BY CLICKING THE "I ACCEPT" BUTTON DISPLAYED AS PART OF THE TRIBOLD 3 TRIAL REGISTRATION PROCESS, YOU AGREE TO THE FOLLOWING TERMS AND CONDITIONS (THE "AGREEMENT") GOVERNING YOUR USE OF TRIBOLD 3 ONLINE SERVICE, INCLUDING OFFLINE COMPONENTS (COLLECTIVELY, THE "SERVICE"). IF YOU ARE ENTERING INTO THIS AGREEMENT ON BEHALF OF A COMPANY OR OTHER LEGAL ENTITY, YOU REPRESENT THAT YOU HAVE THE AUTHORITY TO BIND SUCH ENTITY TO THESE TERMS AND CONDITIONS, IN WHICH CASE THE TERMS "YOU" OR "YOUR" SHALL REFER TO SUCH ENTITY. IF YOU DO NOT HAVE SUCH AUTHORITY, OR IF YOU DO NOT AGREE WITH THESE TERMS AND CONDITIONS, YOU MAY NOT USE THE SERVICE.

1.      Licence Grant

1.1   Once Tribold accepts the Client application for a free trial of the Software,  Tribold grants the Client a non-exclusive, non-transferable, revocable licence to use, the Software (as defined hereinafter). The Software means access to one copy of the version current at the date of this Agreement, of the Tribold Enterprise Product Management software products, together with associated documentation. The Licence is granted solely for the purpose of enabling the Client to evaluate the Software and use of the Software for any other purpose including but not limited to use for operational or training purposes is expressly prohibited. 

 

2.      Term

2.1   The licence granted pursuant to Clause 1 above is granted for a period of 7 (seven) days from the Effective Date.   Any extension to this term must be agreed by Tribold in writing before expiration of the above referenced period. 

 

3.      Delivery

3.1   Following the acceptance of this Agreement, and Tribold’s review of the Client application, Tribold will make the Software available to the Client.

 

4.      The Client's Obligations

4.1   The Client will:

(i)     use the Software strictly in accordance with its documentation or instructions given by Tribold and the terms and conditions of this Agreement;

(ii)    not re-sell, sub-licence or otherwise make the Software available in any format to any third party;

(iii)   not copy the Software;

(iv)   not disassemble, decompile, reverse engineer or otherwise interfere with the Software except as permitted by law;

(v)    use all reasonable endeavours to prevent the Software and Tribold’s intellectual property rights from damage and unauthorised use.

 

5.      Liability

5.1  TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW AND SUBJECT TO CLAUSE 5.2, TRIBOLD PROVIDES THIS SOFTWARE “AS IS” WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. TRIBOLD DOES NOT WARRANT THE SOFTWARE’S FUNCTIONS WILL MEET THE CLIENT’S REQUIREMENTS OR THAT THE SOFTWARE’S OPERATION WILL BE UNINTERRUPTED OR ERROR FREE. TRIBOLD ACCEPTS NO LIABILITY ARISING FROM USE OF THE SOFTWARE.

5.2   Notwithstanding Clause 5.1, Tribold does not exclude or limit liability for death or personal injury arising from its negligence.

 

6.      Intellectual Property Rights

6.1   The Client accepts that any and all of the copyright, know how, trade marks, trade names, patents and other intellectual property rights subsisting in or in connection with the Software and all developments of or relating to the Software, will be and remain the sole property of Tribold or its licensors.

 

7.      Confidential Information

7.1   The Client will treat as confidential the Software and all information however disclosed by Tribold to the Client and will use such information only for purposes directly connected with the Agreement, provided that this clause will not extend to any information which was rightfully in the possession of the Client prior to the commencement of the negotiations leading to the Agreement without any obligation of confidentiality; or which was already public knowledge or becomes so at a future date (otherwise than a result of a breach of this Clause). The Client will not divulge any confidential information to any person except to its own employees who have a need to know such information and comply with the provisions of this Clause. The foregoing obligations will survive any termination of this Agreement.

7.2   The Client acknowledges that Tribold’s confidential information constitutes a valuable business asset. The Client recognises that in the event of breach of the above confidentiality undertakings, Tribold reserves its right to damages and additional remedies, including but not limited to injunctive relief.

7.3   All confidential information will remain the property of Tribold and will be returned within five (5) days upon written request.

 

8.      Termination and Breach

8.1   If the Client is in breach of any of the terms or conditions of this Agreement, without prejudice to any other of its rights Tribold may terminate this Agreement forthwith upon written notice to the Client.  

9.      Assignment

9.1   The Client shall not assign or delegate its rights or obligations under this Agreement without the prior written consent of Tribold.

 

10. Contracts (Rights of Third Parties Act) 1999

10.1 Save in the case of a permitted assignment under this Agreement, no provision of this Agreement shall be enforceable pursuant to the Contracts (Rights of Third Parties) Act 1999, by any person who is not a party to it and neither party can declare itself a trustee of the rights under it for the benefit of a third party.

 

11. Waiver

11.1 Failure or neglect by either party to enforce at any time any of the provisions hereof will not constitute a waiver of that party's rights nor affect the validity of the whole or any part of this Agreement nor prejudice that party's rights to take subsequent action.

 

12. Legal Construction of this Agreement

12.1 These terms and conditions and this Agreement will be construed in accordance with the English language and the laws of England and the parties submit to the exclusive jurisdiction of the English courts.

12.2 This Agreement represents the entire agreement and understanding between the parties in respect of its subject matter.

 

If you have questions regarding this Agreement or wish to obtain additional information, please send an e-mail to marketing@tribold.com