SOFTWARE LICENSE AGREEMENT
PLEASE READ THIS LICENSE AGREEMENT CAREFULLY BEFORE INSTALLING, ACCESSING, RUNNING OR USING THE PROGRAM.
BY INSTALLING, ACCESSING, RUNNING OR OTHERWISE USING THE PROGRAM, YOU ARE CONSENTING TO BE BEOUND BY THIS AGREEMENT. IF YOU DO NOT AGREE TO ALL OF THE TERMS OF THIS AGREEMENT, PLEASE DO NOT INSTALL, ACCESS, RUN, OR OTHERWISE USE THE PROGRAM.
This Software License Agreement (“Agreement”) is a legal agreement between you (any natural person, juristic person or a Company – herein referred to as “the User”) and Lightbulb Education (Pty) Ltd (herein referred to as “Lightbulb Education”), creator of the software product licensed by the User from Lightbulb Education (“the Program”). This Agreement states the terms and conditions upon which Lightbulb Education offers to license the Program together with all related documentation and accompanying items including, but not limited to, the executable programs, drivers, libraries and data files associated with the Program (collectively, “the Software”).
- GRANT OF LICENSE
1.1. Lightbulb Education hereby grants to the User a non-exclusive, non-transferable, revocable license to use the Software, including any modified or enhanced versions thereof provided to the User by Lightbulb Education, at no cost, for a period beginning on the date of first use of the Software by the User (“the Period”) until the contracted termination date (“Validity Days”).
1.2. In the event that the User wishes to use the Software after the Period, a separate software license agreement shall be concluded between Lightbulb Education and the User.
- OWNERSHIP AND INTELLECTUAL PROPERTY RIGHTS
The User acknowledges that Lightbulb Education retains all right, title, and interest in and to the Software and in all copies thereof, including without limitation any copyright, patent, trade secret, trademarks or other intellectual property rights, and no title to the Software (including any modifications thereof made by Lightbulb Education) are transferred to the User by virtue of this Agreement other than as specified herein.
- LICENSE RESTRICTIONS
3.1. The User shall not without the express prior written consent of Lightbulb Education:
3.1.1. sell, rent, lease, sub-license, transfer, resell for profit or otherwise distribute the Software or any part thereof to any third parties;
3.1.2. modify the Software or create derivative works based upon the Software;
3.1.3. alter, merge, modify, adapt or translate the Software, or reverse compile, disassemble, or otherwise reverse engineer the Software, or allow anyone else to do so;
3.1.4. attempt to access, use or otherwise derive source code of the Software; or
3.1.5. remove or obscure any copyright and trademark notices relating to the Software.
3.2. The Software shall be used by the User only for the purpose of evaluating suitability thereof for the User’s proposed applications. For the avoidance of any doubt, all output generated by the Software including models, input files, images including screenshots shall not be used for commercial or research purposes, publications, or representations without the express written consent of Lightbulb Education. All files provided by Lightbulb Education and all output generated from these files shall remain the property of Lightbulb Education and shall not be used for purposes other than internal evaluation.
3.3. Any use of the Software for a commercial purpose or to produce meshes having commercial valve, including any project or mesh of a type performed in the normal course of a business practice, is prohibited.
3.4. The User shall not use the Software for the purpose of developing products which compete with the Software. In no event shall the User make all or any part of the Software available to any third party as part of a data services operation or application services provided or otherwise.
3.5. All use of the Software shall be under the direct supervision and control of the User. The User hereby asserts to be fully cognizant of the terms and conditions of this Agreement, and to have the authority to exercise such supervision and control.
3.6. The User understands and acknowledges that it is granted only those rights set out in this Agreement and no other rights.
- MAINTENANCE, ENHANCEMENT AND SUPPORT
Support for the duration of the Period will be provided at Lightbulb Education’s sole discretion and may be conditioned upon payment of fees.
- LIMITED WARRANTY
5.1. The Software is provided with no warranties of any kind, and Lightbulb Education disclaims all other warranties, express or implied, including without limitation any warranty of fitness for a particular purpose.
5.2. Lightbulb Educationwarrants that the Software delivered will be substantially free of known bugs, viruses or malware, but cannot guarantee that it will remain so once implemented by the User or that that the operation of the Software will be uninterrupted or error free, or that all defects in the Software will be corrected.
- LIMITATION OF LIABILITY
To the maximum extent allowed by applicable law, neither Lightbulb Education nor its officers, directors, employees, agents, vendors, suppliers or distributors shall be liable under this Agreement to the User or to any third party for any direct or indirect, special, incidental, punitive or consequential damages of any kind, loss of information or data, or other financial loss arising out of or in connection with the use of the Software, whether based in contract, delict, tort, strict liability or any other theory, even where Lightbulb Education has been informed of the possibility thereof.
- TERMINATION AND CONSEQUENCES OF TERMINATION
7.1. This Agreement, and all rights granted to the User hereunder, shall terminate
7.1.1. automatically without notice upon the expiration of the Period;
7.1.2. upon the User’s breach of any of the terms of this Agreement; or
7.1.3. immediately upon Lightbulb Education providing written notice to the User.
7.2. Upon termination of this Agreement, all of the User’s rights and licenses hereunder shall terminate and the User shall immediately:
7.2.1. purge all copies of the Software and any portions thereof from all CPU’s and storage media and devices on which the User has placed or allowed others to place the Software;
7.2.2. return to Lightbulb Education any documentation or manuals and copies thereof in respect of the Software; and
7.2.3. upon request provide Lightbulb Education with written certification that the User has complied with its obligations under this clause 7.3.
8.1. This Agreement will be governed by the laws of the Republic of South Africa and the parties submit to the jurisdiction of the North Gauteng High Court, Johannesburg in relation to any dispute at any time between the parties in respect of any matter arising out of this Agreement.
8.2. The User shall not have the right to assign or otherwise transfer its rights and obligations under this Agreement except with express written consent of Lightbulb Education.
8.3. This Agreement shall constitute the final and complete expression of all the terms of the agreement between the parties. This Agreement supersedes all prior proposals, understandings and negotiations concerning the matters specified herein. Any representations, oral statements, promises or warranties made by either party that differ in any way from the terms of this Agreement shall be given no force or effect.
8.4. Lightbulb Education may from time to time modify the terms of this Agreement and will post a copy of the amended Agreement on http://www.LightbulbEducation.co.za . Lightbulb Education will use reasonable endeavours to inform the User of any modification to this Agreement. The User will be deemed to have accepted the Agreement as amended where he/she/it continues to use the Software after any amendments are posted.
8.5. No waiver of any right arising from any breach or failure to perform shall be deemed to be a waiver of any future right or of any other right arising under this Agreement.
8.6. Each of the terms and conditions contained in this Agreement shall be deemed to be separate and severable from the other of them and if any one or more of them are determined to be invalid or unenforceable by any Court of competent jurisdiction, such determination and any consequential severance shall not invalidate the rest of this Agreement which shall remain in full force and effect as if such severed terms and conditions had not been made a part thereof.