END USER AGREEMENT FOR SOFTWARE SOLUTION UNISOLVE/CROSS/RETAILGRAH
With SOFTWORLD (INDIA) PVT. LTD.
There may be updates to this document and latest copy is always available with downloaded software. It is shared here only for information and End User is bound with the end user license agreement provided in software.
This Softworld (India) Pvt. Ltd. End user service Agreement for UNISOLVE Software (The 'Agreement') is
a legal agreement between End user or the company that you are authorized to represent ('End user') and Softworld (India) Pvt. Ltd.,Jaipur ('SWIL').This Agreement governs by End User use of the accompanying UNISOLVE/CROSS/RETAILGRAPH computer software programs,including all documentation (printed and electronic manuals, guides, bulletins, and online help) and any modifications, updates, revisions or enhancements received by End User from SWIL or its dealers (the 'Program'). End User acknowledge and accept the terms and conditions of this Agreement by installing this computer software.
IF END USER DO NOT AGREE WITH THESE TERMS,PRODUCT SHOULD IMMEDIATELY CANCEL THE INSTALLATION PROCESS AND RETURN THE PACKAGE AND ITS CONTENTS TO Softworld (India) Pvt. Ltd. IN ACCORDANCE WITH SWIL'S RETURN POLICY. END USER MUST REGISTER WITHIN THE FIRST FORTY-FIVE (45) Days of usage OR THE SOFTWARE WILL BECOME DISABLED.
Please note that registration can be done only once in End User firm or company's name
and End User will be able to use the program only for that particular firm or company. If
End User is a new customer and return the welcome kit within fifteen (15) days from End
User payment,before registraion of in End User name,as evidenced by End User receipt,
SWIL will refund the payment.
Subject to End User compliance with all terms of this Agreement, SWIL hereby grants to End
User a limited, nontransferable, non-exclusive benefit to use the Program under the terms
stated in this Agreement for use in End User business or profession.
The grant of rights hereunder to the Program is not a sale of the Program or any portion
thereof and does not convey any rights of ownership in the Program.SWIL reserves all rights
not expressly granted by this Agreement and End user hereby acknowledge that all title and
ownership of the Program and all associated intellectual property rights are and shall
remain with SWIL.
This Agreement does not include the right to perform any of the following and End User agree
to refrain from performing any of the following:
a.End user may not make copies, translations, or modifications of or to the Program or any
portion thereof, except End User may make one (1) copy of the Program for backup purposes in
support of End user use of the Program. End User may make a second copy of the Program for
use on either(i) End User home computer;or (ii) a portable computer that End user own or use
in End user business or profession, to the extent that such computer is used by End User as
a secondary computer only for viewing reports.End User must reproduce all copyright,trademark,
trade secret and other proprietary notices on any such copies of the Program.All copies
of the Program are subject to the terms and conditions of this Agreement.
b.If End user have opted for a single-user version of the Program,the program shall used and
accessed solely in accordance with a single user attangment user arrangement.'Single-user
arrangement,' as used herein, means thatthe Program and any data stored on a local area
network is accessed by one user.The Program may be used by End User at a single location on a
single computer, which end user own or use in enduser business or profession and for which
the Program is designed to operate.End user also have the rightto use the single user version
of the Program on a local area network provided End User only access the Program from one
computer at a time.
c.If End User have opted for extra users in LAN of the Program, the Program
shall be used and accessed solely in accordance with a multiple user arran-
gement.'Multiple-user arrangement,' as defined herein,means that the Progr-
am and any data stored on a local area network may be accessed by multiple
users concurrently.If End User have extra users Pack (the right to install
the Program on more than one computer and the right to access the same data
concurrently from more than one computer,up to a predefined limit),End User
may make copies of the Program and install it on separate computers up to
the prede fined limit and End User may access the same data concurrently up
to the predefined limit. End User also have the right to use the multi-user
version of the Program on a local area network provided the number of
computers permitted to access the Program concurrently corresponds to the
number of user for which End uSer have purchased up to a pre-defined limit.
This predefined limit is based on no.of users for which End user have paid.
d.End User may use any shareware program for backup of data.End uSer may need
to register the same at end user own.
e.End User may not use this Program within a Windows Terminal Server
f.End User may not sell,distribute,lease,rent,sublicense,modify,change,alter,
assign or transfer the Program.End User may not reverse-engineer,reverse
translate,disassemble,or decompile the Program, or any portion thereof, or
otherwise attempt to discover the source code or structural framework of
the Program. End User may not create any derivative work based upon the
Program by altering, modifying or translating the code of the Program. End
user may not obscure or remove any copyright or trademark notice from the
g.SWIL reserves all rights not expressly granted to End User in this Agreement.
3. LIMITED WARRANTY
a.SWIL warrants that the Program substantially conforms to the specifications
contained in the User's Guide that was included in the original packaging
in end user welcome kit for a period of fifteen (15) days from enduser
purchase,as evidenced by end user receipt (the 'Limited Warranty Period'),
provided that the Program is used on the computer operating system for which
it was designed.SWIL further warrants that the media on which the Program is
furnished will be free from defects in material or workmanship for the
Limited Warranty Period.Receipt of revisions or upgrades to the Program
shall not restart or otherwise affect the warranty period for previously
delivered copies.All warranties stated in this Agreement apply only when
the Program is used within India and its territories. SWIL does not repre-
sent or warrant that End User use of the Program will be uninterrupted
or error free.
b. Provided End User notify SWIL in writing during the Limited Warranty Period of
a substantial non-conformity between the Documentation and the Program,
and if SWIL is able to replicate and verify that such substantial non-co-
nformity exists, SWIL shall replace or correct the Program, at SWIL's sole
option, so that the Program substantially conforms to the specifications
or replace the defective media, as the case may be, or End User may return
all copies of the Program and SWIL shall remit to End User the amount End User paid,
up to the amount of SWIL's suggested list price for the UNISOLVE welcome.
kit This section 3b states End User SOLE AND EXCLUSIVE REMEDY for any breach
of warranty hereunder.
c. No employee, agent or representative of SWIL, nor any reseller (including
the person or company who sold End User the Program) or any other third party,
is authorized to make any warranty with respect to the Program, except
those expressly stated in sections 3(a) and 3(b) of this Agreement,and
End User may not rely on any such unauthorized warranty.
4.DISCLAIMER OF WARRANTIES
a.The foregoing warranties and remedies are exclusive. EXCEPT FOR THE EXPRESS
WARRANTIES PROVIDED IN SECTIONS 3(a) AND 3(b) OF THIS AGREEMENT, SWIL DISC-
LAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, WITH RESPECT TO THE PROGRAM
AND ANY SERVICES FURNISHED IN CONNECTION WITH THIS AGREEMENT.SWIL DOES NOT
WARRANT THAT THIS SOFTWARE IS FREE OF BUGS, VIRUSES, IMPERFECTIONS, ERRORS,
OR OMISSIONS. SWIL SPECIFICALLY DISCLAIMS AND EXCLUDES ANY IMPLIED WARRANT-
IES, INCLUDING WITHOUT LIMITATION: (I) OF MERCHANTABILITY; (II) FITNESS FOR
A PARTICULAR PURPOSE; (III) OF NON-INFRINGEMENT; OR (IV) ARISING FROM COURSE
OF PERFORMANCE, COURSE OF DEALING OR USAGE OF TRADE.
b.SWIL SHALL NOT BE LIABLE FOR ANY CLAIMS OR DAMAGES CAUSED BY THE OPERATION
OF THE PROGRAM ON OTHER THAN THE COMPUTER AND OPERATING SYSTEM IDENTIFIED
IN THE DOCUMENTATION, ACTS OF ABUSE OR MISUSE BY END USER OR MODIFICATIONS OR
UNAUTHORIZED REPAIRS.SWIL SHALL NOT BE LIABLE FOR ANY LOSS OR DAMAGE IN
CONNECTION WITH OR ARISING OUT OF THE INTERRUPTION OR LOSS OF USE OF THE
PROGRAM OR ANY OTHER ITEMS OR SERVICES PROVIDED BY SWIL.
5.DISCLAIMER REGARDING ADD-ON PRODUCTS AND SERVICES
Optional products and services including, but not limited to, UNISOLVE (Full
Version) are available to End User through the Program and may require approval
by a third party, internet access, and/or additional fees, and may also
require End User to accept a separate agreement or abide by terms and
conditions for use. SWIL requires that if End User use the Add-On Products and
Services, End User avail on a supported version of both the Product and
any Add-On Products and Services.If End User are not on a supported version, as
set forth in the SWIL Software Obsolescence Policy located on the SWIL Web
to the latest version.
Pre-printed checks and forms are not included with this Program. Preprint
ed forms may be ordered from a local supplier.
6.DISCLAIMER REGARDING LINKS TO EXTERNAL SITES
The Program includes links to other Web sites on the Internet that are
owned and operated by third parties not under the control of SWIL.SWIL
provides the links for End User convenience only and does not provide a warranty
of any type regarding the actions of such third parties or the security of
information sent to such third parties while End User are using their Web sites.
Under no circumstances shall SWIL, or its subsidiaries or affiliates, be
responsible or liable in any way for the availability of services or
products offered, or the content located on or through, any such third
party's Web site.
The Parties shall abide by all foreign and Indian central, state and local
laws, ordinances, rules and regulations applicable to the transactions cont
emplated hereunder.End User agree to comply to the extent applicable with the In
SWIL disclaims any responsibility to provide any customer support except
as may be agreed under a separate agreement to render support services.
Upon registration of the Program (i) End User will receive free Upgrades and
free Customer Support for 360 days (Offsite Support); Regarding installation
or conversion; provided in each instance the Program is registered within
forty-five (45) days of End user payment,as evidenced by End User receipt.All other
support requires purchase of a support option, as outlined in any special
offers that SWIL may from time to time send End User, or on the SWIL Web site
educational versions of the Program.To receive technical support from
SWIL,End User must have a single-user or multiple-user version of the Program.
To get techincal/online support, user has to add ticket on swildesk.com and read
the response provided as well as knowledge base articles and try his best to help
himself. Arranging Internet to connect online is User's responsibility.
In case of personal visits, all arrangements, out of pocket expenses and proper
behaviour and care of support executive is End User's responsibility.
9.TERMINATION OF SUPPORT AND OTHER SERVICES
Software has a limited useful life for various reasons including changes
in technology. SWIL reserves the right to terminate Customer Support and
all other services (including but not limited to any connectivity that the
Add-On Products and Services) applicable to the Program in the event that
the Program has become inoperable or incompatible with current operating
systems, hardware, Add-On Products and Services or other techno logies. To
obtain up-to-date information regarding which products, releases and related
services are currently supported, contact a customer service representative.
If End User are not operating a supported release or service,it may be necessary
an upgrade or replace program or service in order to continue to receive
Customer Support and / or other updates. Any updates by End User are considered
part of the Program and subject to the terms and conditions of this Agreement
except to the extent a separate agreement is provided in connection with such
update.Any replacement products or upgrades will be governed by a separate
Software features will continue to work only if end user are covered under support
contract. Beta featurs will become chargeable in future, when finally released ok.
The Program includes some regulatory forms for VAT/GST which are up-to-date at the
time of production, however, may be non-compliant at the time of purchase
due to changes in central, state or local tax laws.To ensure that end user will
receive tax law updates to keep the Program in regulatory compliance,end user
may receive regular upgrades on payment for the same.
The Program does not include sales tax rates. In order for the Program to
automatically calculate sales tax end user may manually set up the sales tax
rates.SWIL makes no warranty, express or implied, that the Program's sales
tax table structure supports all sales tax localities.
This Program has been designed to work optimally in the environment
documented within the Documentation. Any defects, inconsistencies,or
issues arising out of operating outside the parameters set forth the
rein may require end user to pay additional maintenance/upgrade costs to
SWIL to support and/or rectify.
13.LIMITATION OF LIABILITY
BECAUSE SOFTWARE IS INHERENTLY COMPLEX AND MAY NOT BE FREE FROM ERRORS,
END USER ARE ADVISED TO VERIFY THE WORK PRODUCED BY THE PROGRAM.TO THE FULLEST
EXTENT PERMITTED BY LAW, SWIL'S LIABILITY TO END USER FOR ANY DAMAGES OR LOSS
ES ARISING HEREUNDER, WHETHER BASED IN CONTRACT OR OTHERWISE, SHALL BE
LIMITED TO AND NOT EXCEED THE GREATER OF THE PURCHASE AMOUNT AND
SUPPORT FEES PAID BY END USER TO SWIL, OR SWIL'S SUGGESTED LIST PRICE FOR
WELCOME KIT . TO THE FULLEST EXTENT PERMITTED BY LAW, SWIL SHALL NOT
BE LIABLE FOR ANY SPECIAL, CONSEQUENTIAL, INCIDENTAL OR INDIRECT DAMAGES,
INCLUDING BUT NOT LIMITED TO, LOSS OF TIME, LOSS OF ANTICIPATED PROFITS,
REVENUE OR DATA,OR COSTS INCURRED IN CONNECTION WITH OBTAINING SUBSTITUTE
SOFTWARE, EVEN IF SWIL HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS
OR DAMAGE. SWIL will have no respo nsibility for the Program if any
portion of the Program has been modified,lost, stolen or damaged by
accident, abuse or misapplication.
14.INDIAN GOVERNMENT REGULATIONS
Any government restrictions or regulations as applicable. The contractor
/manufacturer is Softworld (India) Pvt. Ltd., 21, Sunder Market, S.R.S Road, Near
SMS Hospital,Jaipur - 302004. INDIA.
15.TERM AND TERMINATION
a.This Agreement shall commence on the date END USER install the Program and
shall continue until the earlier of:
(i) the date it is terminated in accordance with the terms herein;
(ii) End User acceptance of a superseding agreement or
(iii) the expiration of the trial period, if applicable.
b. This Agreement, and all of SWIL's obligations hereunder, automatically
if End User fail to comply with any provision of this Agreement. Upon the
termination or expiration of this Agreement for any reason whatsoever:
(i) the limited rights granted hereunder shall immediately cease; and
(ii) End user shall immediately stop using the Program in any way and,
within ten (10) days after the effective date of expiration or termination
deliver to SWIL, or certify that End User have destroyed, all copies of
a.As a user of the Program, End User assume the responsibility for the selection
of the Program as being appropriate for end user purposes.End User understand and
agree that: (i) End User are solely responsible for the content and accuracy of
all reports and documents prepared with the Program; (ii) using the Program
does not relieve End User of any professional obligation concerning the preparat
ion and review of such reports and documents; (iii) End User do not rely upon
SWIL or the Program for any advice or guidance regarding the appropriate
tax treatment of items reflected on such reports or documents; (iv) End User
will review any calculations made by using the Program and satisfy
yourself that those calculations are correct;and (v) SWIL's support service
is designed to offer technical support for issues regarding the features and
functionality of this Program in the recommended operating environments only.
b.To the fullest extent permitted by law and consistent with valid entry into
a binding agreement, the controlling language of this Agreement is English.
To the fullest extent permitted by law, all correspondence and communication
between End User and SWIL under this Agreement must be in English language.
The exclusive judicial forum for any action that End User bring to enforce this
Agreement shall be an appropriate court located at Jaipur. The exclusive
forum for any action that SWIL brings to enforce this Agreement shall be
an appropriate court in the state in which End User have End User principal
place of business. In either case, this Agreement shall be governed by the
internal laws of the forum state without regard to the conflict of laws
c. This Agreement allocates risk between End User and SWIL as authorized by
applicable law, and pricing of SWIL's products reflects this allocation of
risk and the limitation of liability contained in this Agreement. In the
event that any provision of this Agreement is found invalid or unenforcea
ble pursuant to judicial decree, the remainder of this Agreement shall be
valid and enforceable according to its terms.
d. SWIL and UNISOLVE and CROSS and RETAILGRAPH are registered trademarks of Softworld (India) Pvt. Ltd.
Other product names mentioned may be service marks, trademarks, or registe
red trademarks of their respective companies and are hereby acknowledged.
e.No failure or delay of either party to exercise any rights or remedies
under this Agreement shall operate as a waiver thereof,nor shall any single
or partial exercise of the same or other rights or remedies preclude any
further or other exercise of the same or other rights or remedies, nor
shall any waiver of any rights or remedies with respect to any circums-
tances be constructed as a waiver thereof with respect to any other cir-
f. This Agreement constitutes the entire agreement between End User and SWIL with respect
to the subject matter hereof, and supersedes all proposals, oral or written, and all
other communications between the parties with respect to such subject matter & all earlier
agreements.This Agreement shall not be modified, except by written agreement signed
by the parties hereto.
i. SWIL shall not be liable for and shall be excused from any failure to deliver or perform
or for delay in delivery or performance due to causes beyond its reasonable control,
including but not limited to, work stoppages,shortages, civil disturbances, terrorist
actions, transportation problems,interruptions or power or communications, failure or
suppliers or subcontractors, natural disasters or other acts of God.
j. Software provides options to share data such as sales or stock reports with market research
companies,documents such as invoice or credit/debit note with your suppliers or customers
and other similar options. You may choose as per your choice and completely at your own
responsibility to use these options and get benefit by sharing information over the network.
Please note that use of internet carries risk of virus or data hacking, you are fully
responsible to use appropriate antivirus program and/or suitable firewall on your computers.
SWIL is not responsible for any data loss or data sharing options selected by you in the
k. All notices given hereunder shall be in writing and sent by overnight courier or
delivered in person:
(i) if to SWIL, to Softworld (India) Pvt. Ltd., 21, Sunder Market, S.R.S. Road,Near SMS Hospital
,Jaipur-302004. India.; and
(ii)if to End User,to the address End User indicated upon your registration of the Program.
l. End User authorize SWIL to send End User information, including but not limited to marketing
and promotional material, via facsimile, email,telephone, and other reasonable means.