NXM EDI LICENSE AGREEMENT
This License Agreement is a legal agreement between NxM Business Solutions ApS ("NxM") Roskildevej 12 A 1TH, 3400 Hillerod, Denmark, Company registration id(CVR)41523646 and the “Licensee” - defined as the legal individual person or single entity who buy this license. Partner is the entity or company who provide consultancy hours related to 365 Business Central.
Licensee agree to be bound by the terms and conditions of this End User License Agreement (”License”) by installing the module (“Software”). IF YOU DO NOT AGREE with one or more of the conditions herein, DO NOT INSTALL the module (“Software”).
The Licensee confirms the installation is done in a legal and valid license for 365 Business Cen-tral.
1. LICENSE
1.1 On the condition that the User accepts all terms and conditions of this License, and has provided all payments due resulting from the contractual relationship between NxM and the User, the User is entitled to install, use and run the Software in the number of installa-tions that correspond to the number of Licenses purchased by the User. This matches the number of companies included in the license.
1.2 This license is non-transferable, non-exclusive, revocable, and it allows the program to be applied only as an appsource component or app extension.
1.3 The Licensee acknowledges the following: that the Software or License keys that activate the Software can be limited by an expiry date as determined by NxM, that the Software or License keys can limit the number of installations, that the Software does not work when the limits set by the expiry date or the number of installations are exceeded. The User also acknowledges that the program contains security measures against unauthorized use. The Licensee is allowed to install the Software in a Sandbox environment.
1.4 The paid license per company includes an Upgrade Agreement as a part of the payment. In addition to the purchase of the Software Licensee are entitled to any updates and cor-rections to the Software. NxM does guarantee to release updates according to official re-lease plans from Microsoft.
1.6 The software can be bought through the Partner or directly NxM. License terms shall be informed by the Partner. The User has the responsibility to get information about these terms and any limitations. Installation will be an acceptance of the License terms. Pur-chase of module from a partner does not limit any of NxM’s rights.
2. LIMITATIONS OF USER RIGHTS
The user may NOT:
2.1 Under no circumstances use the Software in other installations than those covered by this license.
2.2 Make unauthorized copies of the Software; including taking any actions to avoid the Soft-ware’s embedded security measures against unauthorized use or copying.
2.3 Remove any proprietary rights, whether these appear during running of the Software or are stated in the corresponding documentation. Similarly, this applies for characteristics that identify the Software as being developed by NxM.
2.4 Licensee may not modify the software code. License has legal rights to extend the soft-ware with new functions according to the extension guides provides by NxM.
2.5 Licensee may not reverse engineer, decompile or disassemble the Software in whole or in part. Licensee may not sublicense any rights in whole or parts of the Software.
3. PROPRIETARY RIGHTS
3.1 All proprietary rights to the Software, documentation and User manuals belong to NxM, including patent-and trademark rights plus other proprietary rights.
4. ORDERS, REQUISITIONS, ANCILLARY SERVICES
4.1 This License Agreement applies to all orders for the acquisition, support or other services related to the Software.
4.2 All payments in connection with this License Contract are due 14 days after the invoice date as specified on the invoice or if no due date is specified on the invoice. After this date, interest will be calculated and added in compliance with current Interest Law regula-tions.
4.3 The product is available of sending documents and include personal data. date as specified on the invoice or if no due date is specified on the invoice. After this
5. DOCUMENTATION
5.1 Documentation for the Software is available at the web site for NxM and is accessible by use of a password given by NxM to the administrator at the Licensee company. The Licen-see administrator is responsible for applying other users to having access to NxM Web site. The scope and content of the Software documentation is determined by NxM and is indisputable.
6. TERMINATION
6.1 NxM may terminate the User’s rights for receiving updates as described under Section 1.5 with a notice of 3 months valid from the first day in a month.
7. BREACH OF CONFIDENCE
7.1 The End User License Agreement can be revoked in the event of any breach of the terms stated in this License Agreement.
7.2 The following are considered serious breaches of the terms: The User's insolvency, de-clared bankruptcy, bankruptcy decree issued to the User. Additionally, any payment de-lays are considered a serious breach.
7.3 Upon termination of the License Agreement, each party shall return whatever it received in connection with the License Agreement, including all copies of the Software, License keys, manuals and other documentation. Uninstall software. All digital copies of manuals and documentation must be deleted and all copies of the Software uninstalled.
8. DISCLAIMER
8.1 If the User chooses to carry out installation and operation of the Software independently, NxM disclaims any responsibility regarding the level of functionality achieved or losses caused thereby.
8.2 NxM is not liable for direct or indirect losses such as operational losses, goodwill loss, lost contracts and order, loss of profits or other loss due to economic consequences. NxM is not liable for circumstances caused by war, natural catastrophes, terrorist attacks, block-ades or similar circumstances (force majeure). NxMs liability in all cases is limited to an amount equal to the maximum of the User's total payment to NxM in connection with this License.
8.3 NxM is not liable for documentation content, completeness, changes, software updates, The quality of consultancy delivered by a Partner or other involved consultant, employees, advices given by NxM.
10. CHOICE OF LAW AND VENUE
10.1 This User Agreement is subject to Danish Law. Any dispute arising in connection with this License Agreement shall be judged under jurisdiction of the Copenhagen City Court as the first authority.