END USER LICENCE AGREEMENT (EULA)
IMPORTANT USER NOTICE – READ THIS CAREFULLY BEFORE INSTALLING OR USING THREATDEFENCE SOFTWARE. BY SELECTING THE “I AGREE” BUTTON, DOWNLOADING, INSTALLING, COPYING, ACCESSING, OR USING THE SOFTWARE, YOU ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT, UNDERSTAND IT AND AGREE TO BE BOUND BY ITS TERMS AND CONDITIONS ON YOUR OWN BEHALF AND ON BEHALF OF YOUR ORGANISATION. IF YOU DO NOT AGREE TO ALL OF THE TERMS OF THIS AGREEMEMT, CLICK THE “I DO NOT AGREE” BUTTON, AND DO NOT INSTALL OR USE THE SOFTWARE IN ANY WAY AND IMMEDIATELY DELETE OR DISPOSE OF THE SOFTWARE.
End User Licence Agreement
1.Parties: This End User Licence Agreement together with any completed Order Form (“EULA”) is a legal agreement between:
ThreatDefence Pty Ltd trading as ThreatDefence and the person or entity named in the Order Form who acquires the Software or the person or entity which has installed the Software (“Licensee”).
2.Acceptance by Licensee: Licensee acknowledges and agrees that it has acquired a license to use the Software on the condition that the installation and use of the Software is subject to the terms and conditions of this EULA. If the Software is installed or downloaded by an administrator of Licensee, the administrator is deemed to accept the terms and conditions of this EULA (for and on behalf of the Licensee and each User) by clicking the “I ACCEPT” button displayed on the relevant server. Acceptance of any modifications to the terms of this EULA made by ThreatDefence from time to time will be a pre-condition for installation and use of any Updates. For the avoidance of doubt no terms or conditions of Licensee, including any terms or conditions printed on or referred to in Licensee’s offer to purchase or order will be binding on ThreatDefence or have any legal effect unless expressly agreed to in writing by ThreatDefence.
3. Definitions: In this EULA, capitalised terms have the following meanings:
- Affiliate(s)means an entity that directly or indirectly (including through intermediaries), is controlled by, or is under common control with, or controls, a party where the control is exercised by at least a 50% ownership interest through stock ownership or voting rights.
- Commencement Date means the date that the Software is delivered to Licensee under clause 8.
- Documentation means any media, printed materials, electronic documentation and technical, operating and user manuals made available by ThreatDefence in relation to the Software, including such materials made available on the ThreatDefence Website.
- Fees means the licence fees for the Software and, where applicable, the annual maintenance fees for Support and Maintenance payable by Licensee under the Licence and Maintenance Package; or the subscription fees payable by Licensee under the Subscription Package, as set forth in the then current price list of ThreatDefence from time to time.
- Number of Users means the number of Users indicated in the Order Form. Licence and Maintenance Package means the package offering by ThreatDefence for the applicable Fee consisting of a perpetual licence to install and use the Software in accordance with clause 4 with the option of obtaining Support and Maintenance on a yearly basis, as ordered by Licensee in the Order Form.
- Order Form means an online, electronic or hardcopy communication by or on behalf of Licensee to ThreatDefence, which contains details of Licensee and the relevant order, including the name of Licensee, the Software (including whether under the Licence and Maintenance Package or the Subscription Package) and the Number of Users, and for the purpose of downloading, ordering or confirming orders of the Software. Order Forms include the information webpage completed by a Licensee on the ThreatDefence Website, the Customer Order Form (as provided by ThreatDefence), or a purchase order issued by Licensee or paypal information webpage completed by or on behalf of a Licensee, to the extent such purchase order or paypal information webpage contains the above information, but do not include any terms or conditions printed on or referred to in such purchase order or paypal information webpage.
- Software means the software as indicated in the Order Form, all Updates and the Documentation.
- Support and Maintenance means the support and maintenance services provided by ThreatDefence to Licensee relating to installation and use of the Software in accordance with clauses 17 to 20.
- Subscription Package means the package offering by ThreatDefence for the applicable Fee consisting of a licence to install and use the Software in accordance with clause 4 and the provision of Support and Maintenance on a subscription basis, as selected by Licensee in the Order Form.
- Third Party Software means software which is created or developed by a party other than ThreatDefence and includes open source software.
- Updates means any patches and modifications, enhancements, improvements and revisions of the Software, including new releases of Software, made available by ThreatDefence at its discretion from time to time.
- User means each person (including a person under the authority or control of an Affiliate of Licensee) who is using a network device and assigned an unique IP address inside the Licensee environment that ThreatDefence monitors. Licence