Please read this Woodwork for Inventor Software Licenses Agreement (hereinafter referred to as “Agreement) carefully. Woodwork for Inventor software is licensed to You only upon the conditions that You accept all of the terms contained in this agreement, which is owned by ČELI AUTOMATIZUOTO PROJEKTAVIMO SISTEMOS, UAB (legal entity reg. No. 124717641), (hereinafter referred to as “Čeli APS”), which is an authorized Autodesk Inc. developer and reseller.
This Agreement comes into force from the moment You select the “I accept the agreement” button at the end of this Agreement.
If You do not agree or do not wish to bind, select the “I do not accept the agreement” button below this Agreement (which will cancel the installation of the Software).
If You install, upload, access or otherwise copy or use all or any portion of the Software without entering into this Agreement, you are violating intellectual property rights of Čeli APS and You may be liable to Čeli APS for damages.
The Agreement is concluded between Čeli APS and You personally, if You acquire the Software for yourself, or the company or other legal entity for which You are acquiring the Software.
Čeli APS grants You a non-sublicensable, non-exclusive, non-transferable license to use the Woodwork for Inventor Software in accordance with this Agreement and Purchase Terms, within the scope of the License Types (section 4).
The license is granted for the current version of the Software at commencement of this Agreement.
Čeli APS’s Woodwork for Inventor license grant is conditioned on Your continuous compliance with all license limitations, restrictions and other terms described in this Agreement. If You violate any of these limitations, restrictions or other terms, the license grant will automatically and immediately expire. Any usage of the Software outside the scope of the applicable license grant constitutes an infringement of Čeli APS’s intellectual property rights as well as a material breach of this Agreement and You may be liable to Čeli APS for damages.
Čeli APS is entitled to revoke the support of a certain version(s) of the Woodwork for Inventor software. In such a case Čeli APS shall give 3 months’ notice.
Čeli APS’s Woodwork for Inventor software license grant is subject to one or more of the License Types defined below:
Standalone (Commercial) Version.
If Čeli APS identifies Woodwork for Inventor software as a “Standalone Version” or as an “Commercial Version”, You may Install and Access one (1) copy of the Software on one (1) individual Computer, which may not be connected to a network in a manner that allows more than one (1) user to Access, upload, operate, view or otherwise create or use a copy of the Software.Standalone (Educational) Version.
If Čeli APS identifies Woodwork for Inventor software as a “Standalone Version” or as an “Educational Version”, You may Install and Access one (1) copy of the Software on one (1) individual Computer, which may not be connected to a network in a manner that allows more than one (1) user to Access, upload, operate, view or otherwise create or use a copy of the Software. You may not use it for competitive analysis, or commercial, professional, or for-profit purposes.Standalone (Home) Version.
If Čeli APS identifies Woodwork for Inventor software as a “Standalone Version” or as an “Home Version”, You may Install and Access one (1) copy of the Software on one (1) individual Computer, which may not be connected to a network in a manner that allows more than one (1) user to Access, upload, operate, view or otherwise create or use a copy of the Software. Home Version license is not allowed to use for Commercial purposes.Evaluation Version.
If Čeli APS identifies Woodwork for Inventor software as a demonstration, evaluation, trial, or not for resale version (“Evaluation Version”), You may Install and Access one (1) copy of the Software on one (1) individual Computer to see whether the Software meets Your needs for a period of 45 (forty-five) days. You may not use it for competitive analysis, or commercial, professional, or for-profit purposes.Subject to the terms and conditions of this Agreement, the license to use Woodwork for Inventor software is perpetual, unless the Software qualifies as an Evaluation Version. The Evaluation Version may only be Installed for a forty-five (45) day evaluation period, unless otherwise specified by Čeli APS in writing. Use of this Software beyond the applicable license term, or any attempt to defeat the time-control disabling function in the Software is an unauthorized use and constitutes a material violation of this Agreement and intellectual property law.
Standalone (Commercial) software version and Standalone (Educational) software Version can be bought with or without Maintenance plan:
In order for the Woodwork for Inventor software to function, you need an appropriate and working on a computer, compatible and functioning operating system and correctly installed required language support.
In order for the Woodwork for Inventor software to function, you also need Autodesk Inventor. The required version of Autodesk Inventor depends on the Woodwork for Inventor software version You use. It is Your responsibility to ensure that You have the legal right to use such third-party software and to install and test that these external components work together with the Woodwork for Inventor software.
In order to use a Standalone (Commercial) Version or Standalone (Educational) or Standalone (Home) Version of the Woodwork for Inventor software You need a serial number. Serial number appears at your Woodwork for Inventor account after You pay a fee. (Section 14)
The activation security mechanisms may disable Woodwork for Inventor software if You try to transfer it to another Computer, if You tamper with the date setting mechanisms on Your Computer, or if You undertake certain other actions that may offset the security mode.
Woodwork for Inventor software activation needs Internet connection.
If You acquire the Woodwork for Inventor software from third parties other than Čeli APS or the Reseller, the Software is likely to have been made available in violation of Čeli APS’s rights and in such case, Čeli APS is not obligated to issue a serial number or otherwise permit You to Install or use the Software.
Evaluation Version is free of charge.
In order to purchase Woodwork for Inventor software Standalone (Commercial) Version or Standalone (Educational) Version You need to pay a license fee to Čeli APS or its Reseller. A licensee fee is set in Čeli APS or its Reseller’s pricelists.
In order to get (Home) Version You need to pay a Maintenance fee to Čeli APS or its Reseller. Maintenance fee is set in Čeli APS or its Reseller’s pricelists.
Woodwork for Inventor software has a 45-day Trial version, which allows users to try and to use software at its full functionality for free. Therefore, all the users have the possibility to evaluate software, to find out if it meets their requirements or not, and after that to decide whether to purchase or not to purchase Woodwork for Inventor Commercial license. This Woodwork for Inventor software 45 days Trial version for free makes Right of Return for Refund meaningless, because software suitability can be evaluated with no paying money for it.
Woodwork for Inventor standalone Commercial/Educational license can be bought by You. “You” means you personally (i.e., the individual who reads and is prompted to accept this Agreement) if you acquire the Software for yourself or the company or other legal entity for whom you acquire the Software.
The order has to be placed via a person or a company that is authorized by Čeli APS to sell the Software in your country. Also, the order can be placed via Čeli APS if there is no authorized Woodwork for Inventor reseller in your country.
All prices quoted and amounts payable by you are exclusive of any tax, levy or similar governmental charge that may be assessed by any jurisdiction, including, without limitation, any federal, state, provincial/territorial or local sales, excise, use or goods and services taxes, or the equivalent, whether based on the delivery, possession or use of the products, services or subscriptions, or otherwise (Taxes) except for net income, net worth or franchise taxes assessed on Čeli APS. Any such Taxes to be collected by Čeli APS shall be your responsibility and responsibility of authorized Woodwork for Inventor reseller in your country.
Digital or software products, services and/or subscriptions purchased by you will be made available to you for electronic download and/or access via the Woodwork for Inventor Account associated with your Transaction order or via another website or link designated by Čeli APS, and (where applicable) a valid corresponding serial number for those products, maintenances, services and/or subscriptions may be sent to the email address provided by you with your Transaction order or associated with your Woodwork for Inventor Account. Applicable Software license agreement may contain restrictions on where the products, services and/or subscriptions may be accessed and used.
After purchasing Woodwork for Inventor Commercial/ Educational license you will get an email asking you to create your Woodwork for Inventor account and its password. You are responsible for the security of Your Woodwork for Inventor account and will secure and not share user ID or/and password. You will ensure that all Your Woodwork for Inventor account information is, and continues to be, true and complete.
ACCOUNT BENEFITS
Your Woodwork for Inventor account is designed to provide a place for You to access and manage Your account information and obtain rights to Software, Web Services and other benefits, including free benefits. Your account is designed to be accessible virtually anywhere, anytime via the webpage.
Your Woodwork for Inventor account features may include:
All the information about your orders can be found in your Woodwork for Inventor account. This document “User documentation – Contract” involves information like Woodwork for Inventor Ressler in your country, Products type, Serial numbers etc.
You will retain Your ownership rights to files, designs, models, data sets, images, documents or similar material created by you and submitted or uploaded to any Offering by you.
Company is committed to protecting Your privacy and letting you know what Čeli APS will do with Your personal/legal entity (as employee) information. Company’s Privacy Policy sets forth how Čeli APS may collect, use, store and process information of or relating to You/legal entity (as employee), and how You may request access to or deletion of Your personal/legal entity (as employee) information or exercise other privacy rights. You acknowledge that You have read and understand the Privacy Policy.
PERMITED ACTIONS
Backup Copy.
Regardless of which version of the Software You have acquired, you may Install one archival (backup) copy of the Software. Such archival copy may not be Installed on another Computer unless such other Computer is a partitioned drive of a server to which only the user of the active copy of the Software can Access. In any event, the archival copy may not be Accessed as long as another copy of the Software is Installed on any Computer.Additional Installation.
Except with regard to Evaluation Version only, you may Install and Access a second copy of the Software on the hard disk of a second Computer owned by You or under Your control provided that:PROHIBITED ACTIONS
Čeli APS does not permit any of the following actions and You acknowledge that such actions shall be prohibited:
Use.
You may not Install, Access or otherwise copy or use the Software or User Documentation - Contract except as expressly authorized by this Agreement.Reverse Engineering.
You may not reverse engineer, decompile, or disassemble the Software.Transfers.
You may not distribute, rent, loan, lease, sell, sublicense, or otherwise transfer all or any portion of the Software or User Documentation - Contract, or any rights granted in this Agreement, to any other person without the prior written consent of Čeli APS.Hosting or Third-Party Use.
You may not Install or Access, or allow the Installation or Access of, the Software over the Internet, including, without limitation, use in connection with a Web hosting or similar service, or make the Software available to third parties via the Internet on Your computer system or otherwise.Notices.
You may not remove, alter, or obscure any proprietary notices, labels, or marks from the Software or User Documentation - Contract.Modifications.
You may not modify, translate, adapt, arrange, or create derivative works based on the Software or User Documentation - Contract for any purpose.Circumvention.
You may not utilize any equipment, device, software, or other means designed to circumvent or remove any form of copy protection used by Čeli APS in connection with the Software, or use the Software together with any, activation code, serial number, or other copy protection device not supplied by Čeli APS directly or through the Reseller.Except as expressly provided otherwise in this Agreement, title, ownership and all rights and interest including, without limitation, copyrights, in and to the Software and User Documentation - Contract and any authorized copies made by You remain with Čeli APS. The structure, organization, and code of the Software are valuable trade secrets of Čeli APS, and its licensors and You shall keep such trade secrets confidential. The Software and User Documentation - Contract are licensed, not sold.
Čeli APS warrants that, as of the date on which the Standalone (Commercial) Version or Standalone (Educational) Version or Standalone (Home) Version of the Software is delivered to You and for ninety (90) days thereafter, the Software will provide the features and functions generally described in the User Documentation - Contract and that the media on which the Software is furnished, if any, will be free from defects in materials and workmanship. Čeli APS's entire liability and your exclusive remedy under the limited warranty provided in this Section 22 will be, at Čeli APS's option, to attempt to correct or work around errors, to replace the defective media on which the Software is furnished, if any, or to refund the license fees and terminate this Agreement. Such refund is subject to the return of the defective media, if any, and User Documentation - Contract, with a copy of Your receipt to Your Čeli APS office or the Reseller from whom You obtained the Software within ninety (90) days from the date of Your receipt of the Software.
Except for the express limited warranties provided in Section 22 hereof, Čeli APS makes and you receive no express warranties. Any statements or representations about the Software and its functionality in the User Documentation - Contract or any communication with You constitute technical information and not an express warranty or guarantee. In addition, Čeli APS specifically disclaims any other warranty including, without limitation, the implies warranty of merchantability, fitness for a particular purpose and non-infringement. Without limiting the foregoing, Čeli APS does not warrant that the operation of the Software will be uninterrupted or error free.
In no event shall Čeli APS have any liability for any incidental, special, indirect, or consequential damages, loss of profits, revenue, data, or cost of cover. In addition, in no event shall the liability of Čeli APS for any damages arising out of or in connection with the Software or this Agreement exceed the amount paid or payable by You for the Software principally responsible for such damages. The limitations of liability in this Section 23 shall apply to any damages, however caused and regardless of the theory of liability, whether derived from contract, tort (including, but not limited, to negligence), or otherwise, even if Čeli APS has been advised of the possibility of such damages and regardless of whether the limited remedies available hereunder fail of their essential purpose.
Čeli APS shall have no responsibility or liability in respect of any confirmations or promises given or representations made by third parties, including Resellers, partners and consultants, regarding the Software.
Čeli APS shall have no responsibility or liability for any adjustments or modifications in the Software performed by third parties. Čeli APS shall have no responsibility for any defects which are a consequence of external factors, including other software programs, or a consequence of the integration or interaction between the Software and Your own Computer environments.
Čeli APS shall not be liable in any manner whatsoever for the result obtained through use of the Software.
Information. You agree that Čeli APS may use data and information provided by You, Reseller or any other third party acting on Your behalf in connection with Your purchase of the Software. You agree to provide Čeli APS, Reseller or any other third party acting on Your behalf with accurate and current information required by Čeli APS. You consent on Čeli APS’s using the personal information provided to Čeli APS to manage Čeli APS’s relationship with You in conformance with the applicable law.
No Assignment; Insolvency.
Any of Your rights hereunder are non-assignable and any purported assignment shall be void. Čeli APS may assign or sub-contract any of its rights hereunder. The Agreement and the license granted hereunder shall terminate without further notice or action by Čeli APS if You become bankrupt or insolvent, make an arrangement with Your creditors or go into liquidation.Entire Agreement.
This Agreement and User Documentation - Contract constitute the entire agreement between us and supersede any other previous or contemporaneous communications, agreements, representations, or advertising with respect to the Software and User Documentation - Contract. Any modifications to this Agreement shall be invalid, unless made in a duly signed writing.Notices.
Notices from Čeli APS shall be in writing and may be sent by mail, email or posted on website www.woodworkforinventorr.com or any other method that Čeli APS reasonably determines will provide appropriate notice. Notices from You shall be in writing and may be sent by mail or email.Severability.
If and to the extent any provision of this Agreement is held illegal, invalid, or unenforceable in whole or in part under applicable law, such provision or such portion thereof shall be ineffective as to the jurisdiction in which it is illegal, invalid, or unenforceable to the extent of its illegality, invalidity, or unenforceability and shall be deemed modified to the extent necessary to conform to applicable law so as to give the maximum effect to the intent of the parties. The illegality, invalidity, or unenforceability of such provision in that jurisdiction shall not in any way affect the legality, validity, or enforceability of any other provision of this Agreement in any other jurisdiction.Audits.
To ensure compliance with this Agreement, you agree that upon reasonable notice, Čeli APS or Čeli APS’s authorized representative shall have the right in inspect and audit Your Installation, Access and use of the Software. Any such inspection or audit shall be conducted during regular business hours at Your facilities or electronically. If such inspections or audits disclose that You have Installed, Accessed or permitted Access to the Software on Computer(s) in a manner that is not permitted under this Agreement, then Čeli APS may terminate this Agreement immediately and You are liable to pay for any unpaid license fees as well as the reasonable costs of the audit. Nothing in this section shall be deemed to limit any legal or equitable remedies available to Čeli APS for violation of this Agreement or applicable law.Language.
The English language version of this Agreement is legally binding in case of any inconsistencies between the English version and any translations.This Agreement also related other documents and any disputes arising out of it will be governed by the law of the Republic of Lithuania.