End-User License Agreement and Limited Warranty

Piping Systems FluidFlow - Product

This End-User License Agreement and Limited Warranty is a legal agreement between you, either as an individual or a single entity, and Flite Software NI Ltd for the Piping Systems FluidFlow software product, including the Software, media, and accompanying online or printed documentation.

By installing, copying, or otherwise using the Software, you agree to be bound by all terms and conditions of this License Agreement.

If you are the original purchaser and do not agree with these terms, promptly return the unused Software to the place of purchase for a full refund.

Upon acceptance of this License Agreement, Flite Software NI Ltd grants you the right to use the Software in the manner provided below.

Title

Flite Software NI Ltd represents and warrants that it has the legal right to enter into and perform this License Agreement.

Flite Software NI Ltd also represents that use of the Software by the Licensee, in accordance with this License Agreement, will not infringe the intellectual property rights of third parties.

Intellectual Property

Flite Software NI Ltd owns all tangible and intangible rights, title, interest, copyrights, and moral rights in the Software, including images, photographs, animations, video, audio, music, text, data, computer code, algorithms, and information.

The Software is protected by applicable copyright laws and international copyright treaties. You must treat it like other copyrighted material.

You may either:

Make 1 copy solely for backup or archival purposes, or
Transfer the Software to a single hard disk, provided the original is kept solely for backup or archival purposes.

You must not remove, alter, or obscure any proprietary notice, including copyright or trademark notices, from Flite Software NI Ltd, its affiliates, partners, suppliers, or licensors.

Non-Transferable License

Except as allowed by this License Agreement, you may not do any of the following without written consent from Flite Software NI Ltd:

Transfer, sell, distribute, or assign the Software, media, or documentation
Electronically transmit, rent, lease, lend, copy, modify, translate, or sublicense it
Host, outsource, disclose, time-share, reverse engineer, decompile, or disassemble it
Otherwise commercially exploit it for any third party

The license term is defined in the quotation and in the Support Upgrades and Maintenance Terms and Conditions.

Network Licenses

Network licenses may only be used by end users located in the country where the Software was purchased, unless Flite Software NI Ltd gives written permission.

Use of a network license by end users in another country without written permission is a breach of this License Agreement.

Limited Warranty

Warranty item	Term
Warranty period	60 days from the date the Software License is purchased
Material and workmanship	The Software is warranted to be free from defects in material and workmanship during the warranty period
Functional performance	The Software is warranted to operate substantially in accordance with the functional specifications in the product manual during the warranty period
Available remedy	You may return the materials to Flite Software NI Ltd for replacement or, if Flite Software NI Ltd elects, a refund of license fees paid under this License Agreement in the preceding 12 months
Evaluation licenses	The refund remedy does not apply

Flite Software NI Ltd does not warrant the fitness of the results achieved by the Software.

Except for the stated warranties, the Software is licensed AS IS and AS AVAILABLE. Flite Software NI Ltd disclaims all other warranties, express or implied, including implied warranties of saleability or fitness for a particular purpose.

Assignment

Neither party may assign, delegate, sell, sublicense, or otherwise transfer its rights or obligations under this License Agreement without the other party's prior written consent.

A merger, acquisition, divestiture, or conversion carried out as part of a corporate sale or restructuring is not treated as an assignment and does not require consent.

Change In Ownership

Either party may transfer, assign, and delegate all or part of its rights and obligations under this agreement, including associated Software license, maintenance rights, and documentation, without the other party's consent and without additional fees or charges, to:

A purchaser of all or substantially all of the assigning party's voting stock or capital assets
An entity with which the assigning party consolidates or merges
A subsidiary, if the assigning party owns at least 51% of that subsidiary's voting interests at the time of transfer
A new entity that acquires one or more business units, divisions, or facilities of the assigning party
An Affiliate

Limitation Of Liability

Flite Software NI Ltd's cumulative liability for claims, demands, actions, loss, or damages arising out of or relating to this agreement cannot exceed the license fee paid to Flite Software NI Ltd for use of the Software.

Flite Software NI Ltd is not liable for indirect, incidental, consequential, special, or exemplary damages, or lost profits, even if advised that such damages are possible.

For evaluation licenses, Flite Software NI Ltd is not liable for loss or damages.

Severability

Failure or delay by either party in exercising a privilege, power, or right does not operate as a waiver.

A single or partial exercise of a right or power does not prevent further exercise of that right or any other right.

If a court of competent jurisdiction finds any provision unenforceable or invalid, that provision will be limited or eliminated only to the minimum extent necessary, and the rest of this License Agreement remains in full force and enforceable.

Governing Law

This agreement is governed by the laws operating in Northern Ireland. The parties submit to the jurisdiction of the Northern Irish Courts for disputes.

Entire Agreement And Precedence

This License Agreement is the entire agreement between Licensor and Licensee for the subject matter of this License Agreement and supersedes prior understandings, representations, statements, conditions, warranties, proposals, prior agreements, and related communications for that subject matter.

If the Licensee has entered into a Master Software License & Support Agreement with Flite Software NI Ltd, that Master Agreement takes precedence over this License Agreement. This License Agreement does not supersede or limit the Master Agreement. If there is a conflict, the order of precedence in the Master Agreement applies.