Software License Agreement

Summary:
  1. Licenses do not expire,
  2. All license and module fees are one-time fees.
  3. Licenses are required per website (url), per module, both for Android & iOS,
  4. Commercial use is allowed,
  5. Can modify source-code,
  6. Referrals are allowed,

License:

1. Preamble:

This Agreement governs the relationship between you, the Licensee, and us, the Red Goose, hereinafter referred to as the Licensor.

This Agreement sets the terms, rights, restrictions and obligations on using the [Red Goose Android and Red Goose iOS Source Code] (hereinafter: The Software) created and owned by the Licensor, as detailed herein:

2. License Grant:

The Licensor grants the Licensee a Non-sublicensable, Non-assignable & Non-transferable, Commercial, Royalty free, Non-exclusive License, under the terms set forth:

  • a. Limited: Licensee may use The Software for the purpose of:
    1. Distributing the Software’s output to Licensee and 3rd Parties;
    2. Modify The Software to suit Licensee’s needs and specifications.
  • b. Binary Restricted: Licensee may distribute Software solely in Object or Binary form.
  • c. Non Assignable & Non-Transferable: Licensee may not assign or transfer his/her rights and duties under this License.
  • d. Commercial, Royalty Free: Licensee may use Software for any purpose, including paid-services, without any royalties to the Licensor.
3. Term & Termination:

The term of this License shall be until terminated. Licensor may terminate this Agreement, including Licensee’s License in the case where Licensee:

  • a. Became insolvent or otherwise entered into any liquidation process; or
  • b. Exported The Software to any jurisdiction where Licensor may not enforce his/her rights under this Agreement; or
  • c. Licensee was in breach of any of this Agreement, and such a breach was not addressed and corrected immediately upon notification; or
  • d. Licensee otherwise entered into any arrangement which caused Licensor to be unable to enforce his/her rights under this License.

4. Payment:

In consideration of the License granted, Licensee shall pay Licensor a fee. Failure to perform payment shall construe as material breach of this Agreement.

5. Support:

The Software is provided on an AS-IS basis and without any legal requirement to provide technical support, updates, or maintenance. Nothing in this Agreement shall require the Licensor to provide the Licensee with support or fixes to any bug, failure, unexpected performance, or any other defect in The Software.

6. Liability:

To the extent permitted under Law, The Software is provided on an AS-IS basis. Licensor shall never, and without any limit, be liable for any damage, cost, expense, or any other payment incurred by Licensee as a result of The Software’s actions, failure, bugs, or any other interaction between The Software and the Licensee’s end-equipment, computers, software or any 3rd party, end-equipment, computer or services. Moreover, Licensor shall never be liable for any defect in source code written by Licensee when relying on The Software or using The Software’s source code.

7. Warranty:
  • Intellectual Property: Licensor hereby warrants that The Software does not violate or infringe any 3rd party claims in regards to intellectual property, patents and/or trademarks and that to the best of its knowledge no legal action has been taken against it for any infringement or violation of any 3rd party intellectual property rights.
  • No-Warranty: The Software is provided without any warranty; Licensor hereby disclaims any warranty that The Software shall be error free, without defects or code which may cause damage to Licensee’s computers or to Licensee, and that Software shall be functional. Licensee shall be solely liable to any damage, defect or loss incurred as a result of operating The Software.
  • Prior Inspection: Licensee hereby states that he/she inspected The Software thoroughly and found it satisfactory and adequate to his/her needs, that it does not interfere with his/her regular operation and that it does meet the standards and scope of his/her computer systems and architecture. Licensee found that The Software interacts with his/her development, website and server environment and that it does not infringe any of End User License Agreement of any software Licensee may use in performing his/her services. Licensee hereby waives any claims regarding The Software's incompatibility, performance, results and features, and warrants that he/she inspected the The Software.
8. 14-Day Refund Policy:

Licensee warrants that he/she inspected The Software according to clause 7(c) and that it is adequate to his/her needs. Accordingly, as The Software is intangible goods, Licensee shall not be, ever, entitled to any refund, rebate, compensation or restitution for any reason whatsoever 30 days after the purchase date, even if The Software contains material flaws.

9. Indemnification:

Licensee hereby warrants to hold Licensor harmless and indemnify Licensor for any lawsuit brought against it in regards to Licensee’s use of The Software in means that violate, breach or otherwise circumvent this License, Licensor's intellectual property rights or Licensor's title in The Software. Licensor shall promptly notify Licensee in case of such legal action and request Licensee’s consent prior to any settlement in relation to such lawsuit or claim.

10. Governing Law, Jurisdiction:

Licensee hereby agrees not to initiate class-action lawsuits against Licensor in relation to this License and to compensate Licensor for any legal fees, cost or attorney fees should any claim brought by Licensee against Licensor be denied, in part or in full.