Please read this EULA carefully, as it sets out the basis upon which we license the Application for use.
Before you download the Application from our website, we will ask you to give your express agreement to the provisions of this EULA.
By agreeing to be bound by this EULA, you further agree that your employees OR any person you authorize to use the Application will comply with the provision of this EULA.
AGREEMENT
1. Definitions
1.1 Except to the extent expressly provided otherwise, in this EULA:
"Charges" means those amounts that the parties have agreed in writing shall be payable by the User to StreamLineQA in respect of this EULA;
"Documentation" means the documentation for the Application produced by StreamLineQA and delivered or made available by StreamLineQA to the User;
"Effective Date" means the date upon which the User gives the User's express consent to this EULA, following the issue of this EULA by StreamLineQA;
"EULA" means this end user licence agreement, including any amendments to this end user licence agreement from time to time;
"Force Majeure Event" means an event, or a series of related events, that is outside the reasonable control of the party affected including failures of the internet or any public telecommunications network, hacker attacks, denial of service attacks, virus or other malicious software attacks or infections, power failures, industrial disputes affecting any third party, changes to the law, disasters, explosions, fires, floods, riots, terrorist attacks and wars;
"Intellectual Property Rights" means all intellectual property rights wherever in the world, whether registrable or unregistrable, registered or unregistered, including any application or right of application for such rights and these "intellectual property rights" include copyright and related rights, database rights, confidential information, trade secrets, know-how, business names, trade names, trade marks, service marks, passing off rights, unfair competition rights, patents, petty patents, utility models, semi-conductor topography rights and rights in designs;
"Services" means any services that StreamLineQA provides to the User, or has an obligation to provide to the User, under this EULA;
"Application" means StreamLineQA’s codeless automation framework (includes StreamLine Web Automator, StreamLine ADA Automator, StreamLine Test Generator, StreamLine App Automator, and anything downloaded through StreamLineQA’s application download link;
"Application Specification" means the specification for the Application set out in the Documentation;
"Source Code" means the Application code in human-readable form or any part of the Application code in human-readable form, including code compiled to create the Application or decompiled from the Application, but excluding interpreted code comprised in the Application;
"Term" means the term of this EULA, commencing in accordance with Clause 3.1 and ending in accordance with Clause 3.2; and
"User" means the individual or company to whom StreamLineQA grants a right to use the Application under this EULA;
This document was created using a template from SEQ Legal (https://seqlegal.com).
2. Agreement
2.1 By agreeing to be bound by this EULA, you further agree that your employees OR any person you authorize to use the Application will comply with the provision of this EULA.
3. Term
3.1 This EULA shall come into force upon the date the User downloads the Application.
3.2 This EULA shall continue in force indefinitely subject to termination in accordance with any provision of this EULA.
4. Licence
4.1 StreamLineQA hereby grants to the User from the date of supply of the Software to the User a license to:
(a) install a single instance of the Application;
(b) use a single instance of the Application in accordance with the Documentation; and
(c) use the trial version of the Application until the User is out of trial runs, at which point the User is expected to either license a full version of the Application or uninstall the Application;
subject to the limitations and prohibitions set out and referred to in this Clause 4.
4.2 The User may not sub-license and must not purport to sub-license any rights granted under Clause 4.1
4.3 Save to the extent expressly permitted by this EULA or required by applicable law on a non-excludable basis, any licence granted under this Clause 4 shall be subject to the following prohibitions:
(a) the User must not sell, resell, rent, lease, loan, supply, publish, distribute or redistribute the Application;
(b) the User must not alter, edit or adapt the Application; and
(c) the User must not decompile, de-obfuscate or reverse engineer, or attempt to decompile, de-obfuscate or reverse engineer, the Application.
4.4 The User shall be responsible for the security of copies of the Application supplied to the User under this EULA and shall use all reasonable endeavors, including all reasonable security measures, to ensure that access to such copies is restricted to persons authorized to use them under this EULA.
4.5 The User may not use the ideas and design of the Application in their own software for individual or business purposes.
5. Source Code
5.1 Nothing in this EULA shall give to the User or any other person any right to access or use the Source Code or constitute any licence of the Source Code.
6. Maintenance and Support Information
6.1 The Application comes as is. StreamLineQA is not required to provide any maintenance or updates to the Application. If StreamLineQA chooses to update the Application, StreamLineQA does not guarantee that the update will not introduce defects.
6.2 StreamLineQA is not required to provide any support to the User. Documentation for the Application will be provided in the download link or on StreamLineQA’s website.
7. No assignment of Intellectual Property Rights
7.1 Nothing in this EULA shall operate to assign or transfer any Intellectual Property Rights from StreamLineQA to the User, or from the User to StreamLineQA.
8. Charges
8.1 The User shall pay the Charges to StreamLineQA in accordance with this EULA.
8.2 All amounts stated in or in relation to this EULA are, unless the context requires otherwise, stated inclusive of any applicable value added taxes.
9. Payments
9.1 StreamLineQA shall issue an invoice or a receipt for the Charges to the User.
9.2 The User must pay the Charges to StreamLineQA in advance prior to receiving full access to the Application.
9.3 The User must pay the Charges by cash or by check in order to receive a license key from StreamLineQA.
9.4 If the User does not pay any amount properly due to StreamLineQA under this EULA, StreamLineQA may:
(a) charge the User interest on the overdue amount at the rate of 10% per month, which interest will accrue daily until the date of actual payment and be compounded at the end of each calendar month; and
(b) disable the User’s license key until StreamLineQA receives all proper payments, including late fees.
10. Warranties
10.1 StreamLineQA warrants to the User that it has the legal right and authority to enter into this EULA and to perform its obligations under this EULA.
10.2 StreamLineQA warrants to the User that the Application, when used by the User in accordance with this EULA, will not breach any laws, statutes or regulations applicable under English law.
10.3 StreamLineQA warrants to the User that the Application, when used by the User in accordance with this EULA, will not infringe the Intellectual Property Rights of any person in any jurisdiction and under any applicable law.
10.4 If StreamLineQA reasonably determines, or any third party alleges, that the use of the Application by the User in accordance with this EULA infringes any person's Intellectual Property Rights, StreamLineQA may at its own cost and expense:
(a) modify the Application in such a way that it no longer infringes the relevant Intellectual Property Rights
(b) procure for the User the right to use the Application in accordance with this EULA.
10.5 The User warrants to StreamLineQA that it has the legal right and authority to enter into this EULA and to perform its obligations under this EULA.
11. Acknowledgements and warranty limitations
11.1 The User acknowledges that the Application is never wholly free from defects, errors and bugs; and subject to the other provisions of this EULA, StreamLineQA gives no warranty or representation that the Application will be wholly free from defects, errors and bugs.
11.2 The User acknowledges that the Application is never entirely free from security vulnerabilities; and subject to the other provisions of this EULA, StreamLineQA gives no warranty or representation that the Application will be entirely secure.
11.3 The User acknowledges that the Application is only designed to be compatible with that application specified as compatible in the Application Specification; and StreamLineQA does not warrant or represent that the Application will be compatible with any other software.
11.4 The User acknowledges that StreamLineQA will not provide any legal, financial, accountancy or taxation advice under this EULA or in relation to the Application; and, except to the extent expressly provided otherwise in this EULA, StreamLineQA does not warrant or represent that the Application or the use of the Application by the User will not give rise to any legal liability on the part of the User or any other person.
12. Limitations and exclusions of liability
12.1 StreamLineQA will not be liable to the User in respect of any losses arising out of a Force Majeure Event.
12.2 StreamLineQA will not be liable to the User in respect of any loss of profits or anticipated savings.
12.3 StreamLineQA will not be liable to the User in respect of any loss of revenue or income.
12.4 StreamLineQA will not be liable to the User in respect of any loss of business, contracts or opportunities.
12.5 StreamLineQA will not be liable to the User in respect of any loss or corruption of any data, database or software.
12.6 StreamLineQA will not be liable to the User in respect of any special, indirect or consequential loss or damage.
12.7 The liability of StreamLineQA to the User under this EULA in respect of any event or series of related events shall not exceed the greater of $100.
12.8 The aggregate liability of StreamLineQA to the User under this EULA shall not exceed the greater of $100
13. Termination
13.1 StreamLineQA may terminate this EULA by giving to the User 30 days written notice of termination at any point in time.
13.2 Either party may terminate this EULA immediately by giving written notice of termination to the other party if:
(a) the other party:
(i) is dissolved;
(ii) ceases to conduct all or substantially all of its business;
(iii) is or becomes unable to pay its debts as they fall due;
(iv) is or becomes insolvent or is declared insolvent; or
(v) convenes a meeting or makes or proposes to make any arrangement or composition with its creditors;
(b) an order is made for the winding up of the other party, or the other party passes a resolution for its winding up (other than for the purpose of a solvent company reorganization where the resulting entity will assume all the obligations of the other party under this EULA); or
(c) if that other party is an individual:
(i) that other party dies;
(ii) as a result of illness or incapacity, that other party becomes incapable of managing his or her own affairs; or
(iii) that other party is the subject of a bankruptcy petition or order.
13.3 StreamLineQA may terminate this EULA immediately by giving written notice to the User if:
(a) any amount due to be paid by the User to StreamLineQA is unpaid by the due date and remains unpaid upon the date that that written notice of termination is given; and
(b) StreamLineQA has given to the User at least 30 days written notice, following the failure to pay, of its intention to terminate this EULA in accordance with this Clause 13.3.
14. Effects of termination
14.1 Upon the termination of this EULA, all of the provisions of this EULA shall cease to have effect, save that the following provisions of this EULA shall survive and continue to have effect (in accordance with their express terms or otherwise indefinitely): [Clauses 1, 4, 9.2, 9.4, 12, 14, 15 and 16].
14.2 Except to the extent that this EULA expressly provides otherwise, the termination of this EULA shall not affect the accrued rights of either party.
14.3 Within 30 days following the termination of this EULA for any reason, the User must pay to StreamLineQA any Charges in respect of Services provided to the User before the termination of this EULA and in respect of licences in effect before the termination of this EULA,
without prejudice to the parties' other legal rights.
14.4 For the avoidance of doubt, the licenses of the Application in this EULA shall terminate upon the termination of this EULA; and, accordingly, the User must immediately cease to use the Application upon the termination of this EULA.
14.5 Within 10 Business Days following the termination of this EULA, the User must:
(a) return to StreamLineQA or dispose of as StreamLineQA may instruct all media in its possession or control containing the Application; and
(b) irrevocably delete from all computer systems in its possession or control all copies of the Application.
15. General
15.1 No breach of any provision of this EULA shall be waived except with the express written consent of the party not in breach.
15.2 If any provision of this EULA is determined by any court or other competent authority to be unlawful and/or unenforceable, the other provisions of this EULA will continue in effect. If any unlawful and/or unenforceable provision would be lawful or enforceable if part of it were deleted, that part will be deemed to be deleted, and the rest of the provision will continue in effect (unless that would contradict the clear intention of the parties, in which case the entirety of the relevant provision will be deemed to be deleted).
15.3 This EULA may not be varied except by a written document signed by or on behalf of each of the parties.
15.4 The User hereby agrees that StreamLineQA may assign StreamLineQA's contractual rights and obligations under this EULA to any successor to all or a substantial part of the business of StreamLineQA from time to time or to any third party. The User must not without the prior written consent of StreamLineQA assign, transfer or otherwise deal with any of the User's contractual rights or obligations under this EULA.
15.5 This EULA is made for the benefit of the parties, and is not intended to benefit any third party or be enforceable by any third party. The rights of the parties to terminate, rescind, or agree any amendment, waiver, variation or settlement under or relating to this EULA are not subject to the consent of any third party.
15.6 This EULA shall constitute the entire agreement between the parties in relation to the subject matter of this EULA, and shall supersede all previous agreements, arrangements and understandings between the parties in respect of that subject matter.
15.7 This EULA shall be governed by and construed in accordance with United States law.
15.8 The courts of the United States shall have exclusive jurisdiction to adjudicate any dispute arising under or in connection with this EULA.
16. Interpretation
16.1 In this EULA, a reference to a statute or statutory provision includes a reference to:
(a) that statute or statutory provision as modified, consolidated and/or re-enacted from time to time; and
(b) any subordinate legislation made under that statute or statutory provision.
16.2 The Clause headings do not affect the interpretation of this EULA.
16.3 References in this EULA to "calendar months" are to the 12 named periods (January, February and so on) into which a year is divided.
16.4 In this EULA, general words shall not be given a restrictive interpretation by reason of being preceded or followed by words indicating a particular class of acts, matters or things.