You must accept this End-User License Agreement to proceed to the purchase page. If you do not agree with the terms below, please do not proceed any further.
Last Revision: April 15, 2020
This End-User License Agreement ("EULA") is a legal agreement between you and Simpoly Solutions Inc.
This EULA agreement governs your acquisition and use of our CutRight software ("Software") directly from Simpoly Solutions Inc. or indirectly through a Simpoly Solutions Inc. authorized reseller or distributor (a "Reseller").
Please read this EULA agreement carefully before completing the installation process and using the CutRight software. It provides a license to use the CutRight software and contains warranty information and liability disclaimers.
If you register for a free trial of the CutRight software, this EULA agreement will also govern that trial. By clicking "accept" or installing and/or using the CutRight software, you are confirming your acceptance of the Software and agreeing to become bound by the terms of this EULA agreement.
If you are entering into this EULA agreement on behalf of a company or other legal entity, you represent that you have the authority to bind such entity and its affiliates to these terms and conditions. If you do not have such authority or if you do not agree with the terms and conditions of this EULA agreement, do not install or use the Software, and you must not accept this EULA agreement.
This EULA agreement shall apply only to the Software supplied by Simpoly Solutions Inc. herewith regardless of whether other software is referred to or described herein. The terms also apply to any Simpoly Solutions Inc. updates, supplements, Internet-based services, and support services for the Software, unless other terms accompany those items on delivery. If so, those terms apply.
License Grant
Simpoly Solutions Inc. hereby grants you a revocable, non-transferable, non-exclusive license to use one copy of the CutRight software on a single device in accordance with the terms of this EULA agreement.
You are permitted to install the CutRight software on a single device (for example a PC, laptop, mobile or tablet) under your control. You are responsible for ensuring your device meets the minimum requirements of the CutRight software.
Restrictions on Use
You are not permitted to: (1) edit, alter, modify, adapt, translate or otherwise change the whole or any part (except the Qt library) of the Software nor permit the whole or any part (except the Qt library) of the Software to be combined with or become incorporated in any other software, nor decompile, disassemble or reverse engineer the Software or attempt to do any such things; (2) reverse engineer, reproduce, copy, distribute, or resell the Software; (3) remove, disable, alter, circumvent or obscure any security protections, labels or proprietary notices (including any notice of copyright or trademark of Simpoly Solutions Inc. or its affiliates, partners, supplier or licensors) contained on or within the Software; (4) allow any third party to use the Software on behalf of or for the benefit of any third party; (5) make the Software available over a network or other environment permitting access or use by multiple users at the same time; (6) use the Software for creating a product, service or software that is, directly or indirectly, competitive with or in any way a substitute for any services, product or software offered by Simpoly Solutions Inc.; (7) use the Software in any way which breaches any applicable local, national or international law; (8) use the Software for any purpose that Simpoly Solutions Inc. considers is a breach of this EULA agreement
Intellectual Property and Ownership
Simpoly Solutions Inc. and its licensors shall at all times retain ownership of the Software as originally downloaded by you and all subsequent downloads of the Software by you, and is protected by Canadian and international copyright and patent laws. The Software (and the copyright, trademark, and other intellectual property rights of whatever nature in the Software, including any modifications made thereto) are and shall remain the property of Simpoly Solutions Inc. and its licensors.
Simpoly Solutions Inc. reserves the right to grant licenses to use the Software to third parties.
Termination
Simpoly Solutions Inc. may, in its sole and absolute discretion, at any time and for any or no reason, suspend or terminate this license and the rights afforded to you hereunder with or without prior notice. This license will also terminate immediately if you fail to comply with any term of this EULA agreement. Upon such termination, the license granted by this EULA agreement will immediately terminate and you agree to stop all access and use of the Software. The provisions that by their nature continue and survive will survive any termination of this EULA agreement.
Disclaimer of Warranty
You acknowledge and agree that the Software is provided on an “as is” and “as available” basis, and that your use or reliance upon the Software and any third party content and services accessed thereby is at your sole risk and discretion. Simpoly Solutions Inc. and its affiliates, partners, suppliers and licensors hereby disclaim any and all representations, warranties and guaranties regarding the Software and third party content and services, whether express, implied or statutory, and including, without limitation, the implied warranties of merchantability, fitness for a particular purpose, and non-infringement. Furthermore, Simpoly Solutions and its affiliates, partners, suppliers and licensors make no warranty that (1) the Software or third party content and services will meet your requirements; (2) the Software or third party content and services will be uninterrupted, accurate, reliable, timely, secure or error-free; (3) the quality of any products, services, information or other material accessed or obtained by you through the Software will be as represented or meet your expectations; or (4) any errors in the application or third party content and services will be corrected. No advice or information, whether oral or written, obtained by you from Simpoly Solutions Inc. or from the Software shall create any warranty or condition not expressly stated in this EULA agreement.
Limitation of Liability
In no event shall Simpoly Solutions Inc.’s or its affiliates’, partners’, suppliers’ or licensors’ aggregate liability exceed the amounts actually paid by and/or due from you in the twelve (12) month period immediately preceding the event giving rise to such claim. In no event shall Simpoly Solutions Inc. or its affiliates, partners, suppliers or licensors be liable to anyone for any indirect, punitive, special, exemplary, incidental, consequential or other damages of any type or kind (including loss of data, revenue, profits, use or other economic advantage) arising out of, or in any way connected with the Software and any third party content and services, including but not limited to the use or inability to use the Software and any third party content and services, or for any content obtained from or through the Software and any third party content and services, any interruption, inaccuracy, error or omission, regardless of cause in the content, even if the party from which damages are being sought or such party's licensors have been previously advised of the possibility of such damages. Because some countries and jurisdictions do not allow the exclusion or limitation of liability for consequential or incidental damages, In such coutries and jurisdictioins, Simpoly Solution Inc.’s AND its affiliates, partners’, suppliers’ AND licensors’ liability shall be limited to the extent permitted by law.
Indemnity
YOU AGREE TO INDEMNIFY, DEFEND AND HOLD HARMLESS SIMPOLY SOLUTION INC. AND ITS affiliates, partners, suppliers AND LICENSORS, AND THEIR RESPECTIVE BOARDS OF GOVERNORS, OFFICERS, EMPLOYEES, FACULTY, STUDENTS, STAFF AND AGENTS FROM AND AGAINST ANY AND ALL LIABILITY, LOSS, DAMAGE, ACTION, CLAIM OR EXPENSE (INCLUDING ATTORNEY'S FEES AND COSTS AT TRIAL AND APPELLATE LEVELS) IN CONNECTION WITH ANY CLAIM, SUIT, ACTION, DEMAND OR JUDGMENT ARISING OUT, OF CONNECTED WITH, RESULTING FROM, OR SUSTAINED AS A RESULT OF YOUR USE OF THE SOFTWARE.
Governing Law
This EULA agreement, and any dispute arising out of or in connection with this EULA agreement, shall be governed by and construed in accordance with the laws of British Columbia, Canada, without regard to the choice-of-law principles thereof. The United Nations Convention on Contracts for the International Sale of Goods shall not apply to this agreement. Any action seeking legal or equitable relief arising out of or relating to these Terms will be brought only in the courts of the Province of British Columbia.