End user license agreement
IMPORTANT: PLEASE READ THE TERMS AND CONDITIONS OF THIS LICENSE AGREEMENT (“LICENSE AGREEMENT”) CAREFULLY BEFORE USING THE SERVICE (AS DEFINED BELOW). TELIUM IS WILLING TO GRANT ACCESS TO THE SERVICE TO YOU AS THE INDIVIDUAL, THE COMPANY, OR THE LEGAL ENTITY THAT WILL BE UTILIZING THE SERVICE (REFERENCED BELOW AS “YOU” OR “YOUR”) ONLY ON THE CONDITION THAT YOU ACCEPT ALL OF THE TERMS OF THIS LICENSE AGREEMENT. THIS IS A LEGAL AND ENFORCEABLE CONTRACT BETWEEN YOU AND TELIUM. BY USING THE SERVICE, YOU AGREE TO THE TERMS AND CONDITIONS OF THIS LICENSE AGREEMENT. IF YOU DO NOT AGREE TO THESE TERMS AND CONDITIONS, MAKE NO FURTHER USE OF THE SERVICE.
The service (including all its accompanying features) and documentation (the “Documentation”) that accompanies this License Agreement (collectively the “Service”) is the property of Telium (“Telium”), and is protected by copyright law. The “Agreement Period” shall begin on either (a) the date of Your purchase of SecData access, or (b) the date you specify on Your purchase request, as chosen by Telium.
This license governs any releases, revisions, updates or enhancements to the Service that Telium may make available to You. Except as may be modified by the Documentation, and subject to Telium’s right to terminate for Your breach pursuant to this document, Your rights and obligations under this License Agreement with respect to the use of this Service are as follows.
A. use the Service from all IP addresses You specified, while using the key assigned to YOU;
B. permanently transfer all of Your rights to use the Service, granted under this License Agreement to another person or entity;
C. use the Service in accordance with any additional permitted uses which may be set forth below.
You may not, nor may You permit any other person to:
D. sublicense, rent or lease any portion of the Service;
E. other than to the extent and in the circumstances permitted by law, reverse engineer, decompile, disassemble, modify, translate, make any attempt to discover the source code of the Service or create derivative works from the Service;
F. use the Service as part of a facility management, timesharing, service provider or service bureau arrangement;
G. incorporate the data from the Service in any other product or service; or,
H. use the Service in any manner that is not permitted pursuant to this License Agreement,
without the express written permission of Telium.
Telium will grant live service access upon receipt of all payments due to Telium.
2. Service Updates
You shall have the right to receive new features of the Service as Telium, in its sole discretion, makes such features available during the Agreement Period. Telium continually strives to improve the usability and performance of its products and services. In order to optimize the Service, and to provide You with the most current version of the Service. Additionally, Telium may modify the terms and conditions that apply to Your use of the Service to reflect such updates and You agree to such updated terms.
3. Technical Support
In connection with Your use of the Service You may choose to access certain technical support services. Any Technical Support shall be provided in Telium’s sole discretion without any guarantee or warranty of any kind other than any guarantees applicable under consumer laws in Your jurisdiction, including under Competition and Consumer Laws for Australian Consumers, which cannot be excluded or limited in any way. It is solely Your responsibility to complete a backup of all Your existing data, Service and programs before receiving any Technical Support. In the course of providing the Technical Support, Telium may determine that the technical issue is beyond the scope of the Technical Support team. Telium reserves the right to refuse, suspend or terminate any of the Technical Support services in its sole discretion.
4. Liability to Business Customers
If You are a Consumer, the following provisions of this Section 4 do not apply to You except to the extent that under laws applicable in Your jurisdiction certain consumer provisions apply to Your use of the Service regardless of the fact that such use is for business, trade or professional purposes. Please read Section 5 instead.
If You are a business customer (i.e. You are using the Service in the course of a business, trade or profession (a “Business Customer”)), the following provisions in this Section 4 apply to You (regardless of whether or not You accept the Service).
A. Telium does not warrant that the Service will meet Your requirements or that operation of the Service will be uninterrupted or that the Service will be error-free.
FOR AUSTRALIAN CONSUMERS ONLY. If You are an Australian Consumer, the provisions of this Section 4 do not apply to You, except to the extent that under Australia Consumer Laws certain provisions apply to Your use of the Service for business, trade or professional purposes, in which case this Section will apply to You.
B. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, (i) THE ABOVE WARRANTY IS EXCLUSIVE AND IN LIEU OF ALL OTHER WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING THE IMPLIED WARRANTIES OF SATISFACTORY QUALITY AND FITNESS FOR A PARTICULAR PURPOSE AND (ii) TELIUM DOES NOT GIVE ANY WARRANTY IN RELATION TO NON-INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS.
C. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL TELIUM OR ITS LICENSORS BE LIABLE TO YOU (IN NEGLIGENCE, CONTRACT OR OTHERWISE) FOR LOST PROFITS, REVENUE, BUSINESS CONTRACTS, ANTICIPATED SAVINGS OR LOST OR CORRUPTED DATA ARISING OUT OF THE USE OR INABILITY TO USE THE SERVICE (INCLUDING BUT NOT LIMITED TO THE IMPACT OF UNDETECTED SECURITY ATTACKS) OR FOR ANY SPECIAL, CONSEQUENTIAL, INDIRECT, OR SIMILAR DAMAGES, EVEN IF TELIUM HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
FOR AUSTRALIAN BUSINESS CUSTOMERS ONLY. SUBJECT TO THE PREVIOUS PROVISIONS OF THIS SECTION 4(C), TELIUM WILL NOT BE RESPONSIBLE FOR PAYING YOU FOR ANY LOSS WHICH IS NOT A REASONABLY FORESEEABLE CONSEQUENCE OF A BREACH BY TELIUM OF THIS LICENSE AGREEMENT.
D. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, TELIUM’S OR ITS LICENSORS’ LIABILITY WILL NOT EXCEED THE PURCHASE PRICE WHICH YOU PAID FOR THE APPLICABLE MAINTENANCE SERVICE PERIOD. CERTAIN LEGISLATION MAY IMPLY GUARANTEES OR IMPOSE OBLIGATIONS UPON TELIUM WHICH (i) CANNOT BE EXCLUDED, RESTRICTED OR MODIFIED, OR (ii) CANNOT BE EXCLUDED, RESTRICTED OR MODIFIED EXCEPT TO A LIMITED EXTENT. THIS AGREEMENT MUST BE READ SUBJECT TO THESE STATUTORY PROVISIONS. IF THESE STATUTORY PROVISIONS APPLY, NOTWITHSTANDING ANY OTHER PROVISIONS IN THIS AGREEMENT AND TO THE EXTENT TO WHICH TELIUM IS ENTITLED TO DO SO, TELIUM LIMITS ITS LIABILITY IN RESPECT OF ANY CLAIM UNDER THOSE PROVISIONS TO, IN RESPECT OF THE SERVICE, AT TELIUM’S OPTION, THE REPLACEMENT OF THE SERVICE OR THE SUPPLY OF EQUIVALENT SERVICE; AT TELIUM’S OPTION, THE RESUPPLY OF THE SERVICES OR THE PAYMENT OF THE COST OF HAVING THE SERVICES SUPPLIED. PLEASE WRITE TO (I) TELIUM CONSUMER SUPPORT AT THE ADDRESS PROVIDED IN THE CONTACT SECTION OF THE TELIUM WEBSITE.
E. This License Agreement constitutes the entire agreement between You and Telium relating to the Service and:
i. supersedes all prior or contemporaneous oral or written communications, proposals, and representations with respect to its subject matter; and
ii. prevails over any conflicting or additional terms of any quote, order, acknowledgment, or similar communications between the parties.
5. Liability to Consumers
If You are a Consumer, this Section 5 applies to You. Please read it carefully. Section 5 does not apply to You if You are a Business Customer.
A. Telium will be liable to You without limitation if (a) You die or are physically injured as a result of Telium’s negligence. Other than the guarantee which Telium provides to You under Section 5 and the rights due to You as a Consumer, Telium provides no further warranties in relation to the Service.
B. Subject to the previous provisions of this Section 5, Telium will not be responsible for paying You for any loss which is not a reasonably foreseeable consequence of a breach by Telium of this License Agreement. As a Consumer, Your use of the Service will be non-commercial. Telium shall therefore not be liable to You for any loss of profit, revenue, anticipated savings, contracts or time arising out of Your use of or inability to use the Service.
C. For Australian Consumers only. For the purpose of complying with Section 102(1) of the Australian Consumer and Competition Act; “Our goods come with guarantees that cannot be excluded under the Australian Consumer Law. You are entitled to a replacement or refund for a major failure and for compensation for any other reasonably foreseeable loss or damage. You are also entitled to have the goods repaired or replaced if the goods fail to be of acceptable quality and the failure does not amount to a major failure.”
D. We strongly recommend that You back up Your entire environment frequently.
E. You shall at all times be under an obligation to take reasonable steps to minimize Your loss.
F. Please write to (i) Telium Costomer Support at the address provided in the Contact section of the Telium web site.
6. Export Regulation & Taxes
You acknowledge that the Service and related technical data (collectively “Controlled Technology”) may be subject to the import and export laws of Canada, and the laws of any country where Controlled Technology is imported or re-exported. You agree to comply with all relevant laws and will not export any Controlled Technology in contravention to Canadian law nor to any prohibited country, entity, or person for which an export license or other governmental approval is required. All Telium product is prohibited for export or re-export to Cuba, North Korea, Iran, Syria and Sudan and to any country subject to relevant trade sanctions. USE OR FACILITATION OF TELIUM PRODUCT IN CONNECTION WITH ANY ACTIVITY INCLUDING, BUT NOT LIMITED TO, THE DESIGN, DEVELOPMENT, FABRICATION, TRAINING, OR TESTING OF CHEMICAL, BIOLOGICAL, OR NUCLEAR MATERIALS, OR MISSILES, DRONES, OR SPACE LAUNCH VEHICLES CAPABLE OF DELIVERING WEAPONS OF MASS DESTRUCTION IS PROHIBITED, IN ACCORDANCE WITH CANADIAN LAW.
If You declare at the time of purchase that you are purchasing the product and any related services from outside of Canada, then the service may not be used in Canada at any point in the future. If there is a possibility that the service may be used in Canada at some time in the future, then you must select Canada as the source Country for the purchase, and pay Canadian sales tax as part of the purchase.
This License Agreement will be governed by the laws of Canada. Nothing in this License Agreement will diminish any rights You may have under existing consumer protection legislation or other applicable laws in Your jurisdiction that may not be waived by contract. Telium may terminate this License Agreement if You breach any term contained in this License Agreement (other than a trivial or inconsequential breach) and, if such termination occurs, You must cease use of the service and destroy all copies of the Documentation. The disclaimers of warranties and damages and limitations on liability, including those set out in Sections 4 and 5, shall survive and continue to apply after termination. This License Agreement may only be modified by the Documentation or by a written document that has been signed by both You and Telium.
Payments for Service must be received in advance of Telium issuing any licenses, or providing any services, and all payment to Telium are non-refundable. You agree that this license agreement may be updated from time to time, without prior notice, and any such changes will be effective as soon as the updated license is posted on the Telium web site. In the event of discrepancies between the license presented on the Telium website and the one included in the product distribution package, the license on the Telium website shall prevail.
8. Telium Customer Service
Should You have any questions concerning this License Agreement, or if You desire to contact Telium for any reason, please write to customer support at the address specified in the Contact section of the Telium website.
9. Privacy & Data Protection
From time to time, the Service may collect certain information, including device and location identifiable information, from the Device from which it is userd, which may include:
A. The Internet Protocol (IP) addresses of the host that the Service is called from and could contain location information. This information can be manually submitted by You to Telium for the purpose of providing support.
B. Log files and files that may contain IP, host, and call information. These files can be manually submitted by You to Telium for the purpose of providing support.
C. Information contained in email messages that You send to Telium to report problems. These email messages may contain personally identifiable information, device information, and location information, and will be sent to Telium only with Your permission, and will not be sent automatically. If You send such messages to Telium , Telium will use them only for the purpose of providing support.
D. Information contained in a report that You may choose to send through the Service to Telium when the Service encounters a problem. The report includes information regarding the status of both the Service and Your Device at the time that the Service encountered the problem. The status information about Your Device may include the system language, country locale, and the operating system version for Your Device, as well as the processes running, their status and performance information, and data from files or folders that were open at the time the Service encountered the problem. The information could contain personally identifiable information if such information is included in, or is a part of the name of the files or folders open at the time the Service encountered the problem. This information will be sent to Telium manually by You, and will not be sent automatically. The information is collected by Telium for the purpose of correcting the encountered problem and improving Telium’s product performance. This information will not be correlated or matched up with any personally identifiable information unless necessary.
Information transferred to/from Telium may travel through media/locations that have less protective data protection laws than the region in which You are situated (including the European Union). Any of the above information received by Telium employees, or its subcontractors, will be used in accordance with the purposes described above. For the same purposes the information may be shared with partners and vendors that process information on behalf of Telium . Telium has taken steps so that the collected information, if transferred, receives an adequate level of protection.
Subject to applicable laws, Telium reserves the right to cooperate with any legal process and any law enforcement or other government inquiry related to Your use of this Service. This means that Telium may provide documents and information relevant to a court subpoena or to a law enforcement or other government investigation. By using the Service, You acknowledge and agree that Telium may collect, transmit, store, disclose and analyze such information for these purposes.
Information may be transferred to Telium in Canada, or other countries as determined by Telium’s cloud hosting provider, that may have less protective data protection laws than the region in which You are situated (including the European Union) and may be accessible by Telium employees or contractors exclusively to be used in accordance with the purposes described above. For the same purposes the information may be shared with partners and vendors that process information on behalf of Telium. Telium has taken steps so that the collected information, if transferred, receives an adequate level of protection.
Telium and other trademarks used by the Service are trademarks or registered trademarks of Telium in Canada and/or the United States and/or other countries. Third party trademarks, trade names, product names and logos may be the trademarks or registered trademarks of their respective owners. You may not remove or alter any trademark, trade names, product names, logo, copyright or other proprietary notices, legends, symbols or labels in the Service. This EULA does not authorize you to use Telium’s or its licencors’ names or any of their respective trademarks.
In the event of disagreement between the English language license and one translated into another language, the English language license will take precedence and be considered in effect.
Last revised December 19, 2018