CHALLENGE OPTIMUM SA (hereinafter the Company) and/or its suppliers wholly own the intellectual property rights for the Click-N-Manage® software package (hereinafter the Software: Click-N-Doc®, Click-N-Share®, Click-N-Check®, Click-N-Act®, Click-N-Secure®, Click-N-Train®, Click-N-Maintain®) and the related user documentation.
Under all circumstances, the Software and related documentation (installation guide and user manual) remain the property of the Company.
The Company grants the user of the license (hereinafter the user) the limited right to use the Software and documentation provided, in conformity with the license agreement (hereinafter the Agreement).
The user acknowledges that (a) the Software and (b) the terms and conditions of the Agreement contain confidential elements. The user agrees not to reproduce, modify, sell, transfer, publish, disclose, or in any other way notify any third party of the source code of the Software, the material provided, or any other related information without prior written consent from the Company. The user agrees to make the Software secure and protect it, as well as to take any appropriate measures towards its employees and auxiliary staff who have access to confidential data relating to the Software. The obligation of confidentiality incumbent upon the user extends beyond the duration of the Agreement.
The Software is accompanied by an installation guide containing instructions which the user is obliged to follow. The Company is not responsible for the consequences of faulty installation.
This Agreement allows the user to (a) use the Software on the number of computers indicated in the Agreement, or on a single computer; (b) copy data obtained and processed by means of the Software in machine-readable form, or print them exclusively for backup purposes and for the use of the company’s in-house employees; (c) transfer the Software and the user license to a third party provided that the latter agrees to adhere to these terms and conditions, subject to the Company giving its prior consent. Transferring the Software to a third party implies providing it with the complete set of related documentation as well as any backup copies, and/or destroying any copies, data or documents which are not transferred.
THE USER IS NOT AUTHORIZED TO COPY, MODIFY, MERGE, DISASSEMBLE, DECOMPILE OR TRANSFER THE SOFTWARE OR ANY COPY, IN WHOLE OR IN PART, EXCEPT INSOFAR AS THE AGREEMENT EXPRESSLY MAKES PROVISION FOR THIS.
THE USER IS NOT AUTHORIZED TO USE THE SOFTWARE FOR PURPOSES OTHER THAN THOSE INDICATED IN THE AGREEMENT.
THE USER REFRAINS FROM GRANTING A SUBLICENSE, YIELDING OR TRANSFERING THE LICENSE OR THE SOFTWARE, EXCEPT IN THE EVENT THAT THIS IS EXPRESSLY STIPULATED IN THE CONTRACT.
After the end date of the contract and the subscription period of the package, the company agrees to provide the user with a copy of the published website (Click-N-Share®) on the basis of information provided by the user. The user retains the rights to operate the website published for an indefinite period and can not claim any other service from the Company in connection with the support, development, updating of its website or other service related to software.
This license is granted for an undetermined duration, expiring when it is denounced or cancelled with 3 months notice. The user may denounce or cancel the license at any time by destroying the Software and any copies, in all its forms. The Company may also cancel the license under the conditions stipulated in the Agreement should the user fail to comply with the terms or conditions or infringe the Company’s rights. In the event of terminating the Agreement, the user agrees to return the documents, material and the Software and to uninstall, delete and/or destroy the programs and their components as well as any copies, in whatever form.
The Company guarantees that the medium in which the Software is provided is free from any component or manufacturing defects when used normally, for a period of 90 (ninety) days as from the delivery date.
The Company also guarantees that the Software and its medium have undergone rigorous testing and that they function in accordance with the description contained in the documentation provided.
During the 90-day (ninety) period under warranty, the Company agrees to (1) replace any defective medium within 60 days from notice being given by the user.
These warranties are made for the exclusive benefit of the user and are not transferable.
The user agrees that the Software has been optimized to work on the operating system specified in the Agreement and accepts that the warranty provided by the Company is given and maintained for as long as the Software is installed and used in the agreed environment.
The Company does not guarantee that the Software’s functions meet the needs of the user or that it works without interruption or error.
The user is responsible for selecting the programs and material that best meet his or her goals, as well as for installing and using the Software, and for obtaining the required results.
Alterations to the Software, its medium or its files, resulting from an accident, misuse, mistreatment, maintenance operations, computer failure, an environmental problem and/or modifications are excluded from this warranty.
No warranty, whether express or implied, other than the one expressly provided for here, is granted to the user.
Risks associated with the quality, use, processing, storage of the magnetic medium and software capacity, as well as costs relating to any necessary maintenance, repairs or modifications are at the user’s expense, to the exclusion of the Company.
The Company may not be held liable for direct or indirect damage and/or any loss of profits or earnings resulting from the use and/or inability to use the Software, for example as a result of defects.
Applicable law and jurisdiction
This Agreement shall be governed by Swiss law.
Any litigation relating to the fulfillment, non-fulfillment, inadequate fulfillment or interpretation of this Agreement will be subject to the competent Court of the Republic and Canton of Geneva, with the right of appeal to the Federal Court.
THE USER DECLARES THAT HE/SHE HAS READ THESE GENERAL CONDITIONS TO THE AGREEMENT, HAS UNDERSTOOD THEM AND AGREES TO COMPLY WITH THE TERMS AND CONDITIONS, WHICH MOREOVER –APART FROM THE AGREEMENT, WHICH MAY SUPERCEDE THEM– CONSTITUTE THE SOLE AND UNIQUE EXPRESSION OF THE AGREEMENT CONCLUDED BETWEEN THE PARTIES.