IMPORTANT - PLEASE READ CAREFULLY
This Rogers Software Development, Inc. and/or First POS India Private Limited End User License Agreement (“EULA”) is a legal agreement between you (“you” or “Licensee”) and Rogers Software Development, Inc. and/or First POS India Private Limited (“Rogers”), for the Rogers software product, which includes computer software and may include associated media, database, printed materials, and "online" or electronic documentation ("Software Product"). By installing, copying, or otherwise using the Software Product, you agree to be bound by the terms of this EULA.
SOFTWARE PRODUCT LICENSE AND ACTIVATION
The Software Product is protected by copyright laws and international copyright treaties, as well as other intellectual property laws and treaties. The Software Product is licensed, not sold.
1. GRANT OF LICENSE
Only you may use the Software Product. You may install, register, activate, and use one copy of the Software Product, on a single computer in a specific physical location as registered in the product registration. Changes to the original registration information and/or physical location must be reported to Rogers and are subject to registration change fees, and such change request may be denied at the sole discretion of Rogers. Subject to and in accordance with the terms and conditions of this EULA, Rogers grants you, and you accept, a limited, non-transferable license to use the Software Product only for the specific purposes set forth herein, and for no other purpose. The purpose for which the foregoing limited, non-transferable license is granted is to permit you to use the Software Product to assist you in retail sales and management on a single computer or a single network server supporting no more than the permitted number of network users at one time.
2. DESCRIPTION OF OTHER RIGHTS AND LIMITATIONS
- The Software Product is licensed as a single product. Its component parts may not be separated for use on more than one computer. Additionally, a License Pack may not be separated for use at different sites.
- Support Services: Rogers may provide you with support services related to the Software Product ("Support Services"). The provision and use of Support Services is governed by the Rogers policies and programs described in the Software Product user manual and/or in "online" documentation. Any supplemental software code provided to you as part of the Support Services shall be considered part of the Software Product and subject to the terms and conditions of this EULA. With respect to technical information you provide to Rogers as part of the Support Services, Rogers may use such information for its business purpose, including for product updates and development. Rogers will use commercially reasonable efforts to not utilize such technical information in a form that personally identifies you.
- Licensee is responsible for performing and maintaining the PCI-DSS and PA-DSS installation of the Software Product. Licensee indemnifies and holds harmless Rogers, its shareholders, officers, agents, and employees from and against any claims, demands, liabilities, or expenses, including attorneys’ fees and costs, for all actions arising out of or relating to the PCI-DSS and PA-DSS installation of the Software Product.
- Licensee is responsible for maintaining the security of its software and network.
- EXCEPT AS EXPRESSLY AUTHORIZED ABOVE, YOU SHALL NOT: COPY, IN WHOLE OR IN PART, THE SOFTWARE PRODUCT; MODIFY THE SOFTWARE; REVERSE COMPILE OR REVERSE ASSEMBLE ALL OR ANY PORTION OF THE SOFTWARE PRODUCT; RENT, LEASE, DISTRIBUTE, SELL, OR CREATE DERIVATIVE WORKS OF THE SOFTWARE PRODUCT; OR USE THE SOFTWARE PRODUCT IN ANY UNLAWFUL MANNER, FOR ANY UNLAWFUL PURPOSE, OR IN ANY MANNER INCONSISTENT WITH THIS EULA.
- Rogers may change, suspend or discontinue any aspect of the Software Product at any time, including the availability of any Software Product feature, database or content. Rogers may also impose limits on certain features and services or restrict your access to parts or all of the Software Product without notice or liability. Additionally, Rogers may automatically download and install updates to the Software Product with or without prior notification.
- Remote Access. The single primary user of the licensed device for which the Software Product is installed (the “Licensed Device”) may access and use the Software Product installed on the Licensed Device remotely from any other device.
- Multiplexing. You may NOT use hardware or software to pool connections or to reduce the number of devices or users that directly access or use the Software Product (sometimes referred to as "multiplexing" or "pooling").
- Trial and Conversion. Some or all of the Software Product may be licensed on a trial basis. Your right to use the Software Product on a trial basis is limited to the trial period. The Software Product subject to the trial and the length of the trial period are set forth during the activation process. You may have the option to convert the trial license to subscription or perpetual rights. Conversion options will be presented upon request.
- Subscription Software. If you licensed the Software Product on a subscription basis, your right to use the Software Product is limited to the subscription period. You may have the option to extend your subscription or convert to a perpetual license. If you extend your subscription, you may continue using the Software product until the end of your extended subscription period. If the period is month to month then your license is renewed for an additional month with each payment.
- Mandatory Activation. Activation associates the use of the Software Product with a specific device. During activation, the Software Product may send information about the Software Product and / or the device to Rogers. This information includes the version, the license version and the product ID of the Software Product, Internet protocol address of the device and information derived from the hardware configuration. BY USING THE SOFTWARE PRODUCT, YOU CONSENT TO THE TRANSMISSION OF THIS INFORMATION.
- Validation. The Software Product may from time to time validate your license rights. Validation verifies that the Software Product has been activated and is properly licensed. Validation also permits you to use certain features of the Software Product or to obtain additional benefits.
- During a validation check, the Software Product will send information about the Software Product to Rogers. This information includes the version of the Software Product and the product key. BY USING THE SOFTWARE PRODUCT, YOU CONSENT TO THE TRANSMISSION OF THIS INFORMATION TO ROGERS.
- Rogers is not responsible for other software installed on your computer system, or for hardware not purchased from Rogers. Common examples include video surveillance software or hardware; routers, switches, hubs and modems; email applications; office applications, publishing and accounting software, antivirus software, remote access software. Rogers may charge an additional service fee for working on any hardware or software not purchased from Rogers at a rate of $100.00 per hour, with a one hour minimum.
If the Software Product is labeled or otherwise identified by Rogers as an "upgrade,” you must be properly licensed to use a product identified by Rogers as being eligible for the upgrade in order to use the Software Product. A Software Product labeled or otherwise identified by Rogers as an upgrade replaces and/or supplements the product that formed the basis for your eligibility for such upgrade. You may use the resulting upgraded product only in accordance with the terms of this EULA. If the Software Product is an upgrade of a component of a package of software programs that you licensed as a single product, the Software Product may be used and transferred only as part of that single product package and may not be separated for use on more than one computer.
5. INTELLECTUAL PROPERTY RIGHTS
- All title, trademarks and copyrights in and pertaining to the Software Product (including but not limited to any images, photographs, animation, video, audio, music, text, database, and applets incorporated into the Software Product), the accompanying printed materials, and any copies of the Software Product are owned by Rogers. Copyright and trademark laws and international treaty provisions protect the Software Product. You must treat the Software Product like any other copyrighted material for archival purposes only. You may not copy the printed materials accompanying the Software Product.
- You may not remove, modify, or alter any Rogers copyright or trademark notice from any part of the Software Product, including but not limited to any such notices contained in the physical and/or electronic media or documentation, in the Rogers Setup Wizard dialogue or 'about' boxes, in any of the runtime resources, and/or in any web-presence or web-enabled notices, code, or other embodiments originally contained in or dynamically or otherwise created by the Software Product.
Without prejudice to any of Rogers's other rights, Rogers may terminate this EULA if you fail to comply with the terms and conditions of this EULA. In this event, you must destroy all copies of the Software Product and all of its component parts; to this end you grant to Rogers the right to, with or without notice, monitor your Internet accessible activities for the purpose of verifying Software Product performance and/or your compliance with the terms hereof, including, but not limited to the remote monitoring and verification of your implementation, use and duplication of the Software Product. Rogers does not accept any returns and/or refunds for the Software Product under any circumstances.
7. LIMITED WARRANTY
- Rogers warrants, for your benefit alone, for a period of thirty (30) days from the date of commencement of this EULA ("Warranty Period") that the Software Product, when used in accordance with the terms of the EULA, will perform in all material respects with the accompanying documentation. If during the Warranty Period the Software Product fails to perform as warranted, then Rogers shall use commercially reasonable efforts to correct the Software Product. You agree that the foregoing constitutes your sole and exclusive remedy for breach by Rogers of any warranties made under this EULA.
- Rogers disclaims all other warranties and conditions, either express or implied, including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement, with regard to the Software Product and the provision of or failure to provide Support Services. This limited warranty gives you specific legal rights. You may have others that vary from state/jurisdiction to state/jurisdiction. Some states and jurisdictions do not allow disclaimers of or limitations on the duration of an implied warranty, so the above limitation may not apply to you.
8. LIMITATION OF LIABILITY
To the maximum extent permitted by applicable law, in no event shall Rogers be liable for any special, incidental, indirect, or consequential damages whatsoever (including, without limitation, damages for loss of business profits, business interruption, loss of business information, or any other pecuniary loss) arising out of the use of or inability to use the Software Product or the provision of or failure to provide Support Services, even if Rogers has been advised of the possibility of such damages. In any case, Rogers’s entire liability under any provision of this EULA shall be limited to fees actually received by Rogers from you under this EULA during the three (3) months preceding the occurrence of liability. Because some states and jurisdictions do not allow the exclusion or limitation of liability, the above limitation may not apply to you. Without limiting the foregoing, Rogers is not responsible or liable for any malicious code, delays, inaccuracies, errors, or omissions arising out of your use of the Software Product, Support Services, or any web-based services. You understand, acknowledge and agree that you are assuming the entire risk as to the quality, accuracy, performance, timeliness, adequacy, completeness, correctness, authenticity, security, availability and validity of any and all features and functions of the Software Product and any associated web-based services.
9. SPECIFIC DISCLAIMERS
The following is a non-exclusive list of obligations with which you are solely responsible for compliance, and which Rogers disclaims all liability:
- Credit card transactions not deposited to your account.
- Long distance telephone charges. During setup Rogers may provide you with a dial up Internet account. Rogers attempts to provide a local number from the same area code, city or as close to these as possible. Occasionally, local phone companies charge long distance rates to numbers in the same area including numbers in the same area code.
- Performance or maintenance of PC Operating systems (Windows 2000/XP/Vista/7/8 or Linux). This disclaimer includes updates, bugs, viruses, spyware or other malware. Your operating system requires occasional security patches, updates, and service packs. You shall ensure that Windows is set to update automatically and that it is receiving and installing updates and other maintenance releases.
- Hardware repairs or damages. Rogers may assist you in coordinating warranty repairs, but all such hardware warranty repairs shall be made in accordance with the third party manufacturer's repair policies; we are not responsible for shipping charges. Rogers may loan you equipment if available, subject to your payment of applicable shipping fees. Rogers does not support hardware that was not purchased from Rogers.
- Hardware maintenance. Your CPU and other hardware may fail prematurely if not kept clean due to overheating. Rogers recommends that you have a qualified person remove all power from the hardware, and carefully use pressurized air or a vacuum to remove all dust, lint and hair from your hardware. Rogers also recommends that you clean cooling ports, shrouds, screens and fans in the CPU and power supply. Please also note that if the CPU is kept in a cabinet it must have proper ventilation or it can overheat. Rogers may provide on-site maintenance for an additional fee, and other separate terms and conditions.
- Configuration and troubleshooting of hardware provided by Internet Service Providers or telephone companies, including without limitation hubs, routers, networking equipment, and phone lines.
- Accuracy of payroll charges.
- Sales tax and royalty rates settings for each of your locations. You must verify that all taxes and royalty rates are set correctly.
- Integrated processing over dial-up connections. If you are unable to use a high speed Internet connection, such as cable or DSL, Rogers recommends you use a processor-supplied terminal.
- Use of unencrypted readers on existing or new systems.
- Sending or receiving email, SMS, or MMS messages.
10. DISPUTE RESOLUTION
This EULA shall be governed by and construed in accordance with the laws of the State of Arizona, United States of America, as if performed wholly within the state and without giving effect to the principles of conflict of law. You and Rogers agree to submit to the personal and exclusive jurisdiction of the state and federal courts located in Maricopa County, Arizona. All parties expressly waive all other jurisdictions. In the event of litigation, the prevailing party may recover court costs and reasonable attorney’s fees.
If any provision or terms of this EULA are held to be invalid, void, or unenforceable, the remainder of the provisions shall remain in full force and effect and shall in no way be affected, impaired, or invalidated. Under no circumstances may this EULA be assigned or transferred by you without Rogers’ prior written consent. Any attempted assignment or transfer shall be null and void and shall result in the immediate and automatic termination of the license granted under this EULA. Should you have any questions concerning this EULA, or if you desire to contact Rogers for any reason, please contact Rogers Software Development, Inc. with contact information available at www.rogerspos.com. You also agree that Rogers may identify your business name, the city, state, and country of your business as its licensee for marketing purposes without compensation.