This Software License Agreement applies to
OpenTickets Enterprise Edition and OpenTickets Community Edition Extension Software
(OpenTickets Community Edition is licensed under GPLv3 and available at https://wordpress.org/plugins/opentickets-community-edition/ )
This Software License Agreement (this “Agreement”) is between the individual or entity (“Licensee”, “you” or “your”) that purchased an OpenTickets Software License (“License”) and Quadshot Software, LLC, and its affiliates (”Quadshot”,”we”, “our” or “us”) for the use of OpenTickets™ Enterprise Edition and OpenTickets Community Edition Extensions (“Software”) that accompanies this Agreement and any services that may be provided by Quadshot Software, LLC under this Agreement (“Services”).
By installing, copying, accessing, downloading or using the Software (or authorizing any other person to do so) you are indicating that you are 18 years of age or older (any parent or guardian of a person under the age of 18 may accept this Agreement on behalf of a user), are capable of entering into a binding legal agreement, have read and understand this Agreement and you accept its terms and conditions. If you do not agree with the terms and conditions of this Agreement, do not install, copy, access, download or use the Software.
1. Grant of License
Subject to the terms and conditions of this Agreement, Quadshot Software, LLC grants to you:
The right to view, translate, adapt, alter, transform, modify, or arrange the Software to suit Licensee business needs.
A limited, non-exclusive, non-transferable worldwide License to install, download and use the Software on a single Internet Domain Name. Each Licensee may run one License of the Software on one domain. Any modification of the Software intended to circumvent the foregoing is prohibited and will result in revocation of the License.
You must disclose the domain where you are using (or plan to use) the License, which is connected to the License Key allowing the software to operate on an Internet Domain Name. You may use the software for no additional fees on sub-domains for the purpose of testing as long as those sub-domains are not accessible to the general public for commerce purposes.
For purposes of this Agreement, “Software” includes (and the terms and conditions of this Agreement will apply to) any updates, updated or replacement features. enhancements, bug fixes or modified versions (collectively, “Update”). Notwithstanding any other provision of this Agreement, Licensee has the right to use any such Update as long as, at the time of acquiring such Update, you already hold a Valid License to the Software.
You may not give copies to another person, or duplicate the Software by any other means, including electronic transmission. You may make a copy of the Software for Backup purposes.
You may not rent, sublicense, assign, lease, loan, resell for profit, distribute, publish or network the Software or related materials or create derivative works based upon the Software or any part thereof.
You may not use the Software to engage in or allow others to engage in any illegal activity where the Software is accessed and used. You may not use the Software to engage in any activity that will violate the rights of third parties, including, without limitation, through the use, public display, public performance, reproduction, distribution, or modification of communications or materials that infringe copyrights, trademarks, publicity rights, privacy rights, other proprietary rights, or rights against defamation of third parties.
3. Ownership Rights
The Software is licensed to you by Quadshot for use only under the terms and conditions of the License. Quadshot reserves all rights not granted to you. The Software in its entirety is protected by U.S. and international copyright laws and treaty provisions. Quadshot owns and retains all right, title and interest in and to the Software, including all copyrights, patents, trade secret rights, trademarks, service marks and other intellectual property rights therein. Your possession, installation, or use of the Software does not transfer to you any title to the intellectual property in the Software, and you will not acquire any rights to the Software except as expressly set forth in this Agreement.
The License for the Software is effective until terminated. You may terminate the License at any time by uninstalling the Software and destroying all copies of the Software in any media. This Agreement may be terminated by Quadshot immediately and without notice if you fail to comply with any term or condition of the License or this Agreement. Upon such termination, you must immediately cease using the Software, and destroy all complete and partial copies of the Software.
Quadshot reserves the right to change or add to the terms of this Agreement at any time (including but not limited to Internet-based Services, pricing, technical support options, and other product-related policies), and to change, discontinue or impose conditions on any feature or aspect of the Software, or any Internet-based Services provided to you or made available to you through use of the Software. Such changes will be effective upon notification by any means reasonable to give you actual or constructive notice including by posting such terms on the OpenTickets.com website, or another website designated by Quadshot. Your continued use of the Software will indicate your agreement to any such change.
5. Registration Data
You must register to use the Software and Services and (a) provide true, accurate, current and complete information as prompted by the sign-up process (the “Registration Data”), and (b) maintain and promptly update the Registration Data to keep it accurate, current and complete. If you provide any Registration Data that is inaccurate, not current or incomplete, or we have reasonable grounds to suspect is inaccurate, not current or incomplete, we may suspend or terminate your account unless and until such data is corrected or completed, or we may refuse any and all current or future access to and use of the Software or Services (or any portion thereof).
6. Account Access Information and Data
You are solely responsible for (a) maintaining the confidentiality and security of your Access Information, including Software License Key, login username(s), password(s), security question(s) and answer(s), account number(s) and any other security or access information, used by you to access the Software and Services (collectively, “Access Information”), and (b) preventing unauthorized access to or use of the information, files or data that you store or use in or with the Software and Services (collectively, “Account Data”).
7. Fees and Payments
You agree to pay Quadshot for any agreed upon service fees per any ‘Software License Fee Agreement’, if applicable, on the terms of the agreement.
We may provide you with a mechanism to provide feedback, suggestions and ideas about the Software. You agree that we may use the feedback you provide in any way, including in future modifications of the Software. You grant us a perpetual, worldwide, fully transferable, non-revocable, royalty free license to use, modify, create derivative works from, distribute and display any information you provide to us in the feedback.
The Software is provided “as-is,” and to the maximum extent permitted by applicable law, Quadshot disclaims all other warranties, express or implied, by statute or otherwise, regarding the software and any related materials, including their fitness for a particular purpose, their quality, their merchantability, or their non-infringement. Quadshot does not warrant that the software or any related services or content is secure, or is free from bugs, viruses, errors, or other program limitations. Some jurisdictions do not allow the exclusion of implied warranties, so the above exclusions may not apply to you. In that event, any implied warranties are limited in duration to 30 days from the date of purchase of the software. This warranty gives you specific legal rights. You may have other rights, which vary from jurisdiction to jurisdiction. The entire risk as to the results, quality and performance of the Software is with Licensee.
10. Limitation of Liability
To the maximum extent permitted by applicable law, Quadshot and its affiliates will not be liable for any indirect, special, incidental, or consequential damages (including damages for loss of business, loss of profits, or the like), whether based on breach of contract, tort (including negligence), product liability or otherwise, even if Quadshot or its representatives or affiliates have been advised of the possibility of such damages. Quadshot’s total liability to Licensee for actual damages for any cause whatsoever will be limited to the current year Annual License Purchase Price amount paid by Licensee for the Software. Some jurisdictions do not allow the limitation or exclusion of liability for incidental or consequential damages, so the above limitation or exclusion may not apply to Licensees.
You agree to defend, indemnify and hold Quadshot and our officers, directors, employees, agents or affiliates, harmless from and against any and all claims, losses, liability costs and expenses (including but not limited to, Attorneys’ Fees) arising from your use of the Software that violates laws or regulations, or any third party’s rights, including but not limited to infringement of any copyright, violation of any proprietary right or invasion of any privacy rights. This Indemnification will survive the termination of this Agreement.
12. U.S. Government End Users
The Software and any related documentation are “Commercial Items”, as that term is defined at 48 C.F.R. §2.101, consisting of “Commercial Computer Software” and “Commercial Computer Software Documentation”, as such terms are used in 48 C.F.R. §12.212 or 48 C.F.R. §227.7202, as applicable. Consistent with 48 C.F.R. §12.212 or 48 C.F.R. §227.7202-1 through 227.7202-4, as applicable, the Commercial Computer Software and Commercial Computer Software Documentation are being licensed to U.S. Government end users (a) only as Commercial Items, and (b) with only those rights as are granted to all other end users pursuant to the terms and conditions herein. Unpublished-rights are reserved under the copyright laws of the United States.
13. Export Control
The manufacture and sale of the Software is subject to the export control laws of the United States. You may not use or otherwise export or re-export the Software except as authorized by United States law and the laws of the jurisdiction in which the Software was purchased. In particular, but without limitation, the Software may not be exported or re-exported (a) into any U.S. embargoed countries, or (b) to anyone on the U.S. Treasury Department’s list of Specially Designated Nationals or the U.S. Department of Commerce Denied Person’s List or Entity List. By using the Software, you represent and warrant that you are not located in any such country or jurisdiction, or on any such list. You also agree that you will not use these products for any purposes prohibited by United States law or the law of the jurisdiction in which the Software was purchased, including, without limitation, the development, design, manufacture or production of missiles, or nuclear, chemical or biological weapons.
14. Controlling Law; Severability
The License and this Agreement are governed by and construed in accordance with the laws of the State of Nevada, United States of America. You hereby consent to the exclusive jurisdiction and venue in the state and federal courts of the County of Henderson, Nevada and the Central District of Las Vegas, respectively. The License will not be governed by the United Nations Convention on Contracts for the International Sale of Goods, the application of which is expressly excluded. If for any reason a court of competent jurisdiction finds any provision, or portion thereof, to be unenforceable, the remainder of the License will continue in full force and effect. Unless otherwise required by law, an action or proceeding by you to enforce an obligation, duty, or right arising under the License or this Agreement or by law with respect to the Software or Services must be commenced within one (1) year after the cause of action accrues.
15. Refund Policy for Purchases of Products
No refunds will be offered for the Software once it has been purchased. No refunds will be offered for the purchase of other Quadshot Software products.
You acknowledge that, in providing you with the Software and/or Services, Quadshot has relied upon your agreement to be bound by the terms of this Agreement. You further acknowledge that you have read, understood, and agreed to be bound by the terms of the License and this Agreement, and hereby reaffirm your acceptance of those terms. You further acknowledge that this Agreement constitutes the complete statement of the agreement between you and Quadshot, and that this Agreement does not include any other prior or contemporaneous promises, representations, or descriptions regarding the Software. The unauthorized agents, employees or distributors of Quadshot or its affiliates are not authorized to make modifications to this Agreement, or to make any additional representations, commitments, or warranties binding on Quadshot. Accordingly, additional statements, whether oral or written, do not constitute representations or warranties by Quadshot and should not be relied upon.