(vi) “Floating License” is a type of license under which all functionalities of the Software may be used on one network by different devices at the same time up, to the number of floating seats licensed. The number of running instances of the Software at any one time may not exceed the number of floating seats licensed.
(vii) “Run-Only Floating License” is an extension of “Floating License” that allows for test execution only without the full functionality of the floating license. Under a Run-Only Floating License, the number of concurrent computer or computing devices used for test execution at any one time may not exceed the number of run-only floating seats licensed.
(iii) Use the same License Key for running multiple TestArchitect License Servers;
(iv) Violate any applicable laws, rules or regulations in connection with your access or use of the Software;
(v) Remove, alter, or obscure any proprietary notices (including any notice of copyright or trademark) that exist on or in the Software; and
3.1. Annual Subscription
An annual subscription allows you to install and use the Software during a one-year (1) time period, in accordance with the type of license, product and product edition you have purchased. During this one-year time period, and additional one-year time periods subject to renewal of annual subscription, you’ll receive all software patches to your version of choice as long as that version has not reached End of Support (EOS) or End of Life (EOL). Additionally, Licensee can choose to upgrade to any new versions of the Software released during that one-year time period.
3.2. Perpetual License
A Perpetual License allows you to install and use the Software during a ninety-nine (99) year time period, in accordance with the type of license, product and product edition you have purchased, unless terminated as provided herein.
You understand and agree that both types of license (Annual Subscription and Perpetual License) are not an instrument of sale, and does not transfer any title or ownership rights in the Software to You. You understand and agree that the Software is licensed to You, and that You do not have any rights in the Software other than those rights that are explicitly licensed to you.
Except with respect to Trial Licenses and Site Licenses, additional Node-Locked License seats or additional Floating License seats or Run-only Floating License seats, depending on the type of license you have purchased, may only be added for an additional fee.
You may make one copy of the Software in machine-readable form for back-up purposes only. The back-up copy must include all copyright and trademark information contained on the original.
Audit: At Licensor’s request, you will provide within thirty (30) days from the request date, an accurate and complete report verifying Your Software deployment. You agree that the report will be based on technological features of the Software that provide Software deployment verification. If a report identifies that You are out of compliance with the license terms of this Agreement, you will be required to purchase the additional licenses and pay any reinstatement fees associated with the licenses and Support. Licensor may also charge an out-of-compliance fee.
Provided that any non-compliance with the warranty set forth in Section 5 is reported in writing to Licensor no more than 30 days following the date of original purchase of the Software, Licensor will use commercial efforts to supply you with a replacement copy of the Software that substantially conforms to its documentation or refund to you your purchase price for the Software, at Licensor’s option. Licensor shall have no responsibility if the Software has been altered in any way, if the Software has not been installed properly, or if the failure arises out of use of the Software with other than a recommended hardware and software configuration. Any misuse, accident, abuse, modification or misapplication of the Software will void the warranty above. THIS REMEDY IS THE SOLE AND EXCLUSIVE REMEDY AVAILABLE TO YOU FOR BREACH OF EXPRESS OR IMPLIED WARRANTIES WITH RESPECT TO THE SOFTWARE.
TO THE EXTENT ALLOWED BY LAW, UNDER NO CIRCUMSTANCES, INCLUDING NEGLIGENCE, SHALL LICENSOR BE LIABLE FOR ANY INCIDENTAL, SPECIAL, INDIRECT, PUNITIVE OR CONSEQUENTIAL DAMAGES, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR THE INABILITY TO USE EQUIPMENT OR ACCESS DATA, LOSS OF BUSINESS, LOSS OF PROFITS, BUSINESS INTERRUPTION OR THE LIKE, ARISING OUT OF OR RELATING TO THIS LICENSE, INCLUDING, BUT NOT LIMITED TO, YOUR USE OF NEW SOFTWARE VERSIONS WITH PREVIOUS SOFTWARE RESULTS, OR YOUR USAGE OF PREVIOUS SOFTWARE VERSIONS WITH NEW SOFTWARE RESULTS, EVEN IF LICENSOR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THIS LIMITATION MAY NOT APPLY TO YOU. In no event shall LICENSOR’s total liability to you for all damages exceed the purchase price, if any, that you paid for the Software.
Your rights under this License will terminate automatically without notice from Licensor if you fail to comply with any terms of this License. You agree upon such termination to cease all use of the Software and destroy or permanently erase all copies of the Software in any form in your possession or under your control.
The Software is provided with “Restricted Rights.” Without limiting the foregoing, use, duplication, or disclosure by the U.S. Government is subject to restrictions as set forth in this License and as provided in subparagraph (b) (1) (ii) of the Rights in Technical Data and Computer Software clause at DFARS 252.227-7013 or subparagraphs (c) (1) and (2) of the Commercial Computer Software Restricted Rights at 48 CFR 52.227-19, as applicable.
Licensee agrees to pay Licensor the fees set forth in each applicable invoice and the payment terms shown therein. Fees do not include any present or future sales, use, value added, excise, withholding or similar tax, customs duties or import or export fees. Licensee will be responsible for paying or reimbursing Licensor for any applicable taxes later assessed by any state, local or other government agency. Licensor will separately itemize any applicable taxes or duties on each invoice.
YOU UNDERSTAND THAT THE SOFTWARE MAY FAIL AND IS NOT DESIGNED, DEVELOPED, TESTED, OR INTENDED TO BE RELIABLE IN THE CONTEXT OF HIGH-RISK SYSTEMS. LICENSOR HAS NO RESPONSIBILITY FOR, AND YOU WILL INDEMNIFY AND HOLD HARMLESS LICENSOR FROM, ALL CLAIMS, SUITS, DEMANDS AND PROCEEDINGS ALLEGING, CLAIMING, SEEKING, OR ASSERTING ANY LIABILITY, LOSS, OBLIGATION, RISK, COST, DAMAGE, AWARD, PENALTY, SETTLEMENT, JUDGMENT, FINE OR EXPENSES (INCLUDING ATTORNEY FEES) ARISING FROM OR IN CONNECTION WITH YOUR USE OF THE SOFTWARE ON OR IN A HIGH RISK SYSTEM, INCLUDING THOSE THAT COULD HAVE BEEN PREVENTED BY DEPLOYMENT OF FAIL-SAFE OR FAULT-TOLERANT FEATURES TO THE HIGH RISK SYSTEM, OR ARE BASED ON A CLAIM, ALLEGATION, OR ASSERTION THAT THE FUNCTIONING OF HIGH RISK SYSTEM DEPENDS OR DEPENDED ON THE FUNCTIONING OF THE SOFTWARE, OR THAT THE FAILURE OF THE SOFTWARE CAUSED A HIGH RISK SYSTEM TO FAIL.
Licensee agrees to be identified as a customer of Licensor and that Licensor may refer to Licensee by name, trade name and trademark, if applicable, and may briefly describe Licensee’s business in Licensor’s marketing materials and on Licensor’s web site. Licensee hereby grants Licensor a license to use Licensee’s name and any of Licensee’s trade names and trademarks solely in connection with the rights granted to Licensor pursuant to this marketing section.
The Software or Support may employ applications and tools to collect Personal Data, sensitive data or other information about You and/or Your end users ( including name, address, e-mail address and payment details), their computers, files stored on their computers, or their computers’ interactions with other computers (including information regarding network, licenses used, hardware type, model, hard disk size, CPU type, disk type, RAM size, 32 or 64 bit architecture, operating system types, versions, locale, BIOS version, BIOS model, total scanners deployed, database size, system telemetry, device ID, IP address, location, content, processes and services information, frequency and details of update of Licensor Software, information about third-party products installed, (collectively, Data).
The collection of the Data may be necessary to provide You with the relevant Software or Support functionalities as ordered (including detecting and reporting threats and vulnerabilities on Your computer network), to enable Licensor to improve Software or Support (including content synchronization, device tracking, troubleshooting, etc.), to enable Licensor to manage licenses to Software or Support, and to further or improve overall security for You. You may be required to uninstall the Software or disable Support to stop further Data collection that supports these functions.
The Software may include components (including programs, applications, tools, utilities, libraries, and other programming code) that are made available from third parties under a free or open source software licensing model (FOSS Code). FOSS Code components included with the Software are redistributed by Licensor under the terms of the applicable FOSS Code license for such component.
This License constitutes the entire agreement between the parties with respect to the use of the Software and supersedes all prior or contemporaneous understandings regarding such subject matter. No amendment to or modification of this License will be binding unless in writing and signed by Licensor.
If you have any questions, please contact LogiGear in writing: LogiGear Corporation, 1730 S. Amphlett Blvd., Suite 200, San Mateo, CA 94402 or send an email to sales@logigear.com.
This Maintenance and Support Schedule is attached to, incorporated as a part of, and subject to the terms and conditions of the LOGIGEAR TESTARCHITECT SOFTWARE LICENSE AGREEMENT (the “Agreement”) between the Parties.
This Maintenance and Support Schedule (the “Schedule”) sets forth the maintenance and support relationship between Licensor and Licensee pursuant to which each Licensee may receive maintenance and support services (the “Maintenance and Support Services”) provided by Licensee in accordance with the following terms and conditions:
In this Maintenance and Support Schedule, the following terms have the meanings set forth in this Article 1. Any capitalized terms used but not defined in this Maintenance and Support Schedule will have the meanings ascribed thereto in the Agreement.
[major].[minor].[patch]
1.1. “Major” shall mean a major new version of the Software that is represented by an increment to the leftmost (first) decimal. A major version indicates a break in backward compatibility.
1.2. “Minor” shall mean any modification or addition that when made or added to the Software, corrects errors or provides functionality enhancements. A minor version is represented by an increment to the second decimal.
1.3. “Patch” is represented by an increment in the third decimal that indicates bug & security fixes that still maintains backward compatibility
2.1.1. Maintenance and Support for Perpetual License
Licensor will provide to Licensee maintenance and support for the LogiGear TestArchitect Software pursuant to the following schedule:
(a) For the first twelve (12) months after signing the Agreement, Maintenance and Support will be provided pursuant to the terms and conditions of this Schedule with no additional charge to Licensee (the “Initial Maintenance and Support Term”).
(b) If Licensee desires Maintenance and Support after the Initial Term, Licensee may purchase subsequent terms (each, a “Subsequent Maintenance and Support Term”) pursuant to the terms and conditions set forth in this Schedule, and subject to an increase (if any) in the Maintenance and Support Fees as set forth in this Maintenance and Support Schedule. To purchase a first Subsequent Maintenance and Support Term after the Initial Term, Licensee must provide Licensor written notice of its intent to purchase the first Subsequent Maintenance and Support Term at least sixty (60) days prior to the expiration of the Initial Maintenance and Support Term.
(c) Once a Subsequent Maintenance and Support Term has been purchased, this agreement shall run for a period of one (1) year from the start date of such Subsequent Maintenance and Support Term, and shall automatically renew for successive for consecutive one (1) year periods for the applicable Maintenance and Support Fee (as hereinafter defined). Subsequent Maintenance and Support Term Fees are subject to increases pursuant to Section 5.3 below.
2.1.2. Maintenance and Support Term for Annual Subscription.
Licensor will provide to Licensee maintenance and support for the LogiGear TestArchitect Software during the entire one-year time period in which the Annual Subscription is still in effect.
The End of Support (EOS) or End of Life (EOL) period for all “Major”, “Minor” and “Patch” versions are exactly one (1) year starting from the release date of that Software version. If the EOS/EOL milestone of a Software version has already been reached, Licensee will not receive any software patches, security fixes, or bug fixes for that legacy Software version. However, Licensee can receive patches, security fixes or bug fixes provided that Licensee upgrades to the most current software version.
If the EOS/EOL milestone of a Software version has still not been reached and the maintenance and support agreement is still in effect, Licensee will receive software patches, security fixes and bug fixes for that Software version.
2.3 Expansion Orders: Any purchases of additional Software Licenses will be co-terminus with the original License Order. Any purchase of Maintenance and Support Services for such licenses shall commence twelve (12) months after the effective date of the additional Software purchase, and shall be co-terminus with the original License Order.
Subsequent to any termination or expiration of any Maintenance and Support Services, Licensee may, at its option and so long as Licensor still offers services similar to the Maintenance and Support Services, reinstate any terminated Maintenance and Support Services by providing written notice to Licensor and making payment to Licensor of one hundred percent (100%) of the Maintenance and Support Fees that would have been payable hereunder for Maintenance and Support Services for the period during which such Maintenance and Support Services lapsed.
The Support Services listed below apply only to the LogiGear TestArchitect product for which they are purchased (“Software”) and do not apply to any other application, library, product, or service developed or sold by LogiGear or LogiGear’s resellers. The support, if any, for any other such product will be governed by a separate agreement. All features listed below are available only for the TestArchitect Support Term (as hereinafter defined), and the Services will become unavailable immediately upon termination of this Agreement.
In consideration of all Maintenance and Support Services provided to Licensee, Licensee shall pay Licensor the following Fees (the “Maintenance and Support Fees”):
all applicable sales, use, and other taxes and government charges, whether federal, state or foreign, and Licensee shall be responsible for payment of all such taxes (other than taxes based on Service Provider’s income), fees, duties, and charges, and any related penalties and interest, arising from the payment of any and all fees under this Agreement including the access to or license of any software, and the performance of Services hereunder. Licensee will be responsible for paying or reimbursing Licensor for any applicable taxes later assessed by any state, local, or other governmental agency. Licensor will separately itemize any applicable taxes or duties on each invoice.
Sales@LogiGear.com
650-572-1400
Head office – USA
1730 S Amphlett Blvd., #200,
San Mateo, CA 94402
Copyright © 2024 LogiGear Corporation. All rights reserved. LogiGear is a registered trademark, and Action Based Testing and TestArchitect are trademarks of LogiGear Corporation. All other trademarks contained herein are the property of their respective owners.
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Copyright © 2024 LogiGear Corporation. All rights reserved. LogiGear is a registered trademark, and Action Based Testing and TestArchitect are trademarks of LogiGear Corporation. All other trademarks contained herein are the property of their respective owners.
Sales@LogiGear.com
650-572-1400
Head office – USA
1730 S Amphlett Blvd., #200,
San Mateo, CA 94402
Subcribe for the latest news, tips and success stories
Please note that we will treat your data with respect