PLEASE READ CAREFULLY THE TERMS AND CONDITIONS OF THIS LICENSE AGREEMENT BEFORE PROCEEDING WITH THE INSTALLATION OF THIS SOFTWARE, AS THIS AGREEMENT REFERS TO A LICENSE FOR NON-EXCLUSIVE USE OF SITRAD PROâ COMPUTER PROGRAM, HEREIN REFERRED TO AS SOFTWARE, THE COPYRIGHT OF WHICH IS OWNED BY ITS LICENSOR FULL GAUGE ELETRO CONTROLES LTDA, THE TRADE NAME OF WHICH IS FULL GAUGE CONTROLS. THIS SOFTWARE IS PROTECTED BY COPYRIGHT AND RELATED LAWS, AS WELL AS BY THE SOFTWARE PROTECTION LAW IN FORCE IN THE COUNTRY. PROCEEDING WITH THE INSTALLATION OF SITRAD PROâ SOFTWARE, WHEN USING SITRAD PROâ SOFTWARE, THE LICENSEE AGREES WITH ALL TERMS AND CONDITIONS BELOW AND ALSO DECLARES AWARENESS THAT THE IMPLIED AGREEMENT RESULTS FROM THE EVIDENCE GENERATED BY ACTS WHICH VERIFY THE INTENTION TO CONSENT OR TO AGREE WITH THE USE OF SITRAD PROâ SOFTWARE OR WITH THE APPROVAL THEREOF.
On the one side, Full Gauge Eletro Controles Ltda, with its registered office at Rua Julio de Castilhos, 250 – Canoas – Rio Grande do Sul, registered in the Corporate Taxpayer Registry (CNPJ) under No. 90.446.048/0001-10, herein referred to as the Licensor; and on the other side, the user, herein referred to as the Licensee, who hereby agrees with the conditions set out below:
- LICENSE: The Licensor hereby grants the Licensee, and the Licensee hereby accepts, for exclusive use in products manufactured by the Licensor, a non-exclusive license for installation and use of SITRAD PROâ Software, only in the computer- or cell phone- readable executable code form, as well as the related documentation provided in this Agreement and in the applicable law in force. The Licensee agrees that it shall not assign, sublicense, transfer, pledge, hire, lease or share its license rights under this Agreement. The Licensee also agrees that it may not take possession of, modify, disassemble, or decompile the SITRAD PROâ Software in any way.
- LICENSOR’S RIGHTS: The Licensee acknowledges and agrees that SITRAD PROâ Software is exclusively owned by the Licensor and is protected by both International Conventions and Treaties, to which Brazil is a signatory, and local Laws and Decrees providing for Computer Programs and Copyrights. Also, it acknowledges and agrees that all rights, title, and interest in and to SITRAD PROâ Software, including any related rights, shall remain the property of the Licensor.
Sole Paragraph – Any and all development or upgrades performed in the SITRAD PROâ Software shall generate new rights of intellectual property exclusively to the Licensor and, therefore, no rights to this Software are granted to the Licensee, except for the free use of products exclusively manufactured by the Licensor, as provided in this Instrument.
- The Licensee hereby authorizes the Licensor to use its trademark linked to the SITRAD PRO Software in disclosure media (websites, social media, videos, news, newsletters, e-mail marketing, fairs, etc.) without prior notice. Should there be a need for keeping institutional secrecy, the Licensee should communicate this by the time of the Software installation through the e-mail firstname.lastname@example.org with the subject “NON-DISCLOSURE OF TRADEMARK”.
- The Licensee commits to disclose the SITRAD PROâ Software to the interested parties (such as its customers and co-workers of its company), as well as to include the due logos at the installation site, in return for the free use of the tool.
- All advertising or exteriorization given to the SITRAD PROâ Software by the Licensee should mention the Licensor as the sole owner of the rights thereof, according to the following suggestion: SITRAD PRO, software and trademark, owned by Full Gauge Controls.
- CONNECTION AND CONDITIONS FOR USE: To use SITRAD PROâ Software, the Licensee shall seek and select, under its exclusive responsibility, a trustworthy service provider to provide connection with the Internet, where necessary.
Sole Paragraph – By using SITRAD PROâ, the Licensee automatically agrees to give information on its installations to contribute to the continuous upgrade of this software. SITRAD PROâ only accesses statistical information relating to its use, and the Licensor commits to not sharing this with third parties.
- LICENSE PRICE: The Licensee may use at no cost an unlimited number of copies of SITRAD PROâ Software, provided that such copies are connected to products manufactured by the Licensor.
7.1. The functionality of integration between applications using API (Application Programming Interface) allowing for other applications to request data to SITRAD PROâ without the user interaction with the system interface is not included in this agreement and, consequently, is not free of charge.
- WARRANTY: The Licensee is aware of the SITRAD PROâ Software features and that they will meet their needs, and hereby exempts the Licensor from any liability for any eventual additional expectation with respect to the software. In this Agreement, the Licensor gives no warranty on SITRAD PROâ Software or assumes any liability resulting from misuse, accident, negligence, imprudence, unskillfulness, unauthorized attempted repairs or changes, power failure or any other direct or indirect damages eventually caused by the use of SITRAD PROâ Software by the Licensee, its employees and representatives, including those arising from unforeseen and “force majeure” events referred to in art. 393 of the Brazilian Civil Code, and hereby agrees that no eventual financial or commercial losses (loss of benefit, business disruption, etc.) shall entitle the Licensee to any compensation by the Licensor.
8.1. The Licensor hereby exempts itself from any liabilities for damages caused by decisions made on the basis of information provided by SITRAD PROâ Software or any data included therein or handled by the Licensee and/or by personnel authorized by it.
- VALIDITY PERIOD: This Agreement shall be valid from the date of ACCEPTANCE AND INSTALLATION of SITRAD PROâ Software and shall remain valid until its termination, i.e. until the Licensee uninstalls the Software. The Licensor may terminate this Agreement in the case of any violation of its terms, and in the case of any breach by the Licensee of any other agreements between the Licensor and the Licensee. The Licensee may terminate this Agreement if it has no further interest in using SITRAD PROâ Software which is connected to a product manufactured by the Licensor, or as soon as it stops using this product.
- RESPONSIBILITIES: The Licensee shall be responsible for the installation and operation of SITRAD PROâ Software and for maintaining backup copies in conditions of informative use, with updated data. The Licensor shall post periodically on its website at www.sitrad.com.br or www.sitradpro.com.br (Portuguese version of the software) and on the website, www.sitrad.com or www.sitradpro.com (English and Spanish version of the software) updates and upgrades of SITRAD PROâ Software, which will also be governed by the provisions of this Agreement. It is the Licensee’s exclusive responsibility to check periodically for new, existing versions.
- TERM: The term of this license is indeterminate.
Special Registration, number 89,831.