The Arrow Enhancement Software Policy (ESP) insures you against the challenges of tomorrow. It is a software maintenance plan for businesses that want to make sure they are using the latest Tencia software available, without paying the full price for upgrades.
The ESP policy ensures that you have access to the latest possible versions of software, without having to incur the more substantial cost of purchasing new versions of the software outright, an important component to consider in the overall management of any business.
ARROW RESEARCH CORPORATION SOFTWARE LICENSE AGREEMENT
Note: READ THIS DOCUMENT CAREFULLY BEFORE USING THE SOFTWARE.
THIS AGREEMENT DEFINES THE TERMS AND CONDITIONS RELATING TO THE LICENSING FOR USE OF ARROW RESEARCH CORPORATION SOFTWARE PRODUCTS. IF YOU DO NOT WISH TO ACCEPT THE TERMS OF THIS AGREEMENT RETURN THE PACKAGE UNUSED AND YOUR MONEY WILL BE REFUNDED BY YOUR VENDOR.
PERSONS DESCRIBED AS DISTRIBUTORS, DEALERS, PARTNERS OR BUSINESS PARTNERS OF ARROW RESEARCH CORPORATION PTY LTD ARE NOT AGENTS OF IT AND ARE NOT AUTHORISED TO BIND IT.
Arrow Research Corporation Pty. Ltd. ACN 007 163 886 hereby grants to the Licensee and the Licensee accepts a personal, non transferable and non–exclusive License to use the Software on the following terms and conditions:
- "The Distributor" means the computer products retailer from whom the Licensee obtains the Software. Distributors may variably describe themselves or be described as distributors, dealers, partners or business partners;
- "Computer" means a single machine that manipulates data according to instructions contained in one or more programs;
- "Licensee" means the person to whom the use of the Software is Licensed hereunder;
- "Licensor" means Arrow Research Corporation Pty Ltd. ACN 007 163 886;
- "Maintenance Fee" means the annual fee payable by a Licensee to the Licensor to ensure access to the Arrow Enhancement Software Policy (ESP);
- "Nominated Computer" means a Computer nominated by the Licensee as the machine upon which the Software will be loaded and reside for use by the Licensee’s for its own business purposes.
- "Software" means the computer software product of Arrow Research Corporation Pty. Ltd. called Tencia which is subject of this Agreement, including without limitation (unless the context otherwise requires) any upgrade from time to time supplied to the licensee.
LIMITED USE LICENSE
- THIS license does not authorise the licensee to use the Software in a bureau type of environment, including circumstances where multiple or single site access is provided to the Software resident on a separate Computer.
- THE Licensee acknowledges and agrees that the Software is to be used by the Licensee only on a Nominated Computer, and the Licensee is hereby licensed and authorised to use the Software on that Nominated Computer. The Licensee is not licensed or authorised to use the Software other than on the Nominated Computer and may not permit another Computer to share or use the Nominated Software.
- THE Licensee acknowledges that the Licensor is the copyright owner of the Software, and that it retains all its rights in respect of the Software and has granted the Licensee only those rights set out in this License.
- THE Licensee acknowledges that it must not reproduce reformat or copy in whole or in part any of the Software or Manuals or other documentation supplied in connection therewith.
ARROW ENHANCEMENT SOFTWARE POLICY (ESP)
- So long as the Licensee continues to pay the Maintenance Fee to the Licensor, the Licensee will be entitled to the protection of the Arrow Enhancement Software Policy (ESP) and consequent provision of the latest up-grade or version of the Software.
- Because accounting requirements change, the Licensee must pay the Maintenance Fee to the Licensor within 30 days of the due date shown in the ESP invoice. Failure to pay the Maintenance Fee may cause cancellation of the License and possible inoperability of the Software. In the event of cancellation of the License the Licensee will be able to download its data, but not process data.
- If the Licensee does not pay the Maintenance Fee by the due date, a Reload Fee may be charged to reload the Software.
- THE Licensee acknowledges that the Software contains valuable confidential information of the Licensor and undertakes to take all reasonable steps to protect that confidential information and for that purpose to prevent its disclosure or use by persons unauthorised by the Licensor.
- THE Licensor warrants that the Software is free of defects in materials and workmanship for a period of ninety (90) days from the date of it being loaded onto the Nominated Computer. The Licensor shall not be liable where failure to perform is caused by the Distributor, the Licensee or by any third party or by any act or circumstances whatsoever beyond the reasonable control of the Licensor.
- THE Licensor warrants that the Software will execute its programming instructions when properly installed, but does not warrant that the operation of the Software will be uninterrupted or error-free.
- THE Licensor does not warrant that the Software is suitable for the needs of the Licensee, and the Licensee acknowledges that it relies solely on its own skill and judgment in deciding that the Software is reasonably fit for the purpose for which it is being acquired and in deciding to acquire the Software.
- THE liability of the Licensor hereunder shall be limited (save with respect to breach of any implied undertaking as to title and quiet possession) to (at the Licensor’s option) the replacement of the Software, the supply of equivalent software or the repair of the Software.
- NOTE: The Licensor’s advertising or promotional material/literature does not form part of the program specification for the Software. Such material and literature may from time to time contain printing and other errors and is not to be relied upon. Representations by any person including any Distributor or employee or agent of any Distributor which goes beyond the Licensor’s Specification is not authorised by the Licensor and may not be relied upon.
- SUBJECT to the terms above, the Licensor hereby expressly excludes liability for and loss, damage or expenses whatsoever whether direct or indirect (including but not limited to loss of profits), arising out of the supply of the Software and material supplied under any Arrow Enhancement Software Policy (ESP).
- THE Licensee shall not assign transfer or sublicense any right enjoyed by it pursuant to this Agreement to any person whatsoever without the prior written consent of the Licensor being first obtained.
- IF any provision hereof is held to be invalid or un-enforceable for any reason whatsoever that provision shall be severable from and shall not affect the continued operation of the rest of this Agreement.
- IF the Licensee fails to fulfil any of its obligations hereunder the Licensor may, at its option and in addition to any other remedies it may have at any time, terminate the rights granted to the Licensee by this Agreement.
- IMPORTANT – READ CAREFULLY BEFORE TRANSFERING OR CONVERTING DATA ACROSS TO THE TENCIA SYSTEM DATABASE
It is important that Licensees/users or their service providers ensure that all data, which will be imported into the Tencia database from the ArrowSQL database, is verified within the Tencia database before use. To ensure the data has been transferred both correctly and completely and to verify it. It is the sole responsibility of the Licensee/user to ensure that the data is both correctly and completely imported across to the Tencia database and to verify it before use. Arrow Research Corporation as Licensor strongly recommends that Licensee/user runs both the Tencia and the Arrow accounting solutions in parallel for a period which commences at the beginning of a month. At the end of the first month the Licensee/user should check and compare the two financial records to ensure consistency. Licensee must make a verified back-up copy of the Arrow database before exporting data to the Tencia database.