Software License Agreement / Terms Of Service

Download Polish version / Pobierz wersję Polską

I. DEFINITIONS

The terms used in this agreement are defined as follows:

1. Licensor – HostBill Krzysztof Pająk, with the registered office located at Rzeszów (35-301), ul. Szkolna 30A/2, with Tax Identification Number (NIP): PL8133336364, and Statistical Number (REGON): 180579931
2. Licensee – a natural person who is an entrepreneur, a legal person who is represented by an appropriate entity on the basis of universally applicable laws, an organisational unit not possessing legal character, but possessing the ability to undertake obligations and acquire rights on their own behalf, represented by an appropriate entity on the basis of universally applicable laws, rights which give the entity access to the Software on the terms and conditions defined in the License Agreement.
3. Licensee Account – an application in the Service Website run for the Licensee under a unique login which is password protected. The application is a collection of resources which contains the Licensee’s data and information about his activities, which allow the Licensee to manage his License.
4. Software – integrated electronic information collections, made of source code, instruction sets, interfaces and auxiliary data, which serve to process information in a given way through the use of computational devices provided by the Licensor with this Agreement.
5. Updates – stand for all corrections, function enhancements, and other Software modifications.
6. Additional Modules – Software functionalities that are made accessible to the Licensee for an extra fee.
7. User - a natural person, who is the Licensee and/or acting on his behalf, who has gained access to the Software.
8. Internet Service – the service operating at the following address: clients.hostbillapp.com.
9. Subscription – paid for by the Licensee to the Licensor, the right to utilise the Software for a given time period.
10. License – the right to utilise the Software, either for a defined or undefined time period, on the conditions presented in the Service and this Agreement.
11. License Agreement (The Agreement) – this agreement.

II. GENERAL PROVISIONS

1. This License Agreement defines the terms for using the Software, the rights and obligations of the Licensor and the Licensee, the conditions for the conclusion and dissolution of the Agreement.
2. The Software and the conditions of the License Agreement are addressed solely to other entrepreneurs who are not consumers in the meaning of applicable law. License Agreements are therefore not subject to laws pertaining to consumer trade.
3. The Software is the exclusive property of the Licensor. The rights to individual elements of the Software content, including texts, images, photographs and other elements protected by the law belong to the Licensor. The entirety of the Software and its individual elements are protected by the provisions of the law, in particular intellectual property rights.
4. The License Agreement is made available to the Licensees as part of the Software, in a way which allows it to be downloaded, opened and saved.
5. Persons representing the Licensee declare that they have the power (are authorised) to conclude the Agreement under applicable law, statute provisions and agreements or other internal regulations or powers of attorney, and also declare that the validity, effectiveness, binding nature and full legal strength of the Agreement do not require any consent, approvals or other activities carried out by any other person or bodies, i.e. the Agreement is valid, effective and binding for the Parties and has full legal strength from of the moment of its conclusion.
6. The technical condition for Software use is:
   1. Possessing a device that has access to the Internet with a minimum network capacity of 1 Mbit/s,
   2. Possessing a browser that enables the use of JavaScript and Cookies, in the following requisite versions:
      • Internet Explorer – newest version, or previous two versions,
      • Mozilla Firefox - newest version, or previous two versions,
      • Google Chrome- newest version, or previous two versions,
      • Opera - newest version, or previous two versions,
      • Safari - newest version, or previous two versions,
   3. Possessing a working email address.
   4. A server on which the Software is installed should have:
      • An assigned IPv4 or IPv6 address from the public address pool
      • External access to the server via ports 80 and/or 443. The Software cannot be run on locally installed WWW servers that are only accessible from the Licensee’s internal network.
      • An Internet domain pointing to this server.

III. LICENSE AND INTELLECTUAL PROPERTY RIGHTS

1. The Licensor enables the Licensee to download the Software through the Service.
2. The Software can be utilised by entrepreneurs, ie physical persons, who are at least 18 years old and possess full capacity to engage in lawful activity, and lawful persons and organisational units not possessing legal character but being able to acquire rights and incur obligations in their own name.
3. The Licensee can obtain a Software license for an undefined time period or can use a license with a limited time period as part of a purchased Subscription.
4. The different types of Software Licenses, its Updates and additional Modules, their price and range of functionality are made available to the Licensee in the Service (Software package) and are an integral part of this Agreement.
5. License for an unlimited period of time:
   1. The Licensee is issued a paid, non-exclusive, non-transferable, and territorially unlimited License for the use of the Software in the following field of operation: the right to input into the computer memory and the right to internally process data.
   2. The License covers the current Software version, at the time of purchase, as well as Software Updates introduced by the Licensor, for a period of 1 year from the date of License purchase. 1 year after the date of License purchase, Software Updates will be made available to the Licensee for an additional fee.
6. License for a limited period of time:
   1. The Licensee, who has paid for a Subscription, is issued a paid, non-exclusive, non-transferable, and territorially unlimited License for the use of the Software in the following field of operation: the right to input into the computer memory and the right to internally process data. The License is valid for the duration of the Subscription purchased, and expires upon the passing of the last day of the Subscription.
   2. The license issued includes the Software version that is current at the time of license purchase and software Updates made available during the duration of the Subscription.
   3. After the passing of the time period for the duration of Subscription, the Licensee can extend the Agreement an unlimited number of times, otherwise the License expires. The Licensee will be informed of the expiry date of the License with sufficient advance notice via electronic correspondence.
7. License for Updates and additional Modules:
   1. The Licensee has the right to expand the given License through the purchase of additional Modules or Software Updates.
   2. If the Licensee purchases the “Software Development Kit (SDK)” License, specifically detailed in the Service, the Licensee has the right to create additions/modules to the Software solely for personal use.
   3. The Licensee can purchase the “Developer Edition” Module License, and by doing so acquire the right to use the Modules of the develop version. The Licensee gains access to the Module source code in this manner, simultaneously acquiring the right to further develop or change the Module source code, with the following restrictions:
      • a. The “Developer Edition” can be run on only one copy of the Software,
      • b. The Licensee does not have the right to further distribute or sell part or all of the Module code,
      • c. The Licensee does not have the right to remove license records in the Module code,
      • d. The Licensee has access to the current Module source code version for only one year. After the passing of the time period for the duration of Subscription, the Licensee can extend the “Developer Edition” Module License an unlimited number of times, otherwise the License expires.
      • e. The Licensee only has access to the Module version he purchased. A newer Module version, denoted by a subsequent digit, may be acquired by the Licensee under the terms of the License Agreement.
8. A License obtained either for an unlimited period of time or as part of a Subscription is limited to the usage right of the Software, its Updates or additional Modules exclusively on one installation fulfilling the following conditions:
   • a. One Internet domain (or subdomain),
   • b. A single server (virtual server, dedicated)
   • c. At least one public IP address,
   • d. One software files location (path) on the server.
9. The restriction referred to in Item 3.8 of the Agreement does not apply to the License for the “Multi-Brand” Module. Possession of the aforementioned Module allows for the connection of more than one Internet domain to the Software. The remaining restrictions listed in Item 3.8 parts b-d remain fully applicable.
10. By accepting the License Agreement the Licensee simultaneously declares that he is aware of the functions performed by the Software and its individual Modules.
11. After the License expires (including the situation discussed in Item 6.1 c of the Agreement), the Licensee is obliged to delete the Software, its Updates and additional Modules along with all their copies.
12. It is forbidden to use the Software in a manner that goes beyond that described above, specifically the Licensee may not do the following: decompile, decrypt, open or attempt to reconstruct or reinvent the source code, algorithms, file formats or program interfaces included in the Software. It is also forbidden to circumvent or indicate how to work around the technical security features of the Software.
13. It is forbidden to copy, alter, modify or imitate all or part of the Software, its user interfaces, including the information architecture, concept, any content, texts, graphic design, works of art, photography, logos, trademarks, sounds and music, animations, interface behaviours and solutions, which are protected under business conventions, copyright, industrial property rights or other intellectual property rights and laws against unfair competition.
14. It is forbidden to, apart from situations where the Licensor expressly permits so, expand the Software functionality through the addition of Modules that do not originate from the Licensor but are included in the “includes/modules” subfolder (path) of the main Software installation path.
15. The License cannot be resold. The Licensee does not have the right to issue further licenses (sub-licenses), to loan, assign, pledge, transfer, donate into usage, both commercial and non-commercial, as well as sharing in any form, on any Software medium, to third parties.
    1. It is forbidden, without the consent of the Licensor, for the Licensee to use the intellectual property rights of the Licensor, including all national and international trademarks, service marks, logos, tradenames, both registered and unregistered by the Licensor.
16. The Licensee declares that he knows that unlawful use of the Software and its individual content elements is subject to civil liability and can indicate criminal liability.
17. Technical Security Features:
    1. The Software contains technological measures, which work in conjunction with the Licensor’s computer servers, which are dedicated to the prevention of unlicensed or illegal Software use. The licensee acknowledges and accepts the fact that such an authentication system allows the Licensor to monitor the Licensee’s Software usage.
18. Payment System:
    1. The Licensor publishes on the Service website, before each License purchase, information on the current License price for the Software, its Updates or additional Modules.
    2. The Licensee pays electronically in the manner specified in the Service. After selecting an electronic payment system, the system will redirect the Licensee to the appropriate website of the given payment system operator, in order to make the payment. The Licensor is not obliged to make the Software available before he has received a positive payment authorisation and/or posting the payment to the Licensor account, as well as after having conducted a positive Licensee verification process which lasts up to 24h after posting the payment to the Licensor account. During the verification process the buyer may be asked to provide additional identification information pertaining to himself or his company. This process aims to further secure the parties from the unauthorised use of accounts and/or credit cards.
    3. The Licensor will issue a VAT invoice pertaining to the purchase of the License. The VAT invoice will be issued and delivered electronically. After payment, the Licensor will enable the Licensee to use the Software.

IV. PERSONAL DATA / PRIVACY PROTECTION

1. The Licensor will process the personal data given by the Licensee in accordance with applicable law.
2. The Licensor hereby informs that providing personal data is voluntary, with certain data being necessary to the proper functioning of the Software.
3. The Licensee has the right to access the content of processed personal data and to control the processed data, including additions, updates, and the rectification of personal data, and its deletion.
4. The administrator of the Licensee’s personal data is the Licensor. The Licensor is not the administrator of personal data stored by the Licensee through the Software, in particular third party personal data.
5. Aiming for the Software to properly function, the Licensee has the right to collect anonymous information, such as: the server's IP address, server domain, source path on which the Software is installed, information pertaining to other applications installed on the servers and their versions, the names or modules/extensions used, statistics data managed by the Software: the number of clients, accounts (active services), the number of administrators.

V. RIGHTS AND OBLIGATIONS OF THE PARTIES

1. The Licensee has the right to terminate the Software use License Agreement, without giving reasons, within 30 days of concluding the Agreement. In order to exercise the aforementioned right, the Licensee should submit an appropriate declaration and send it electronically.
2. In the event of terminating the agreement as described in Item 5.1 of the Agreement, the Licensor is obliged to return all received payments to the Licensee, no later than 14 days from the date when the Licensor received a statement of termination of the Agreement. Refund payments will be made using the same payment method that was used by the Licensee in the original transaction. The Licensee is obliged to give all necessary information for the refund payment.
3. The Licensee has the right to make use of technical support under the terms of the Service.
4. The Licensee is obliged to not disturb the good habits and ruled of social coexistence and to follow the applicable law, in particular he is obliged to follow copyrights and related laws as well as intellectual property rights. The Licensee cannot use the Software in a manner inconsistent with its nature and purpose.
5. The Licensee bears sole and full responsibility for the content input into the Software (data, information, bases etc.). The Licensor is not obliged to verify data transferred, stored or shared by the Licensee.
6. The Licensee is responsible for maintaining confidentiality of his Software password, for securing it from unauthorised use and non-proliferation. In the event of detection of unauthorised password use or unlawful Software use, the Licensee bears all pertinent responsibility.
7. The Licensee bears all responsibility for the activities of other Users in the event of him sharing his Software access.
8. In so far as is permitted under applicable law provisions, the Licensor's liability is not applicable, both contractual and tortious, for all consequences, both indirect and direct, related to Software usage, including any damages (including real losses, as well as lost profits) resultant from the usage or inability of the user, especially for any damages resulting from defects shared on the basis of this software agreement or possible data errors. This disclaimer of liability applies even after the termination or expiration of the Agreement, regardless of the cause of termination or expiration. This excludes the warranty for defects in the subject matter of the Agreement.
9. The Licensor is not liable for the following:
   • a. Any damages resultant from the manner the Licensee used the Software, insofar as the Licensee's activities do not constitute normal Software usage, in accordance with its designation,
   • b. Disruptions in the Software due to improper data input and/or Licensee Software usage that goes against the recommendations of the Licensor,
   • c. Technical problems caused by the Licensee failing to fulfil the technical requirements and/or lacking Internet access,
   • d. Effects caused by a lack of protection against third party access and/or disclosure by the Licensee of the Software access login or password to third parties,
   • e. Loss of data on the Service collected in computer systems, cause by the actions of the Licensee, a failure of his equipment, Internet dysfunction, losses caused by third party activities,
   • f. Permanent or temporary inability to use the Software due to reasons independent of the Licensor and/or dependent on third parties, including force majeure, equipment failure, information system failure, or the illegal activities of other Users or third parties.
10. The Licensor has the right to:
    • a. Develop, modify and update the Software, which does not affect the rights acquired by the Licensee.
    • b. Impose the following sanctions in the event of a violation of this Agreement:
      • Official warning,
      • License suspension,
    • c. Immediate agreement termination, if the Licensee violates the terms of this Agreement,
    • d. Exercise rights in court, including claims for compensation in the event the Licensee violating this Agreement. The Licensor can in justified cases transfer information pertaining to infringements of the law to the appropriate authorities,
    • e. Sell, in particular: The Service, Software, the entirety or part of the enterprise and the company, as well as to change the company name, the Software name and the Service name, and assign rights resultant from this Agreement without prejudice against the rights acquired by Licensees.

VI. FINAL PROVISIONS

1. For the issues not discussed in the content of the Agreement the universally applicable laws of the Republic of Poland, the European Union and International Law shall apply.
2. In the event that any provision of the agreement is found to be invalid or ineffective, it will be outside of the scope permitted by law to invalidate the entire Agreement, of which the remainder will remain legally binding.
3. In the event of deviation in the translation of different language versions of the License Agreement, the basis of interpretation will always be the Agreement written in Polish.
4. All disputes with Licensees utilising the Software in a manner that is directly tied with their business or career activity, which cannot be resolved amicably, will be settled in the appropriate common court having jurisdiction over the Licensor’s registered office, in accordance with Polish law.