DATA.
10.2 THE SOFTWARE IS PROVIDED “AS IS” AND “AS AVAILABLE”. SUITECORNER DOES NOT WARRANT THAT THE USE OF THE SOFTWARE WILL BE SECURE, UNINTERRUPTED, SAFE, ALWAYS AVAILABLE, ERROR-FREE OR WILL MEET THE REQUIREMENTS OF LICENSEE.
11.1 LICENSEE AGREES TO INDEMNIFY, DEFEND, AND HOLD HARMLESS SUITECORNER FROM AND AGAINST ALL CLAIMS, LOSSES, EXPENSES, OR DEMANDS OF LIABILITY, INCLUDING BUT NOT LIMITED TO REASONABLE ATTORNEYS’ FEES AND COSTS IN CONNECTION WITH ANY CLAIM ARISING OUT OF LICENSEE’S USE OF THE SOFTWARE IN VIOLATION OF THIS AGREEMENT OR APPLICABLE LAW.
12.2 If Licensee submits personal data to SuiteCorner that relates to its staff or any other data subject, Licensee must notify the specific data subject that SuiteCorner will process the data subject’s personal data, in order to meet SuiteCorner’s obligation to provide information in accordance with Article 14 of the General Data Protection Regulation.
13 Termination, Notice and Inactivation of Licensee Account
13.1 This Agreement will take effect upon Licensee’s download of the Software or when Licensee registers its account, and is valid for as long as Licensee uses the Software under the trial period or a paid license for use of the Software.
13.2 Either Party may terminate the Agreement at any time by giving the other Party a sixty days written notice.
13.3 Without prejudice to any other rights or remedies which the Parties may have, either Party may suspend or terminate the Agreement without liability to the other Party and immediately on written notice, if the other Party:
(a) fails to pay any amount due under the Agreement on the due date for payment, and the amount is still unpaid 10 days after being notified in writing to make such payment,
(b) fails to pay any amount due under the Agreement on the due date on several occasions,
(c) is in material breach of the Agreement and the breach is impossible to remedy,
(d) is in material breach of the Agreement and the breach is possible to remedy, and fails to remedy that breach within 14 days after receiving written notice of such breach, or
(e) is declared bankrupt, is insolvent, is dissolved or otherwise ceases to carry on business.
13.4 SuiteCorner may immediately terminate Licensee´s account, thus ending Licensee’s access to the Software, if SuiteCorner believes that Licensee has violated any provisions of this Agreement or other SuiteCorner guidelines. SuiteCorner is entitled to deny Licensee access to the Software.
13.5 Upon termination of the Agreement, all rights granted by SuiteCorner to Licensee shall immediately cease. For the avoidence of doubt, Licensee may not use the Software after the Agreement is terminated or expired.
13.6 SuiteCorner shall irrespective of termination or expiration be entitled to keep the already received, as well as to receive any outstanding license fees that are undisputed and due to be invoiced at the time of termination.
14 Force Majeure
14.1 Neither Party will be liable for any delay or non-performance of its obligations under the Agreement to the extent that such delay or non-performance is a result of any condition beyond its control, including but not limited to governmental action, acts of terrorism, war, warlike hostilities, disasters, catastrophes, earthquake, fire, flood, labor conditions, power failures, and internet disturbances.
15.1 SuiteCorner may modify and amend this Agreement. Such amendments shall enter into effect 30 days from the date which SuiteCorner has provided notice of the changes to Licensee. If Licensee finds that the proposed modifications or amendments encompass a limitation of Licensee’s rights in a way that Licensee cannot accept, Licensee is entitled to terminate its account with a 30 days written notice. Licensee is required to stay updated in regards to the current Agreement applicable at the time of Licensee using the Software.
15.2 SuiteCorner may from time to time modify the Software without prior notice.
15.3 Licensee is not permitted to assign or otherwise transfer its rights and obligations under this Agreement. SuiteCorner has the right, without prior obtaining of approval, to assign this Agreement to another company in the same company group as SuiteCorner, or a third party in connection with a transfer of all or substantially all of SuiteCorner’s assets.
15.4 If any part, term or provision of this Agreement is held to be illegal or unenforceable, the validity of the remainder of this Agreement will not be affected. Any omission of SuiteCorner to enforce any right under this Agreement shall not be regarded as a waiver of such rights. IT IS EXPRESSLY UNDERSTOOD THAT ALL PROVISIONS REGARDING LIMITATIONS OF LIABILITY, NO WARRANTY AND INDEMNIFICATION WILL REMAIN IN FULL FORCE AND EFFECT AND SHALL SURVIVE THE TERMINATION OF THIS AGREEMENT.
15.5 This Agreement constitutes the entire agreement between Licensee and SuiteCorner on all issues to which this Agreement relates. However, if Licensee holds a separate agreement with SuiteCorner regarding use of the Software, the terms of such an Agreement shall prevail over this License Agreement in case of contradictions.
16 Law and Venue
16.1 This Agreement and any dispute or claim arising out of or in connection with it shall be construed in accordance with and be governed by the laws of Sweden, without regard to its conflict of law provisions.
16.2 Any dispute regarding the Software and/or arising out of this Agreement shall be settled exclusively by the courts of Sweden, with the Disctrict Court of Stockholm (Sw. Stockholms tingsrätt) as the court of first instance.